Quarterly report pursuant to Section 13 or 15(d)

Acquisition

v3.20.1
Acquisition
3 Months Ended
Mar. 31, 2020
Business Combinations [Abstract]  
Acquisition

(7)

ACQUISITION

Mexico Joint Venture Acquisition

On April 1, 2019, the Company purchased a 60% interest in Manhattan SKMX, S. de R.L. de C.V. (“Skechers Mexico”) for a total consideration of $120.6 million, net of cash acquired. Skechers Mexico is a joint venture that operates and generates sales in Mexico. As a result of this purchase, Skechers Mexico became a majority-owned subsidiary of the Company and its results are consolidated in the Company’s condensed consolidated financial statements beginning April 1, 2019. The formation of the joint venture provides significant merchandising, supply chain and retail operations in Mexico. The Company completed the purchase price allocation during the quarter ended March 31, 2020. The change to the provisional amounts resulted in a $22.1 million increase to goodwill, a $49.1 million increase to intangible assets and a $17.1 million increase to deferred tax liabilities. Additionally, the change to the provisional amounts resulted in a $13.9 million gain on reacquired rights and an increase in amortization expense and accumulated amortization of $7.0 million, of which $5.2 million relates to the prior year and an $8.0 million increase in inventory, of which $6.0 million relates to the prior year. The prior year amounts were not material to amortization expense or cost of sales within the consolidated statements of earnings for the ended December 31, 2019. Acquisition-related costs of $0.9 million associated with the acquisition were expensed as incurred, and classified as part of general and administrative expenses in the condensed consolidated statement of earnings. Pro forma results of operations have not been presented because the effect of the acquisition was not material to the Company’s condensed consolidated financial statements.

 

The allocation of the total consideration has been recorded as follows (in thousands):

 

Cash

 

$

1,061

 

Accounts receivable

 

 

31,763

 

Inventory (1)

 

 

47,890

 

VAT receivable

 

 

12,658

 

Deferred tax assets

 

 

2,180

 

Property, plant, and equipment

 

 

12,531

 

Reacquired rights intangible assets (2)

 

 

46,100

 

Customer relationships intangible assets (2)

 

 

3,000

 

Goodwill

 

 

91,563

 

  Total assets acquired

 

 

248,746

 

 

 

 

 

 

Accounts payable

 

 

25,454

 

VAT payable

 

 

4,721

 

Deferred tax liability

 

 

17,129

 

  Total liabilities assumed

 

 

47,304

 

 

 

 

 

 

Non-controlling interest

 

 

79,798

 

Total purchase price

 

$

121,644

 

 

(1)

Included a step-up to fair market adjustment of $8.0 million, which was amortized over a period of less than 12 months.

(2)

Reacquired rights will be amortized over 1 to 7 years, and customer relationships will be amortized over 10 years.