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On the Surface

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16. BUSINESS DISPOSITIONS<br />

STERIS CORPORATION AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS<br />

(dollars in thousands, except per share amounts)<br />

<strong>On</strong> October 31, 2005, we sold our lyophilizer (freeze dryer) product line to GEA Group of Germany for 20.8 million euros<br />

(approximately $25,161). As a result of <strong>the</strong> sale, we recognized an after-tax gain of $7,292 ($1,058 recorded in fiscal 2007 and $6,234<br />

recorded in fiscal 2006). The freeze dryer product line, based in Cologne, Germany, was part of our Life Sciences business segment. We<br />

allocated goodwill of $5,571 to <strong>the</strong> freeze dryer product line in connection with its sale. We present this product line in our financial<br />

statements as a discontinued operation. Revenues, cost of revenues, operating expenses and income taxes related to this product line are<br />

combined in a single line on <strong>the</strong> income statement for fiscal 2006. Segment results for fiscal 2006 exclude <strong>the</strong> freeze dryer product line and<br />

reflect <strong>the</strong> reallocation of certain corporate overhead charges to all business segments. Revenues, income before income taxes, income tax<br />

expense, and net income generated by <strong>the</strong> freeze dryer product line prior to its sale were as follows:<br />

Year Ended March 31, 2006<br />

Revenues $ 21,418<br />

Income before income taxes 1,752<br />

Gain on <strong>the</strong> sale of discontinued operations before income taxes 11,532<br />

Income tax expense 5,941<br />

Net income from discontinued operations $ 7,343<br />

17. BUSINESS ACQUISITIONS<br />

The following summarizes our recent business acquisitions, which we accounted for under <strong>the</strong> purchase method of accounting.<br />

Our consolidated financial statements include <strong>the</strong> results of operations for acquired businesses from <strong>the</strong> date each acquisition was<br />

completed.<br />

FHSurgical. <strong>On</strong> March 24, 2005, we completed <strong>the</strong> acquisition of FHSurgical SAS (“FHSurgical”), a privately-held manufacturer of surgical<br />

tables with a manufacturing facility located in Orleans, France, for 8.8 million euros (approximately $11.6 million at <strong>the</strong> acquisition date) in<br />

cash and assumed debt. We integrated <strong>the</strong> acquired business into our Healthcare segment. The acquisition expanded our European<br />

distribution channel and enhanced our surgical table offerings.<br />

The purchase price was subject to <strong>the</strong> final settlement of certain working capital adjustments and earn out provisions dependent on<br />

revenue. As a result, an additional 875,000 euros (approximately $1 million) was paid in fiscal 2007 based on revenues generated through<br />

March 31, 2006. The purchase price of approximately $13,464, which includes direct acquisition costs of $975, has been allocated to tangible<br />

net assets based upon <strong>the</strong>ir carrying amounts at <strong>the</strong> acquisition date. The residual balance of $8,878 has been allocated to goodwill.<br />

In accordance with <strong>the</strong> share purchase agreement, <strong>the</strong> purchase price included assumed debt of $2,788. This amount was repaid<br />

during fiscal 2006, and has been excluded from our Consolidated Statements of Cash Flows, as required by Statement of Financial<br />

Accounting Standards No. 95 (“SFAS No. 95”), “Statement of Cash Flows.”<br />

Cosmed Group, Inc. <strong>On</strong> January 7, 2005, we completed <strong>the</strong> acquisition of certain assets of Cosmed Group, Inc. (“Cosmed”), a privatelyheld<br />

contract sterilization service provider with corporate offices located in Jamestown, Rhode Island, for $73,000. We integrated <strong>the</strong><br />

acquired assets into our Isomedix Services segment. As a result of <strong>the</strong> acquisition, five additional EO processing facilities were added to our<br />

existing network of locations.<br />

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