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Subsequent events
6 Months Ended
Jun. 30, 2011
Subsequent events [Abstract]  
Subsequent events
(13) Subsequent Events:
Acquisition of Chicago Tube and Iron Company
On July 1, 2011, the Company completed its acquisition of all of the outstanding common stock of Chicago Tube and Iron Company (CTI), pursuant to the terms of an Agreement and Plan of Merger. CTI is a leading metal service center in the United States, with nine operations located primarily throughout the Midwest. The acquisition expands the Company’s product offerings to include the distribution of metal tubing, pipe, bar, valves and fittings and the fabrication of pressure parts that are supplied to various industrial markets.
The fair value of consideration transferred on July 1, 2011 was the cash purchase price of $150.0 million, with the purchase price being subject to a closing cash adjustment and a working capital adjustment. The Company funded the acquisition with cash on hand and borrowing under its new ABL credit facility. On July 5, 2011, the Company made its closing cash adjustment payment of approximately $2.8 million. The working capital adjustment to the purchase price has not been finalized as of the date of filing of this report. In addition, the Company assumed approximately $6.0 million of indebtedness of CTI.
In 2011, the Company incurred $941 thousand of acquisition-related costs, which are included in Administrative and general expense in the Company’s Consolidated Statement of Operations for the six months ended June 30, 2011.
The Company’s initial accounting for the acquisition of CTI is incomplete as of the date of filing of this report, and as a result the Company has not included disclosures related to the identified assets acquired and liabilities assumed at the acquisition date or included supplemental unaudited pro forma consolidated revenue or earnings as if the business combination had occurred on January 1, 2010 or January 1, 2011. The revenue of CTI for its most recent fiscal year ended November 30, 2010 was approximately $183.0 million.
Amended and Restated Loan and Security Agreement
On July 1, 2011, the Company entered into an Amended and Restated Loan and Security Agreement that governs the new ABL credit facility, borrowings under which funded a portion of the purchase price for CTI. See (5) Debt for further disclosure related to the Company’s new ABL credit facility.