Quarterly report pursuant to Section 13 or 15(d)


9 Months Ended
Sep. 30, 2016
Business Combinations [Abstract]  

Ultra Seating

On December 31, 2015, we acquired 100% of the voting and equity interests of Ultra Seating Company ("Ultra Seating") for a purchase price of approximately $3.6 million, which represents cash consideration of $3.8 million adjusted for settlement of pre-existing liabilities and a final working capital adjustment. Ultra Seating provides specialized seating for heavy duty and light duty commercial trucks. Ultra Seating is included in our Supply Chain Management Group. We are in the process of finalizing our valuation of the assets acquired (including intangible assets) and liabilities assumed, including the amortization period for the intangible assets. During the nine months ended September 30, 2016, we recorded immaterial purchase accounting adjustments based on changes to management’s estimates and assumptions in regards to acquired intangible assets and assumed liabilities. Based on preliminary estimates, we recorded approximately $2.0 million of goodwill and approximately $1.5 million of intangible assets primarily related to customer relationships and a trade name. We will complete the purchase price allocation for this acquisition by December 31, 2016.

The pro forma effects, assuming our acquisition of Ultra Seating had occurred as of January 1, 2015, were not material to our total revenues, net income or earnings per share for the three and nine months ended September 30, 2015.

VSE Aviation

On January 28, 2015, we acquired 100% of the voting and equity interests of four related businesses that perform maintenance, repair and overhaul ("MRO") services and parts supply for general aviation jet aircraft engines and engine accessories. The acquired businesses include Air Parts & Supply Co., Kansas Aviation of Independence, L.L.C., Prime Turbines LLC (including both U.S. and German-based operations), and CT Aerospace LLC (collectively, "the Aviation Acquisition"). These four businesses are operating as a combined group managed by our wholly owned subsidiary VSE Aviation, Inc. ("VAI").

The pro forma effects assuming the Aviation Acquisition had occurred as of January 1, 2015 were not significant to our total revenues, net income or earnings per share for the nine months ended September 30, 2015.

In July 2016, we reached an agreement with the sellers of the four aviation businesses for an early termination and final payment of VSE's post-closing earn-out obligation contained in the Aviation Acquisition agreement. Approximately $8.0 million was paid to the sellers in May 2016 and the final earn-out payment of approximately $10.5 million was paid to the sellers in July 2016.