Sprouts Farmers Market 2013 Annual Report Download - page 107
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Table of Contents
Collectively, the consummation of the Henry’s Transaction was financed through issuance of debt by Intermediate Holdings
(see Note 13, “Long-Term Debt”), and the issuance of 64,350,000 shares (representing a 58.5% ownership in the Company) to the
Apollo Funds for a combined contribution of $214.0 million.
Consideration transferred was determined as follows:
The fair value of our shares issued in connection with the Henry’s Transaction was determined to be $3.33 per share, the fair
value as determined as of the acquisition measurement date, which is the date the Henry’s Transaction closed.
The Company’s allocation of purchase price in the Henry’s Transaction was as follows:
Goodwill was attributed to the assembled workforce of Sprouts Arizona and synergies expected to be achieved from the
combined operations of Henry’s and Sprouts Arizona, primarily related to buying and distribution costs, economies of scale for
certain direct store expenses and savings on marketing-related selling costs and corporate overhead. Goodwill recorded in the
Henry’s Transaction is expected to be deductible for tax purposes.
102
Fair Value of
Consideration
Transferred
Cash paid to Liquidating Trust
$
199,146
Fair value of Company
’
s shares issued
146,137
Cash paid to extinguish Sprouts Arizona debt (net of cash
acquired)
32,085
Cash paid to redeem Sprouts Arizona preferred membership units
1,680
Total purchase price
$
379,048
Net assets acquired:
Inventory
$
35,105
Other current assets
4,092
Property and equipment
130,219
Intangible assets
188,613
Other assets
1,412
Liabilities assumed:
Current liabilities
(36,519
)
Capital lease obligations
(3,990
)
Financing lease obligations
(63,162
)
Other long-term liabilities
(13,570
)
Deferred taxes
(7,756
)
Goodwill
144,604
Total purchase price
$
379,048