Annual report pursuant to Section 13 and 15(d)

ACQUISITIONS

v3.5.0.2
ACQUISITIONS
 12 Months Ended
Sep. 30, 2016
Business Combinations [Abstract]  
ACQUISITIONS
ACQUISITIONS:

Fiscal 2016:

On February 1, 2016, the Company acquired certain net assets of Digital Design, Inc. ("DDI") for $7,659 (net of cash acquired and holdback amount). DDI is a manufacturer and seller of ink jet printing systems and is included in the Company's Industrial Technologies segment.  The preliminary purchase price allocation related to the DDI acquisition is not finalized as of September 30, 2016, and is subject to change as the Company obtains additional information related to working capital items.

Fiscal 2015:

On August 19, 2015, the Company acquired Aurora for $210,026 (net of cash acquired). Aurora provides burial, cremation, and technology products to funeral home clients and distributors in the United States and Canada.  The acquisition was designed to expand the Company's memorialization product offerings and geographic distribution footprint in the United States. During fiscal 2016, the Company finalized the allocation of purchase price related to the Aurora acquisition, resulting in immaterial adjustments to property, plant and equipment, goodwill, certain working capital accounts and deferred taxes. The final allocation of the purchase price resulted in goodwill of $73,927, which was assigned to the Memorialization segment, $76,340 of intangible assets, of which $30,540 is not subject to amortization, $26,268 of property, plant and equipment, and $33,491 of other net assets, primarily working capital. Approximately $44,000 of the goodwill is expected to be deductible for tax purposes.

Fiscal 2014:

On July 29, 2014, the Company acquired Schawk, a leading global brand development, activation and deployment company headquartered in Des Plaines, Illinois.  Under the terms of the transaction, Schawk shareholders received $11.80 cash and $0.20582 shares of Matthews' common stock for each Schawk share held.  Based on the closing price of Matthews' stock on July 28, 2014, the transaction represented an implied price of $20.74 per share and a total enterprise value (which included outstanding debt, net of cash acquired) of $616,686.  Schawk provides comprehensive brand development and brand deployment services to clients primarily in the consumer packaged goods, retail and life sciences markets.  Schawk creates and sells its clients' brands, produces brand assets and protects brand equities to help drive brand performance.  Schawk delivers its services through more than 155 locations in over 20 countries across North and South America, Europe, Asia and Australia.  During fiscal 2015, the Company finalized the allocation of purchase price related to the Schawk acquisition, resulting in immaterial adjustments to property, plant and equipment, goodwill, other intangible assets, certain working capital accounts, and deferred taxes.

The following information presents a summary of the consolidated results of Matthews combined with Schawk as if the acquisition had occurred on October 1, 2013:

 
 
 
 
 
Pro Forma Combined
 
2016
 
2015
 
2014
Sales
$
1,480,464

 
$
1,426,068

 
$
1,458,277

Income before income taxes
95,234

 
89,652

 
89,779

Net income attributable to Matthews shareholders
66,749

 
63,449

 
63,586

Earnings per share attributable to Matthews shareholders: Diluted
$
2.03

 
$
1.91

 
$
1.93



The unaudited pro forma results for fiscal 2014 has been prepared for comparative purposes only and include certain adjustments, such as interest expense on acquisition debt and acquisition related costs.  The pro forma information does not purport to be indicative of the results of operations which actually would have resulted had the acquisition occurred on the date indicated, or which may result in the future.