SEC Filings Section 16 Filings Only
 
LAPOLLA INDUSTRIES INC filed this 8-K on 09/07/2010.
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Page 7

 

Purchase Price Allocation

The AirTight purchase price was allocated to tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. The excess of the purchase price over the fair value of net assets acquired was allocated to goodwill. The goodwill acquired in the AirTight acquisition is not deductible for federal income tax purposes. The Company believes the fair values assigned to the AirTight assets acquired and liabilities assumed were based on reasonable assumptions. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed:

Current Assets
  $ 1,113,823  
Property, Plant and Equipment
    363,934  
Identifiable Intangible Assets
    1,700,000  
Goodwill
    2,283,827  
Current Liabilities
    (1,862,525 )
Other Liabilities
    (329,152 )
Total
  $ 3,269,907  

The $150,000 contingency under the promissory note is not included in the above table and will be recorded when it is more likely than not that the agreed upon AirTight sales goals will be met. In connection with the allocation of the adjusted purchase price by Lapolla, $1,700,000 was attributed to Other Intangible Assets, of which $700,000 was assigned to trade names (15 year useful lives), $790,000 was assigned to the customer list (5 year useful life), and $210,000 was assigned to the Shareholder and sales force non-competes (5 year useful lives). The $2,283,827 of goodwill was assigned to the Foam segment.

SCHEDULE 9.1.4 -
 




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