Harman Kardon 2011 Annual Report Download - page 114

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Note 24 – Subsequent Events
Change in Segment Reporting
Effective July 1, 2011, we reorganized our business segments. Our new business segments now consist of
Infotainment, Lifestyle, Professional and Other. Our Infotainment segment consists of the infotainment business
previously reported in our Automotive segment and the results of Aha, previously reported in our Other segment.
Our Lifestyle segment consists of the audio business previously reported in our Automotive segment, our
Consumer segment and Luxury Home Audio, which was previously reported in our Professional segment. This
change is designed to realign our organization to unlock earnings growth and to better align with consumer
lifestyle preferences.
Acquisition
On July 22, 2011, (the “MWM Acquisition Date”), we and our wholly-owned subsidiary, Harman Holding
Limited (“Harman Holding”), entered into an equity securities purchase agreement with a group of sellers (the
“MWM Sellers”) to acquire all of the issued and outstanding shares of the MWM Acoustics group of companies
(“MWM Acoustics”), a leading provider of high performance, embedded acoustic solutions (the “MWM
Acquisition”), the purchase price $80.0 million (the “Fixed Purchase Price”), which is subject to a working
capital adjustment. The working capital adjustment is to be determined within 60 days of the MWM Acquisition
Date. On the MWM Acquisition Date, we and Harman Holding paid the MWM Sellers a total of $72.0 million.
The remainder of the Fixed Purchase Price of $8.0 million will be payable on the later of December 31, 2012, or
upon the resolution of any outstanding indemnification claims. The acquisition is also subject to a $57.0 million
earn-out which is payable contingent on the achievement of certain financial targets in the fiscal year ended
June 30, 2014. The total cost of the MWM Acquisition, including the fair value of the earn-out, will be allocated
to the assets acquired and liabilities assumed based on their fair values at the MWM Acquisition Date. We are in
the process of finalizing the valuation of the net assets acquired. The results of MWM Acoustics will be reported
in our Lifestyle segment.
Dividend Declaration
On August 10, 2011, we declared a cash dividend of $0.075 per share for the quarter ended June 30, 2011.
The quarterly dividend will be paid on September 6, 2011 to each stockholder of record as of the close of
business on August 22, 2011.
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