Quarterly report pursuant to Section 13 or 15(d)

Acquisitions Acquisitions

v3.10.0.1
Acquisitions Acquisitions
9 Months Ended
Sep. 29, 2018
Business Acquisition [Line Items]  
Mergers, Acquisitions and Dispositions Disclosures [Text Block]
On August 10, 2018, the Company completed the acquisition of Minute Key Holdings, Inc. (“MinuteKey”), an innovative leader in self-service key duplicating kiosks for a total consideration reflecting an enterprise value of $156,289.  The Company financed the acquisition with the unfunded delayed draw term loan facility of $165,000. The Company believes that the combination of MinuteKey's self service kiosk business with Hillman's existing key duplication platform will create additional growth opportunities. MinuteKey has operations in the United States and Canada and will fall into the Company's United States and Canada reportable segments.

The following table reconciles the preliminary estimated fair value of the acquired assets and assumed liabilities to the total purchase price of the MinuteKey acquisition:
Cash
 
$
1,791

Inventory
 
4,266

Other current assets
 
756

Property and equipment
 
30,597

Goodwill
 
58,503

Customer relationships
 
49,000

Technology
 
19,000

Trade names
 
5,400

Patents
 
356

Other non-current assets
 
17

Total assets acquired
 
169,686

Less:
 
 
Liabilities assumed
 
13,397

Total purchase price
 
$
156,289



The excess of the purchase price over the net assets has been allocated to goodwill and intangibles based on an independent valuation appraisal.
The amount of net sales and operating loss of the acquired business included in the Company's consolidated statement of comprehensive income for the thirty-nine weeks ended September 29, 2018 were approximately $7,342 and $(608), respectively. Unaudited pro forma financial information has not been presented for MinuteKey as the financial results of MinuteKey were insignificant to the financial results of the Company on a standalone basis.
Subsequent to quarter end, on October 1, 2018, the Company completed the acquisition of Big Time Products ("Big Time"), a leading provider of personal protection and work gear products for a purchase price of approximately $346,000. The acquisition was financed with additional term loan funding of $365,000. All requisite business combination disclosures required under the FASB Accounting Standards Codification Topic 805, “Business Combinations,” cannot be made as of the financial statements issuance date for the acquisition of Big Time, given the acquisition date.
In connection with the acquisitions, the Company incurred approximately $4,479 and $6,939 of acquisition related charges in the thirteen and thirty-nine weeks ended September 29, 2018, respectively. These costs are included in selling, general, and administrative expense ("SG&A") on the Condensed Consolidated Statement of Comprehensive Income (Loss).