Audiovox 2008 Annual Report Download - page 8

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Acquisitions
We have recently acquired and continue to integrate the following acquisitions, discussed below, into our existing business structure:
In December 2007, the Company completed the acquisition of certain assets and liabilities of Thomson’s U.S., Canada, Mexico, China
and Hong Kong consumer electronics audio/video business for a total cash purchase price of approximately $3,188 (net of license fee
below), plus a net asset payment of $11,093, transaction costs of $560 and a fee related to the RCA® brand in connection with future
sales for a stated period of time. The purpose of this acquisition was to control the RCA trademark for the audio video field of use and
to expand our core product offerings in certain developing markets. Contemporaneous with this transaction, the Company entered into
a license agreement with Multimedia Device Ltd., a Chinese manufacturer, to market certain product categories acquired in the
acquisition for an upfront fee of $10,000, the purchase of certain inventory and future royalty payments.
In November 2007, AAC completed the acquisition of all of the outstanding stock of Technuity, Inc., an emerging leader in the battery
and power products industry and the exclusive licensee of the Energizer® brand in North America for rechargeable batteries and
battery packs for camcorders, cordless phones, digital cameras, DVD players and other power supply devices, for a total cash purchase
price of $20,373 (net of cash acquired), plus a working capital credit of $317, transaction costs of $1,085 and a maximum contingent
earn out payment of $1,000, if certain sales and gross margin targets are met. The purpose of this acquisition was to further strengthen
our accessory product lines and core offerings, to be the exclusive licensee of the Energizer® brand in North America for rechargeable
batteries and power supply systems, and to increase the Company’s market share in the consumer electronics accessory business.
In August 2007, Audiovox Germany completed the acquisition of certain assets of Incaar Limited, a U.K. business that specializes in
rear seat electronics systems, for a total purchase price of $350, plus transaction costs of $51 and a maximum contingent earn out
payment of $400, if certain earnings targets are met. The purpose of this acquisition was to add the experience, concepts and product
development of an Original Equipment Manufacturer (“OEM”) business to our European operations.
In March 2007, Audiovox Germany completed the stock acquisition of Oehlbach, a European market leader in the accessories
business, for a total cash purchase price of $6,611, plus transaction costs of $200 and a contingent earn out payment, not to exceed 1
million euros. The purpose of this acquisition was to add electronics accessory product lines to our European business.
In January 2007, we completed the acquisition of certain assets and liabilities of Thomson’s Americas consumer electronics accessory
business for a total cash purchase price of approximately $50,000, plus a working capital payment of $7,617, plus a five year fee
estimated to be $4,685 related to the RCA brand in connection with future sales and approximately $2,414 of transaction costs. The
purpose of this acquisition was to expand our market presence in the accessory business. The acquisition included the rights to the
RCA Accessories brand for consumer electronics accessories as well as the Recoton, Spikemaster, Ambico and Discwasher brands for
use on any product category and the Jensen, Advent, Acoustic Research and Road Gear brands for consumer electronics accessories.
On January 4, 2005, we purchased certain assets and liabilities of Terk Technologies Corp. ("Terk") for $15,274, as
adjusted. The purpose of this acquisition was to increase our market share for satellite radio products as well as accessories, such as
antennas for HDTV products.
On July 8, 2003 we acquired, for $40,406, the U.S. audio operations of Recoton and the outstanding capital stock of Recoton German
Holdings GmbH. The primary reason for this transaction was to expand the product offerings of Audiovox in the U.S. and Europe and
to obtain certain long-standing trademarks such as Jensen® and Acoustic Research®.
5
Source: AUDIOVOX CORP, 10-K, May 14, 2008