LensCrafters 2009 Annual Report Download - page 71

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NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS | 69 <
million (US$ 2,091 million) in cash. In connection with the merger, the Company assumed approximately
Euro 166.6 million (US$ 244.4 million) of outstanding indebtedness. The purchase price of Euro 1,441.5 mil-
lion (US$ 2,111.2 million) including approximately Euro 15.9 million (US$ 20.1 million) of direct acquisition-
related expenses was allocated to the assets acquired and liabilities assumed based on their fair value at
the date of the acquisition. The Company used various methods to calculate the fair value of the assets ac-
quired and the liabilities assumed. The excess of purchase price over net assets acquired ("goodwill") has
been recorded in the accompanying consolidated balance sheet. No portion of this goodwill is deductible
for tax purposes. The acquisition of Oakley was made as a result of the Company’s strategy to strengthen
its performance sunglass wholesale and retail businesses worldwide.
The purchase price allocation was finalized in 2008 resulting in no material changes to the final fair values
allocated to inventories, intangible assets and accrued expenses from the purchase price allocation done
in 2007. The main changes from the 2007 allocation related to the restructuring of a part of the Retail North
America operations. The purchase price (including acquisition-related expenses) was allocated based upon
the fair value of the assets acquired and liabilities assumed as follows (thousands of Euro):
Assets aquired
Cash and cash equivalents 62,310
Inventories 122,668
Property, plant and equipment 131,466
Deferred tax assets 43,425
Prepaid expenses and other current assets 10,850
Accounts receivable 104,740
Trade names and other intangible assets 538,469
Other assets 3,985
Liabilities assumed
Accounts payable 36,560
Accrued expenses and other current liabilities 93,586
Deferred tax liabilities 181,789
Outstanding borrowings on credit facilities 166,850
Other long term liabilities 25,904
Bank overdrafts 5,584
Fair value of net assets 507,640
Goodwill 933,813
Total purchase price 1,441,453
The following table sets forth the Company’s unaudited pro forma consolidated results of operations for
2007, assuming that the acquisition of Oakley was completed as of January 1, 2007 (in thousands of Euro
except for earnings per share data):
2007
Net sales 5,539,000
Net income 470,363
Earnings per share
Basic 1.04
Diluted 1.04