Tech Data 2013 Annual Report Download - page 67

Table of Contents
The Company has accounted for the SDG acquisition as a business combination and allocated the purchase price to the estimated fair values of
assets acquired and liabilities assumed (in thousands, translated using the foreign currency exchange rates on the date of acquisition):
The allocation of identifiable intangible assets is comprised of approximately $103.1 million
related to customer and vendor relationship assets with
an estimated useful life of ten years and approximately $31.2 million related to the preferred supplier agreement to be amortized over the five year
life of the agreement. In November 2013, the preferred supplier agreement was amended to extend the term of the agreement from five years to six
years, expiring in January 2019.
The goodwill related to the acquisition is largely attributable to strategic factors previously discussed, as well as the growth potential of SDG’s
value and broadline businesses. Approximately $35.0 million of the total identified intangible assets and goodwill are expected to be deductible for
tax purposes.
Included within the Company’s Consolidated Statement of Income are estimated net sales of $617.4 million from SDG from the acquisition date of
November 1, 2012 through the Company
’
s fiscal year ended January 31, 2013. The operating income of SDG for the same period was immaterial to
the Company's operating results for the fiscal year ended January 31, 2013.
The following table presents unaudited supplemental proforma information as if the SDG acquisition and the execution of the related preferred
supplier agreement had both occurred at the beginning of fiscal 2012. The proforma results include business combination accounting effects from
the acquisition including amortization of acquired intangible assets and interest expense associated with the issuance of our senior notes due in
September 2017 used to fund the acquisition. Fiscal 2012 proforma net income also includes the effect of expected acquisition related costs of
approximately $14.6 million associated with acquisition and integration related activities. This proforma information does not reflect any impact
from business synergies that may be achieved by the combined business, and is presented for comparative purposes only. It is not necessarily
indicative of the results of operations that actually would have been achieved had the acquisition been consummated on the date indicated or that
may result in the future:
(1) As restated
Other Acquisitions
During fiscal 2012, the Company acquired two businesses in the European technology distribution marketplace; (i) the distribution business of
Mensch und Maschine Software SE, a leading value-added distributor in the design software market in several European countries and (ii) an
additional value-added specialty software distributor in Belgium. These acquisitions, while not material to the Company's consolidated financial
results, strengthen the Company's position as Autodesk, Inc.'s leading value-added distributor by
62
Cash
$
65,000
Accounts receivable
260,800
Inventories
126,100
Tangible assets (includes property and equipment, deferred tax assets and other assets)
6,200
Goodwill
122,600
Identifiable intangible assets
134,300
Accounts payable
(265,200
)
Liabilities (includes accrued expenses, deferred tax liability and other liabilities)
(91,800
)
$
358,000
Fiscal Year Ended January 31,
2013 2012
(In thousands, unaudited)
Net sales
As reported
$
25,358,329
$
25,647,313
(1)
Proforma
$
27,099,438
$
28,105,768
Net income attributable to shareholders of Tech Data Corporation
As reported
$
176,255
$
190,750
(1)
Proforma
$
188,265
$
185,860