Acquisitions |
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| Acquisitions | 3. Acquisitions Fiscal 2026 Acquisition During the nine months ended June 26, 2026, we acquired one business for a cash purchase price of $200 million, net of cash acquired. The acquisition includes certain earn-out provisions based on business performance for which we have estimated the acquisition-date fair value to be approximately $150 million. The acquired business has been reported as part of our Industrial Solutions segment from the date of acquisition. Fiscal 2025 Acquisitions Richards Manufacturing Co. On April 1, 2025, we acquired 100% of Richards Manufacturing Co. (“Richards Manufacturing”), a U.S.-based producer of overhead and underground electrical and gas distribution products, for cash of approximately $2.3 billion, net of cash acquired. The acquired business has been reported as part of the energy business within our Industrial Solutions segment from the date of acquisition. The Richards Manufacturing acquisition was accounted for under the provisions of Accounting Standards Codification 805, Business Combinations. We allocated the purchase price to tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values. During the quarter ended June 26, 2026, we finalized the valuation of identifiable intangible assets, fixed assets, and pre-acquisition contingencies. Adjustments to the estimated fair values of the assets acquired and liabilities assumed presented at September 26, 2025 were not material. Pro Forma Financial Information The following unaudited pro forma financial information reflects our consolidated results of operations had the Richards Manufacturing acquisition occurred at the beginning of fiscal 2024:
The significant pro forma adjustments, which are described below, are net of income tax expense (benefit) at the statutory rate. Pro forma results for the quarter ended June 27, 2025 were adjusted to exclude $16 million of acquisition costs. Pro forma results for the quarter ended June 27, 2025 were also adjusted to include $6 million of interest expense based on pro forma changes in our capital structure. Pro forma results for the nine months ended June 27, 2025 were adjusted to exclude $18 million of acquisition costs. Pro forma results for the nine months ended June 27, 2025 were also adjusted to include $34 million of interest expense based on pro forma changes in our capital structure and $17 million of charges related to the amortization of the fair value of acquired intangible assets. Pro forma results do not include any anticipated synergies or other anticipated benefits of the acquisition. Accordingly, the unaudited pro forma financial information is not necessarily indicative of either future results of operations or results that might have been achieved had the Richards Manufacturing acquisition occurred at the beginning of fiscal 2024. Other Acquisitions During the nine months ended June 27, 2025, we acquired two additional businesses for a combined cash purchase price of $321 million, net of cash acquired. The acquired businesses have been reported as part of our Industrial Solutions segment from the date of acquisition. |
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