Bed, Bath and Beyond 2012 Annual Report Download - page 27

2. ACQUISITIONS
On June 1, 2012, the Company acquired Linen Holdings, LLC (‘‘Linen Holdings’’), a distributor of a variety of textile products,
amenities and other goods to institutional customers in the hospitality, cruise line, food service, healthcare and other
industries, for an aggregate purchase price of approximately $108.1 million. The preliminary purchase price includes
approximately $24.0 million for tradenames and approximately $40.8 million for goodwill. Linen Holdings is included within
the Institutional Sales operating segment. The Company is in the process of finalizing the valuation of certain assets acquired
and liabilities assumed; thus, the amounts are subject to change until the anniversary of the acquisition.
Since the date of acquisition, the results of Linen Holdings’ operations, which are not material, have been included in the
Company’s results of operations for the fiscal year ended March 2, 2013.
On June 29, 2012, the Company acquired Cost Plus, Inc. (‘‘World Market’’), a retailer selling a wide range of home decorating
items, furniture, gifts, holiday and other seasonal items, and specialty food and beverages, for an aggregate purchase price of
approximately $560.5 million, including the payment of assumed borrowings of $25.5 million under a credit facility. The
acquisition was consummated by a wholly owned subsidiary of the Company through a tender offer and merger, pursuant to
which the Company acquired all of the outstanding shares of common stock of World Market. World Market is included within
the North American Retail operating segment.
The following table summarizes the preliminary estimated fair value of the assets acquired and liabilities assumed at the date
of acquisition. The Company is in the process of finalizing the valuation of certain assets acquired and liabilities assumed; thus,
the amounts below are subject to change until the anniversary of the acquisition.
(in millions)
As of
June 29, 2012
Current assets $ 222.0
Property and equipment and other non-current assets 135.8
Intangible assets 211.6
Goodwill 244.0
Total assets acquired 813.4
Accounts payable and other liabilities (252.9)
Borrowings under credit facility (25.5)
Total liabilities acquired (278.4)
Total net assets acquired $ 535.0
Included within intangible assets above is approximately $196.5 million for tradenames, which is not subject to amortization.
The tradenames and goodwill are not expected to be deductible for tax purposes.
Since the date of acquisition, the results of World Market’s operations, which are not material, have been included in the
Company’s results of operations for the fiscal year ended March 2, 2013 and no proforma disclosure of financial information
has been presented.
3. PROPERTY AND EQUIPMENT
Property and equipment consist of the following:
(in thousands)
March 2,
2013
February 25,
2012
Land and buildings $ 488,602 $ 316,953
Furniture, fixtures and equipment 1,068,786 960,565
Leasehold improvements 1,099,991 1,024,954
Computer equipment and software 613,087 504,641
3,270,466 2,807,113
Less: Accumulated depreciation (1,803,799) (1,608,858)
Property and equipment, net $ 1,466,667 $ 1,198,255
BED BATH & BEYOND 2012 ANNUAL REPORT
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