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Acquisition (Notes) | 6 Months Ended
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Mar. 31, 2014
Business Combinations [Abstract] |
Acquisitions | Acquired Business On November 4, 2013 the Company acquired substantially all of the assets of Myricom, Inc. Myricom has been integrated into the High Performance Products and Solutions business segment. Prior to our acquisition, Myricom was a manufacturer of high performance interconnect computing devices and software. The Company acquired Myricom in order to obtain (i) Myricom’s interconnect technology, which is critical to our latest MultiComputer products and (ii) a strong base of new customers in commercial growth markets. The Company also retained key Myricom technical personnel. Myricom was a key supplier to CSPI’s MultiComputer Division. Its interconnect technology is an important component of the latest generation MultiComputer products that we currently supply to our customers. Although Myricom was an established business prior to our acquisition, it had previously sold off a significant portion of its business and was faced with the likelihood of having to shut down operations if it could not find a buyer to purchase its remaining assets. This was because the revenue that Myricom was able to generate from these remaining assets was not sufficient to support its cost structure so as to enable Myricom to operate at a profit. These factors contributed to a purchase price that resulted in the recognition of a bargain purchase gain. The Company paid total cash consideration of approximately $0.5 million to acquire substantially all of the assets of Myricom and incurred approximately $0.1 million for the assumption of certain other liabilities. The purchase of Myricom resulted in the recognition of a bargain purchase gain of approximately $0.5 million. The bargain purchase gain is shown net of the federal and state tax effect. The purchase price was allocated as follows:
| (Amounts in Thousands)
Inventory | $ | 1,030 |
Property & equipment | 17 |
Intangibles | 260 |
Gross assets acquired | 1,307 |
Product warranty liability assumed | (93 | )
Net assets acquired | 1,214 |
Less: asset purchase price | 500 |
Bargain purchase gain before tax | 714 |
Deferred tax on bargain purchase gain | (252 | )
Bargain purchase gain, net of tax effect | $ | 462 |
The results of operations of Myricom for the the three months ended March 31, 2014 and for the period November 4, 2013 - March 31, 2014 are included in the Company’s consolidated statement of operations for the three and six months ended March 31, 2014, respectively. The following proforma condensed combined financial information gives effect to the acquisition of Myricom as if it were consummated on October 1, 2012 (the beginning of the comparable prior reporting period), and includes proforma adjustments related to the bargain purchase gain, amortization of inventory step-up and acquired intangible assets. The proforma condensed combined financial information is presented for informational purposes only. The proforma condensed combined financial information is not intended to represent or be indicative of the results of operations that would have been reported had the acquisition occurred on October 1, 2012 and should not be taken as representative of future results of operations of the combined company. The following table presents the proforma condensed combined financial information (in thousands, except per share amounts):
| For the three months ended |  | For the six months ended
| March 31, 2014 |  | March 31, 2013 |  | March 31, 2014 |  | March 31, 2013
| (Amounts in thousands except per share data)
Revenue | $ | 23,236 |  |  | $ | 27,477 |  |  | $ | 45,187 |  |  | $ | 50,224 |
Net income (loss) | $ | 198 |  |  | $ | (31 | ) |  | $ | 224 |  |  | $ | (865 | )
Net income (loss) per share – basic | $ | 0.06 |  |  | $ | (0.01 | ) |  | $ | 0.07 |  |  | $ | (0.25 | )
Net income (loss) per share – diluted | $ | 0.06 |  |  | $ | (0.01 | ) |  | $ | 0.07 |  |  | $ | (0.25 | )
The proforma condensed combined financial information shown above includes proforma adjustments to eliminate certain items directly relating to the business combination which reduced net income by approximately $0.3 million for the six month period ended March 31, 2014.

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- Definition The entire disclosure for business combinations, including leverage buyout transactions (as applicable), and divestitures. This may include a description of a business combination or divestiture (or series of individually immaterial business combinations or divestitures) completed during the period, including background, timing, and assets and liabilities recognized and reclassified or sold. This element does not include fixed asset sales and plant closings. + References No definition available. + Details
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