Annual report pursuant to Section 13 and 15(d)

Acquisitions (Tables)

v3.6.0.2
Acquisitions (Tables) - Specialty Pipe And Tube, Inc. [Member]
 12 Months Ended
Dec. 31, 2016
Business Acquisition [Line Items]  
Schedule of Sources and Uses of Funds from Acquisition
A summary of sources and uses of proceeds for the acquisition of Specialty was as follows:
Sources of funds:
 
Cash on hand
$
21,490,433

Proceeds of term loan
10,000,000

Total sources of funds
$
31,490,433

 
 

Uses of funds:
 

Acquisition of Specialty's common stock
$
27,496,000

Cash paid to escrow agent for potential future claims, to be settled within 18 months
3,248,500

Cash paid for a portion of the seller's investment banker fee
745,933

Total uses of funds
$
31,490,433

Schedule of fair value of the assets acquired and liabilities assumed
The initial allocation of the total consideration paid to the fair value of the assets acquired and liabilities assumed is as follows:
 
As recorded by Specialty
 
Purchase accounting and fair value adjustments
 
As recorded by Synalloy
Cash
$
12,960

 
$
—

 
$
12,960

Accounts receivable, net
2,827,251

 
—

 
2,827,251

Inventories, net
17,041,660

 
(1,516,888
)
 
15,524,772

Fixed assets
3,018,416

 
(67,924
)
 
2,950,492

Goodwill
—

 
5,993,705

 
5,993,705

Intangible asset - customer base
—

 
11,457,000

 
11,457,000

Earn-out liability
—

 
(4,773,620
)
 
(4,773,620
)
Other liabilities assumed
(2,502,127
)
 
—

 
(2,502,127
)
 
$
20,398,160

 
$
11,092,273

 
$
31,490,433

Unaudited pro forma financial information
The unaudited pro-forma financial information is for information purposes only and is not necessarily indicative of what the results would have been had the acquisition been completed on the date indicated above.
 
2014
Pro-forma revenues from continuing operations
$
228,647,000

Pro-forma net income from continuing operations
8,928,000

Earnings per share from continuing operations:
 
   Basic
$
1.85

   Diluted
$
1.85