Einstein Bros 2002 Annual Report Download - page 67

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http://www.sec.gov/Archives/edgar/data/949373/000104746903027186/a2116520z10-ka.htm[9/11/2014 10:14:22 AM]
operations since the acquisition date. The aggregate purchase price of $163,337,000 is being allocated based on the fair value of the tangible and
intangible assets acquired and liabilities assumed as follows:
As Restated
(amounts in
thousands)
Assets Acquired:
Current assets $ 13,800
Plant property and equipment 98,107
Trademarks and intangible assets 97,784
Liabilities assumed:
Current liabilities (34,223)
Long-term liabilities (12,131)
Total purchase price $ 163,337
The purchase price was allocated to the assets acquired and liabilities assumed based on management's estimate of their fair market value at
the date of acquisition, which was determined by an independent appraisal. Pursuant to the Asset Purchase Agreement, the Company is entitled to a
reduction in purchase price to the extent that assumed current liabilities (as defined) exceed $30,000,000 as of the acquisition date. The
accompanying balance sheet as of January 1, 2002 reflects approximately $3,918,000 as due from the Einstein bankruptcy estate. This amount is
based upon the final determination of assumed current liabilities by the independent arbitrator as of the acquisition date, net of certain payments
received from the Einstein bankruptcy estate through the date of these financial statements. The Company received the amount during fiscal 2002.
The following unaudited pro forma consolidated statements of operations data for the years ended January 1, 2002 and December 31, 2000,
give effect to the Einstein Acquisition as if it had occurred as of the beginning of each period reported. All of the following unaudited pro forma
consolidated results of operations give effect to purchase accounting adjustments and the financings necessary to complete the acquisition. These
unaudited pro forma results have been prepared for comparative purposes only and do not purport to be indicative of what operating results would
have been had the acquisitions
F-32
actually taken place as of the beginning of each period reported, and may not be indicative of future operating results.
Pro Forma
As Restated
For the Years Ended
January 1, 2002
December 31, 2000
(amounts in thousands, except per share data)
(Unaudited)
Revenues $ 403,777 $ 418,781
Loss from operations $ (14,682) $ (24,424)
Net loss $ (47,497) $ (35,092)
Net loss available to common stockholders $ (92,084) $ (79,679)
Loss per share—Basic and Diluted $ (2.50) $ (2.16)
Property, Plant and Equipment
5. Property, plant and equipment consists of the following: