bbq charcoal on sale The Middleby Corporation (MIDD)

Washington, D.C. Securities and Exchange CommissionC.20549 FORM 10-Q (Mark One) x quarterly reports submitted under section 13th or 15 (d) under Section 13 or 15 (d) of the Securities Trading Act of 1934, quarterly Securities Trading Act or o transition report for June 30, 2018 as of 19341-9973 Delaware by CORPORATION (the exact name of the registrant specified in the articles of association) Delaware 36-3352497 (state or other jurisdiction registered or organized) (IRS employer identification number) 1400 telephone number of registrant, Elgin Toastmaster Drive 60120, Illinois (main executive office address) (postal code, including area code: (847) 741-3300 indicate by check mark whether the registrant (1) has submitted all reports required to be submitted by section 13 or 15 (d) the Securities and Exchange Act 1934 months ago (or for a shorter period, the registrant is required to submit such a report) and (month) has been subject to such filing requirements for the last 90 days.Yes x no o indicates by check mark whether the registrant is electronically submitted and posted on its company website (if any ), each interactive data file submitted and published as required by S-regulation 405thT within the last 12 months (or within a shorter period of time when the registrant is required to submit and publish such documents ).Yes x no o indicate by check mark whether the registrant is a large accelerated filer, non-accelerated filerA smaller reporting company, or an emerging growth company.See the definition of "accelerated declarant, large accelerated declarant, small report and emerging growth company" in rule 12b2 of the Trading Act.Large acceleration filer x non-acceleration filer oAccelerated documentation for small reporting companies and emerging growth companies. If an emerging growth company, indicate by check mark whether the registrant chooses not to use the extended transition period to comply with 13 (a) under the Transaction Act) any new or revised financial accounting standards provided by article.O indicate by check mark whether the registrant is a shell company (such as rule 12b-2 Exchange Act ).Yes, as of August 3, 2018, there were 55,723,624 outstanding shares of the registrant's common stock.The first part of the MIDDLEBY company quarterly index description page as of June 30, 2018.Financial information item 1.Consolidated Financial Statements (unaudited) Consolidated Balance Sheets for June 30, 2018 and December 30, 2017 Summary Consolidated Income Consolidated statements for June 30, 2018 and July 1, 2017 summary notes to Summary Statements of Cash Flow Statements for June 30, 2018 and July 1, 2017 summary financial statements Item 2.Management's Discussion and Analysis of the financial status and results of operating Project 3.Quantitative and Qualitative Disclosure on market risk item 4.Part II controls and procedures.Other information items 2.Items 6 of unregistered sales and income use of equity securities.The first part of the exhibition.Financial information item 1.Middleby corporation Condensed Consolidated Balance Sheet (thousand copies, except stock data) (Unaudited) ASSETS Current assets June 30, 2018 December 30, 2017: $92,284 in cash and cash equivalents $89,654 in accounts receivable $, suspicious account reserve net for 13,472 dollar inventory for 13,182 dollar 400,266 328,421 dollar net 493,667 424,639 pre-paid and other 48,890 55,427 Prepaid tax 45,350 33,748 flow assets total 1,080,457 931,889 property, plant and equipment, cumulative Depreciation net 156,504 beauty and 142,278 dollar 317,150 281,915 goodwill 1,824,755 1,264,810 Other intangible assets amortization net 229,019 beauty and 207,334 dollar 1,292,771 780,426-Long-term of deferred income tax assets 40,807 44,565 Other assets 46,263 36,108 assets total $4,602,203 $3,339,713 flow liabilities and non-flow liabilities and shareholders rights and interests: a years due of long-termLong-term debt 6,297 dollar 5,149 dollar deal with accounts 188,256 146,333 should be billing with 361,501 322,171 total flow liabilities 556,054 473,653 long-term liabilitiesLong-term debt 2,060,328 1,023,732Long-term deferred tax liabilities 102,636 87,815 should be of a pension 309,573 334,511 Other non-Current liabilities 72,456 58,854 Shareholders' equity: Preferred shares, $0.01 par value;nonvoting;Authorized 2,000,000 shares;none issued ——Common stock, $0.01 par value;2018 62,612,865 and 62,619,865 has been the issue of shares of the 2017 respectively for 145, 145 paid-inAccording to cost calculation capital 376,740 374,922 of Treasury stock;6,889,241 and 6,889,241 equity in 2018 and 2017, respectively (445,118) total losses such as 1,841,489 of undistributed profits and 1,697,618 accumulation (272,100) (266,419) total shareholder equity 1,501,156 1,361,148 Total liabilities and total shareholder equity $4,602,203 $3,339,713 see note 1 Consolidated income statement of middleby corporation (in thousands, except for data per share) (Unaudited) as at June 30, 2018 for the three a months as at July 1, 2017 for the six a month as of June 30, 2018 July 1, 2017 for the 668,128 net sales 579,343 dollar 1,252,928 $1,109,640 cost price sales 417,369 cm 344,735 cm 790,536 cm 665,582 cm total profit 250,759 234,608 462,392 444,058 sales, general and administrative costs 135,008 121,632 257,956 236,616 restructuring costs, 4,441 11,494 6,134 13,219 plants with sales proceeds-(12,042 ) —(12,042) Operating income 111,310 113,524 198,302 interest charges and amortization of deferred financing, net 206,265 10,404 5,702 19,227 net fixed-term pensions (excluding service costs) (11,507) (9,116) (8,612) (18,821) (16,950) Other expenses (income), net (542) 302 cm 631 cm 2,169 cm before earnings incomes of income tax 110,564 116,132 197,265 209,539 26,576 38,563 47,857 61,268 Net income $83,988 $77,569 $149,408 $148,271 earnings per share: Basic $ month.51 $ 1.35 $ 2.69 $ 2.59 Diluted $ 1.51 $ 1.35 $ 2.69 $ 2.59 Weighted average number of shares Basic 55,576 57,299 55,575 57,201 diluted Common stock equivalents-———Diluted 55,576 57,299 55,575 57,201 consolidated income $58,824 $88,542 $143,727 $168,052 $ No reverseDiluted equity awards are not included in common stock equivalents at any time.See attached note 2. Consolidated Cash Flow Statement of companies for the June 30, 2018 interim period for the six months ended July 1, 2017 (in thousands) (Unaudited)-Net profit of $149,408 adjusted to $148,271 to reconcile net profit with net cash provided by operating activities--Depreciation and amortization 38,622 32,315cash share-Proceeds from the sale of the plant under compensation 1,818 6,505 5,573 Deferred income tax 17,579-(12.042) equipment damage-2.929 Changes in assets and liabilities, net receivables acquired by the net (28,233) inventory 17,257, 392 (25,607) Prepaid expenses and other assets (3,829) (17,442) Accounts payable 13,618 (10,832) should be billing with and other liabilities (30,734) (72,897) provided by operating activities of cash net 146,635 86,036 investment activities of cash flow--Proceeds from the sale of property, plant and equipment (24,208) (31,708) of new properties, plant and equipment-14,278 buy Tradename (5,399 )-(1,144,541) (119,262) Net cash used for investment activities (1,174,148) (136,692) Cash flows from financing activities ---Income under credit loans 1,466,974 264,635 repayment under credit loans (431,081) (194,087) Net repayment under international credit loans (3,008) (1,130) net repayment of Treasury bonds under other debt arrangements-(24,645) Net cash provided by financing activities 1,032,882 44,756 Effect of exchange rate on cash and cash equivalents (2,739) 2,288 change in cash and cash equivalents ---Net increase (decrease) Cash and cash equivalents, opening balance of 2,630 (3,612) Cash and cash equivalents 89,654 $68,485 of cash and cash equivalents for the period 92,284 $64,873Cash investment and financing activities: Stock issuance related to the acquisition of the CVP system$12,330 see Note 3 notes to consolidated financial statements consolidated interim companies June 30, 2018 (unaudited) 1) summary of important accounting policies) the streamlined consolidated financial statements are prepared by the company Middleby ("company" or "Middleby"), in accordance with the rules and regulations of the Securities and Exchange Commission (SEC.Financial statements are unaudited, and under these rules, certain information and footnote disclosures in financial statements, usually included in the accounting principles generally accepted by the United States, are condensed or omitted by regulations, although the Company believes that the disclosure of this information is sufficient to make the information not misleading.These financial statements shall be read in conjunction with the financial statements and related notes contained in form 10 of Company 2017-K.The company's mid-term performance does not necessarily indicate future full-year performance for the fiscal year 2018.In the management's view, the financial statements contain all normal and recurring adjustments necessary for a fair display of the company's financial position as at June 30, 2018 and December 30, 2017, results of surgery for the three and six months ended June 30, 2018 and jul1, 2017 and cash flows for the six months ended June 30, 2018 and July 1, 2017.Certain amounts of the previous year were reclassified to be consistent with the presentation of the current year, including non-The operating component of pension benefits previously reported in sales, general and administrative expenses is net periodic pension benefits (except for service costs ).Using estimates to prepare financial statements in accordance with generally accepted accounting principles in the United States requires the company to make estimates and assumptions affecting the amount and disclosure of assets and liabilities report summary of contingent liabilities and income on the date of consolidated financial statements and the amount of the fee reported.Significant estimates and assumptions are used but are not limited to suspicious account allowances, excess and obsolete stock reserves, long-termLiving and intangible assets, warranty reserve, insurance reserve, income tax reserve, non-cash share-Based on salary and positionRetirement obligations.The actual results may be different from the company's estimates.B) Non-Cash Share-Fair value of the company's estimated market-Based on the stock rewards and stock options at the time of award, and confirm the cost of compensation during the award and option attribution.Non-cash share-The base compensation fee is $1.$7 million and $3.The three-month period ended June 30, 2018 and July 1, 2017 was 0 million respectively.Non-cash share-The base compensation fee is $1.$8 million and $6.The six-month period ended June 30, 2018 and July 1, 2017 was 5 million per cent, respectively.C) tax provisions for income tax of $47.9 million, useful rate 24.3%. for the six-month period ended June 30, 2018, it was recorded, compared to $61.Tax provisions of 3 million a 29.The previous year was 2%.The tax provision reflects a lower federal rate of 21 compared to the previous year.0%, and 35.0% in 2017, this was partially offset by the additional tax provisions of the 2017 tax cut and Employment Act.The tax provisions of 2017 are lower than the statutory tax rate of 35.0% The main reason is the independent tax offer) not due to passing through ASU.2016-09, "compensation-Stock compensation (Topic 718): improvement of employee share-Based on accounting ".In the fourth quarter of 2017, the company recorded changes in interim transitional tax fees and deferred tax accounts related to the tax cuts and Employment Act of 2017.These provisional amounts will be finalized in 2018.4 D) compilation of accounting standards ("ASC ") fair Value Measurement 820 "fair value measurement and disclosure" defines fair value as the price the asset receives or pays for the transfer of liability (exit price) the main and most favorable market for assets or liabilities in an orderly transaction between market participants on the measurement day.ASC 820 establishes a fair value hierarchy that arranges the inputs used in measuring fair value at the following levels: the first-level quotation for an active market with the same assets or liabilities.Level 2-inputs that can be observed directly or indirectly, in addition to quotations from active markets.Level 3-input that is not observable based on our own assumptions.The company's financial liabilities measured by fair value and classified by fair value level are as follows (in thousands): the fair value level of financial assets in June 30, 2018 is: interest rate swap $-$ 20,875 $ —Financial liabilities of $20,875: or at a cost$ —$4,237-December 30, 2017 financial assets: Interest rate swaps $-$ 10,266 $ —Financial liabilities of $10,266: or at a cost$ —$1,780 earnout June 30, 2018 provides record-related considerations combined with Scanico acquisition company ("Scanico") and Josper S.A ("Josper").As at December 30, 2017, there were or were deliberations involving the appropriation recorded with the acquisition of Scanico and Desmon food service equipment ("Desmon.Revenue provisions related to these acquisitions are based on performance measures related to sales and revenue, as defined in their respective purchase agreements.The Company evaluates the expected results of each acquisition business on a quarterly basis and adjusts its liabilities accordingly.E) Consolidated cash flow statement for interest payment is $17.$4 million and $11.The six months ended June 30, 2018 and July 1, 2017 were 3 million per cent, respectively.A total of $53 was paid in cash.$3 million and $75.For the six months ended June 30, 2018 and July 1, 2017, 1 million of income tax was paid respectively.5) acquisition and procurement accounting companies operate in a highly fragmented industry and as part of their growth strategy have completed significant acquisitions over the past few years.The company has leading brands and technologies in the industry, leading in the commercial food service equipment, food processing equipment and residential kitchen equipment industry.The company has used the acquisition method to account for all business portfolios, recording a new cost base for the acquired assets and liabilities.The difference between the acquisition price and the fair value of the acquired assets and liabilities has been recorded as goodwill in the financial statements.Operating results are reflected in the Company's consolidated financial statements from the date of acquisition.The following are the company's more significant acquisitions in 2018 and 2017.The company has also made some smaller acquisitions that are not listed below and are irrelevant to individual and collective.In May 1, 2017, the company completed the acquisition of all share capital of Burford.("Burford").Burford is a leading manufacturer of industrial baking equipment for the food processing industry in Maysville, oklaoma, and the purchase price is about $14.8 million net cash acquisition.In the fourth quarter of 2017, the company finalized a liquidity reserve under the purchase agreement, resulting in a refund of $0 from the seller.3 million .The final consideration allocation paid for Burford's acquisition is summarized as follows (in thousands): (as originally reported) May 1, 2017 measurement period adjustment (such as adjustment) May 1, 2017 cash of $2,514-2,514 dollars flow assets 6,424 104 6,528 Property, plant and equipment 656 (13) 643 goodwill 7,289 997 8,286 Other Intangible Assets 4,900 1,840 6,740 flow debt (2,254) (665) (2,919) long-term deferred tax liabilities (1,840) 224 (1,616) Other non-Current liabilities-(2,836) the net assets and liabilities obtained bear $17,689 (349) of $17,340 and the Long-term deferred tax liability is $1.6 million .Net deferred tax liabilities are $2.7 million of deferred tax liabilities related to the difference between the book and tax base of identifiable intangible assets, net at $0.4 million related to the federal and state net operating loss carry-over, $0.7 million of the deferred tax assets generated by the difference between the book and tax basis of the tangible assets and liabilities account can be identified.Goodwill and $2.7 million of other intangible assets related to the trade nameAmortization terms of ASC 350.Other intangible assets include $3.1 million, $0 allocated to customer relationships.$7 million and $0 allocated to developed technologies.3 million allocation backlog, amortized for 6, 7 and 3 months respectively.The goodwill and other intangible assets of Burford are allocated to the food processing equipment group for division reporting.These assets are not expected to be deducted for tax purposes.6 CVP Systems in June 30, 2017, the company completed the acquisition of all share capital of CVP Systems, Inc.("CVP system"), a leading highA fast-packing system for the meat processing industry in the Downes Grove, Illinois, with a purchase price of $29.8 million net cash acquisition.The purchase price includes $17.9 million cash worth $12 and 106,254 shares of ordinary Middleby shares.3 million .On 2018, the company finalized the liquidity reserve under the purchase agreement, resulting in a refund of $0 from the seller.5 million .The final consideration allocation paid for the acquisition of the CVP system is summarized as follows (in thousands): (as originally reported) June 30, 2017 measurement period adjustment (such as adjustment) June 30, 2017 cash of US $621-621 (5,973) 1,435 Property, plant and equipment 4,538 (91) 238 GOODWILL 147 (20,297) 695 Other intangible assets 19,602 (8,700) 4,350 13,050 Current liabilities (1,532) (581) (2,113) Long-term deferred tax liabilities (3,168) (443) (3,611) Other non-Current liabilities-(1,833) the net assets and liabilities obtained bear $31,129 (728) of $30,401 and the Long-term deferred tax liability is $3.6 million .Net liabilities consist of $5.0 million of deferred tax liabilities related to the difference between the book and tax base of identifiable intangible assets, net at $0.6 million related to the federal and state net operating loss carry-over, $0.8 million of the deferred tax assets generated by the difference between the book and tax basis of the tangible assets and liabilities account can be identified.Goodwill and $6.2 million of other intangible assets related to the trade nameAmortization terms of ASC 350.Other intangible assets include $5.7 million, $0 allocated to customer relationships.$8 million and $0 allocated to developed technologies.3 million distribution backlog, backlog will be amortized for 5 years, 7 years and 3 months respectively.For the purposes of the divisional report, the goodwill and other intangible assets of the CVP system are allocated to the food processing equipment group.These assets are not expected to be deducted for tax purposes.7 Sveba Dahlen on June 30, 2017, the company completed the acquisition of all share capital of Sveba Dahlen group ("Sveba Dahlen, developers and manufacturers of oven and baking equipment for commercial food services and industrial baking industries headquartered in fristade, Sweden, for a purchase price of $81.4 million net cash acquisition.The final consideration allocation paid for the acquisition of Sveba Dahlen is summarized as follows (in thousands): (as originally reported) June 30, 2017 measurement period adjustment (such as adjustment) June 30, 2017 cash of $4,5694,569 (22,686) 997 of current assets $21,689 Property, plant and equipment 9,128 (431) 8,697 reputation 33,785 4,330 38,115 Other intangible assets 34,175 225 34,400 1,170 280 of other assets) part length 890term debt —(14) Current liabilities (11,782) (342) (12,124) long-term-term debt —(140) Long-term deferred tax liabilities (7,751) (626) (8,377) Other non-Current liabilities (42) (1,725) (1,767) Net assets achieved and liabilities assumed are $85,938-The $85,938 Long-term deferred tax liability is $8.4 million .Liabilities consist of $7.5 million of the deferred tax liability relates to the difference between the book of the identifiable asset and the tax base, $0.9 million of liabilities come from the difference between the book and tax base of the tangible assets and liabilities account.Goodwill and $21.1 million of other intangible assets related to the trade nameAmortization terms of ASC 350.Other intangible assets include $12.$8 million and $0 allocated to customer relationships.Allocated to 5 million of the backlog, amortized in 6 and 3 months, respectively.Goodwill and other intangible assets of Sveba Dahlen are allocated to the commercial food service equipment group for divisional reporting.These assets are not expected to be deducted for tax purposes.In August 31, 2017, the company completed the acquisition of almost all assets of the global commercial kitchen design, manufacturing, engineering company, Quality Service Solutions Co., Ltd. ("quality service, project management and equipment solutions provider in Fort Smith, Arkansas, with a purchase price of $39.9 million net cash acquisition.In the first quarter of 2018, the company finalized the working capital provided by the purchase agreement, resulting in a refund of $0 from the seller.3 million .The estimated fair value of the assets obtained and liabilities assumed below is provisional and is based on the information available as of the acquisition date to estimate the liabilities assumed by the fair value of the acquired assets (in thousands): (as originally reported) Adjusted (as adjusted) cash of $1,130 in August 31, 2017 during the initial measurement period in August 31, 2017-1,130 (64) 18,031 Current assets of $17,967-4,785 for property, plant and equipment4,785 goodwill 14,590 (59) 14,531 Other intangible assets 9,600-9,600 Current liabilities (6,810) (130) (6,940) Net assets and liabilities acquired bear goodwill of $41,326 (253) of $41,073 and $6.2 million of other intangible assets related to the trade nameAmortization terms of ASC 350.Other intangible assets include $3.$3 million and $0 allocated to customer relationships.Allocated to 1 million of the backlog, amortized in 6 and 3 months, respectively.For the purposes of market segment reporting, goodwill and other intangible assets of quality service are allocated to the commercial food service equipment group.These assets are expected to be deductible for tax purposes.The Company believes that the information collected so far provides a reasonable basis for estimating the fair value of acquired assets and liabilities undertaken, but the company is waiting for the additional information needed to finalize these fair valuesTherefore, the interim measurement of the above fair value may change.The company is expected to complete the purchase price allocation as soon as practicable, but no later than one year from the date of acquisition.9 Global in October 17, 2017, the company completed the acquisition of the full share capital of global food equipment company ("Global"), a leading brand in the commercial food service industry in Dayton, Ohio, for $105.0 million, net cash acquisition.In the first quarter of 2018, the company finalized the working capital provided by the purchase agreement, resulting in an additional payment of $0 to the seller.4 million .The estimated fair value of the assets obtained and liabilities assumed below is provisional and is based on the information available as of the acquisition date to estimate the liabilities assumed by the fair value of the acquired assets (in thousands): (as originally reported) Adjusted (as adjusted) cash of $3,420 in October 17, 2017 during the initial measurement period in October 17, 2017-Current assets $3,420-$17,19717,197 Property, plant and equipment 1,120-1,120 goodwill 67,176 (8,083) 59,093 Other intangible assets 43,444 14,086 57,530 Current liabilities (5,994) (398) (6,392) (16,456) Long-term deferred tax liabilities (4,971) (21,427) () Other non-Current liabilities (1,907) (193) (2,100) Net assets and liabilities the total amount of Long-term deferred income tax liabilities estimated at $108,000 $441 $108,441 is $21.4 million .Net liabilities include $21.6 million of deferred tax liabilities relate to the difference between the book of identifiable intangible assets and the tax base, $0.2 million of deferred tax assets relate to the difference between the book and tax base of the identifiable tangible assets and liabilities account.Goodwill and $28.8 million of other intangible assets related to the trade nameAmortization terms of ASC 350.Other intangible assets include $28.7 million of the relationship allocated to the customer will be amortized within 9 years.For the purposes of the divisional report, goodwill and other intangible assets worldwide are allocated to the commercial food service equipment group.These assets are not expected to be deducted for tax purposes.The Company believes that the information collected so far provides a reasonable basis for estimating the fair value of acquired assets and liabilities undertaken, but the company is waiting for the additional information needed to finalize these fair valuesTherefore, the interim measurement of the above fair value may change.The company is expected to complete the purchase price allocation as soon as practicable, but no later than one year from the date of acquisition.10 Scanico in December 7, 2017, the company completed the acquisition of all share capital of Scanico, a leading manufacturer of industrial cooling and freezing equipment in the food processing industry in orburg, Denmark, at a purchase price of $34.5 million net cash acquisition.In the first quarter of 2018, the company finalized the working capital provided by the purchase agreement, resulting in an additional payment of $0 to the seller.3 million .Additional costs should also be paid after certain financial objectives have been achieved.The estimated fair value of the assets obtained and liabilities assumed below is provisional and is based on the information available as of the acquisition date to estimate the liabilities assumed by the fair value of the acquired assets (in thousands): (as originally reported) Adjusted (as adjusted) cash of $6,766 in December 7, 2017 during the initial measurement period in December 7, 2017-6,766 (3,428) 111 Property, plant and equipment 3,317 (27) 447 goodwill 420 30,072 470 30,542 Other intangible assets 11,491-11,491 final payment of flow debt (7,987) (28) (8,015) Long-term deferred tax liabilities (3,305) 30 (3,275) the price 40,912 334 dollars 41,246 dollars or have the price 751-751 Total Long-term deferred income tax liabilities estimated at $41,663 $334 $41,997 are $ months.3 million .Net liabilities consist of $2.5 million of deferred tax liabilities relate to the difference between the book of identifiable intangible assets and the tax base, $0.8 million of deferred tax liabilities relate to the difference between the book and tax base of the identifiable tangible assets and liabilities account.Goodwill and $6.6 million of other intangible assets related to the trade nameAmortization terms of ASC 350.Other intangible assets include $2.0 million, $0 assigned to customer relationships.$9 million and $2 allocated to developed technologies.0 million is allocated to the backlog, which will be amortized within 5 years, 5 years and 3 months, respectively.The goodwill and other intangible assets of Scanico are allocated to the food processing equipment group for divisional reporting.These assets are not expected to be deducted for tax purposes.The Scanico purchase agreement includes a specified clause that provides for payment or payment to the seller in the event that certain financial objectives are exceeded.If Scanico exceeds certain sales and revenue targets for the 12 months ended 2018, this amount will be paid in June 30, 2018.The contractual obligation in connection with this or the allocation confirmed on the acquisition day is $0.8 million .The Company believes that the information collected so far provides a reasonable basis for estimating the fair value of acquired assets and liabilities undertaken, but the company is waiting for the additional information needed to finalize these fair valuesTherefore, the interim measurement of the above fair value may change.The company is expected to complete the purchase price allocation as soon as practicable, but no later than one year from the date of acquisition.11 Hinds-In February 16, 2018, the company completed the acquisition of all share capital of Hinds-Hinds-Bock-Bock "), a leading manufacturer of filling and storing bakeries and food solutions in Bothell, Washington, for a purchase price of $25.8 million net cash acquisition.The purchase price is adjusted according to the terms of working capital provided by the purchase agreement.The company is expected to complete the work by 2018.The estimated fair value of the assets obtained and liabilities assumed below is provisional and is based on the information available as of the acquisition date to estimate the liabilities assumed by the fair value of the acquired assets (in thousands): (as originally reported) adjusted during the initial measurement period in February 16, 2018 (As Adjusted) $5 cash in February 16, 2018-$5,301-$5 current assets5,301 Property, plant and equipment 3,557-3,557 goodwill 12,686-12,686 Other intangible assets 8,081-8,081 Current liabilities (3,800 )-(3,800) Net assets achieved and liabilities assumed are $25,830-Goodwill and $3 for $25,830.8 million of other intangible assets related to the trade nameAmortization terms of ASC 350.Other intangible assets include $3.4 million, $0 allocated to customer relationships.$4 million and $0 allocated to developed technologies.4 million distribution backlog, backlog will be amortized for 5 years, 5 years and 3 months respectively.Goodwill and other intangible assets of HindsFor the purposes of the segmented report, Bock was assigned to the food processing equipment group.These assets are expected to be deductible for tax purposes.The Company believes that the information collected so far provides a reasonable basis for estimating the fair value of acquired assets and liabilities undertaken, but the company is waiting for the additional information needed to finalize these fair valuesTherefore, the interim measurement of the above fair value may change.The company is expected to complete the purchase price allocation as soon as practicable, but no later than one year from the date of acquisition.12 Ve.Ma.C. on April 3, 2018, the company completed the acquisition of all share capital of Ve.Ma.C S.r.l.("Ve.Ma.C "), a leading designer and manufacturer of handling, automation and robotics solutions for castelnuchin Rangone protein food processing line in Italy, with a purchase price of about $10.5 million net cash acquisition.The purchase price is adjusted according to the terms of working capital provided by the purchase agreement.The company is expected to complete the work by 2018.The estimated fair value of the assets obtained and liabilities assumed below is temporary, is based on information available as of the date of acquisition to estimate the fair value of the acquired assets and liabilities (in thousands): (as originally reported) april 3, 2018 cash $1,833 current assets 10,722 Property, plant and equipment 389 goodwill 7,278 Other intangible assets 2,584 Other assets 12 current part length-Long term debt (1,901) Current liabilities (8,076) Long term deferred tax liabilities (340) Other non-Current liabilities (212) Net assets achieved and liabilities assumed were $12,289 and Long-term deferred tax liabilities were $0.3 million .Net liabilities consist of $0.7 million of deferred tax liabilities relate to the difference between the book of identifiable intangible assets and the tax base, $0.4 million of deferred tax assets relate to the difference between the book and tax base of the identifiable tangible assets and liabilities account.Goodwill and $1.0 million of other intangible assets related to the trade nameAmortization terms of ASC 350.Other intangible assets include $0.6 million, $0 allocated to customer relationships.$3 million and $0 allocated to developed technologies.7 million distribution backlog, backlog will be amortized for 5 years, 5 years and 3 months respectively.Goodwill and other intangible assets of Ve.Ma.C. assigned to the food processing equipment group for segment reporting.These assets are not expected to be deducted for tax purposes.The Company believes that the information collected so far provides a reasonable basis for estimating the fair value of acquired assets and liabilities undertaken, but the company is waiting for the additional information needed to finalize these fair valuesTherefore, the interim measurement of the above fair value may change.The company is expected to complete the purchase price allocation as soon as practicable, but no later than one year from the date of acquisition.13 Firex in April 27, 2018, the company completed the acquisition of all share capital of Firex S.r.l.("Firex") is a leading manufacturer of steam cooking equipment in the commercial food service industry in Sedico, Italy, and the purchase price is about $53.9 million net cash acquisition.The purchase price is adjusted according to the terms of working capital provided by the purchase agreement.The company is expected to complete the work by 2018.The estimated fair value of the assets obtained and liabilities assumed below is provisional and is based on the information available as of the acquisition date to estimate the fair value assumptions of the assets and liabilities obtained (in thousands): (as originally reported) April 27, 2018 cash $10,652 current assets 7,656 Property, plant and equipment 2,447 goodwill 36,706 Other intangible assets 19,806 long term flowsLong-term liabilities (1,210) Long-term deferred tax liabilities (4,099) long-term liabilities (4,995)Other non-fixed debt (1,069)Current liabilities (1,318) Net assets achieved and liabilities assumed were $64,576 and Long-term deferred tax liabilities were $5.0 million .Net liabilities consist of $5.4 million of deferred tax liabilities relate to the difference between the book of identifiable intangible assets and the tax base, $0.4 million of deferred tax assets relate to the difference between the book and tax base of the identifiable tangible assets and liabilities account.Goodwill and $9.5 million of other intangible assets related to the trade nameAmortization terms of ASC 350.Other intangible assets include $9.7 million, $0 allocated to customer relationships.$2 million and $0 allocated to developed technologies.4 million distribution backlog, backlog will be amortized for 7 years, 5 years and 3 months respectively.The goodwill and other intangible assets of Firex are allocated to the commercial food service equipment group for the purposes of the divisional reporting.These assets are not expected to be deducted for tax purposes.The Company believes that the information collected so far provides a reasonable basis for estimating the fair value of acquired assets and liabilities undertaken, but the company is waiting for the additional information needed to finalize these fair valuesTherefore, the interim measurement of the above fair value may change.The company is expected to complete the purchase price allocation as soon as practicable, but no later than one year from the date of acquisition.14 Josper in May 10, 2018, the company completed the acquisition of all issued share capital of Josper S.A.("Josper"), a leading manufacturer of charcoal barbecue and oven cooking equipment for commercial catering and residential applications in pandade de March, Spain's purchase price is about $39.5 million net cash acquisition.The purchase price is adjusted according to the terms of working capital provided by the purchase agreement.The company is expected to complete the work by 2018.Additional costs should also be paid after certain financial objectives have been achieved.The estimated fair value of the assets obtained and liabilities assumed below is temporary, is based on information available as of the date of acquisition to estimate the fair value of the acquired assets and liabilities (in thousands): (as originally reported) may 10, 2018 cash $3,308 current assets 6,579 Property, plant and equipment 4,739 goodwill 27,140 Other intangible assets 13,136 Other assets 2 Current part length-Current liabilities (217) long-term liabilities (5,146)Long term debt (1,608) Long term deferred tax liability (2,934) Other non-Current liabilities (2,169) the consideration paid at the end of the period is $42,830 or the net assets acquired at a consideration of $3,454 and the liability assumed at $46,284 Long-term deferred tax liabilities are $2.9 million .Net liabilities consist of $2.8 million of deferred tax liabilities relate to the difference between the book of identifiable intangible assets and the tax base, $0.1 million of deferred tax liabilities relate to the difference between the book and tax base of the identifiable tangible assets and liabilities account.Goodwill and $6.3 million of other intangible assets related to the trade nameAmortization terms of ASC 350.Other intangible assets include $6.4 million, $0 allocated to customer relationships.$2 million and $0 allocated to developed technologies.3 million distribution backlog, backlog will be amortized for 5 years, 5 years and 3 months respectively.For the purposes of the divisional report, the goodwill and other intangible assets of Josper are allocated to the commercial food service equipment group.These assets are not expected to be deducted for tax purposes.The Josper purchase agreement includes a designated clause that provides for payment or payment to the seller in the event that certain financial objectives are exceeded.If Josper exceeds certain revenue targets for the 12 months ended 2019, December 31, 2018 and December 31, 2019, this amount will be paid in December 31, 2020, 2020 and 2021.Contractual obligations in connection with or in connection with an appropriation confirmed on the acquisition day are $3.5 million .The Company believes that the information collected so far provides a reasonable basis for estimating the fair value of acquired assets and liabilities undertaken, but the company is waiting for the additional information needed to finalize these fair valuesTherefore, the interim measurement of the above fair value may change.The company is expected to complete the purchase price allocation as soon as practicable, but no later than one year from the date of acquisition.15 Taylor in June 22, 2018, the company completed the acquisition of all share capital of Taylor Company ("Taylor"), the leader of global beverage solutions, ice cream distribution equipment, frozen beverage machine, automatic doubleDouble-sided Grill in Rockton, Illinois, for about $1.0 billion .In addition, the company spent about $3.The transaction fee is 0 million, reflected in the sales, general and administrative expenses in the consolidated income statement.The purchase price is adjusted according to the terms of working capital provided by the purchase agreement.The company is expected to complete the work by 2018.The estimated fair value of the assets obtained and liabilities assumed below is temporary, it is based on the information available as of the date of acquisition to estimate the fair value of the acquired assets and liabilities, cash of $2,551 Current assets of $71,162 property in June 22, 2018, 21,187 goodwill 491,339 Other intangible assets 484,210 Current liabilities (48,417) Other non-Net assets and liabilities obtained by current liabilities (8,161) bear goodwill of $1,013,871 and $230.0 million of other intangible assets related to the trade nameAmortization terms of ASC 350.Other intangible assets include $237.5 million, $15 allocated to customer relationships.The funds allocated to developed technologies are $0 M.7 million of the existing advanced oven technology will be amortized in 10, 7 and 5 years, respectively.For the purposes of the market segment report, Taylor's goodwill and other intangible assets were allocated to the commercial food service equipment group.A large portion of assets are expected to be tax deductible.Based on the third evaluation, the company initially estimated the fair value of Taylor's assets and liabilities at the time of acquisitionAssessment of the parties used to help determine the fair market value of the acquired tangible and intangible assets.These allocations will change as more information is provided.The company is in third place.Party valuations related to the fair value of tangible and intangible assets, as well as the tax impact of identifying and recording transactions to include all assets/liabilities, as these assets/liabilities are recorded at fair value.Therefore, the interim measurement of the above fair value may change.The company is expected to complete the purchase price allocation as soon as practicable, but no later than one year from the date of acquisition.Acquisition goodwill refers to the premium paid for the fair value of the acquired assets and liabilities.16 according to the formal financial information of ASC 805 "business portfolio", the following six-month unaudited operational form results for the six months ended June 30, 2018 and July 1, 2017 assume 2017 acquisitions by Burford, CVP, Sveba Darren, qualServ, L2F, mergers and acquisitions of Earth and Scanico and 2018 Heinz-Bock, Ve.Ma.C, Josper, Firex and Taylor were completed on January 1, 2017 (the first day of the fiscal year 2017.The following expected results include adjustments reflecting additional interest charges for funding the acquisition, amortization of intangible assets related to the acquisition, and the impact of adjustments to the book value of certain assets (in thousands, cash data except): As at June 30, 2018 of six a month 2017 network for $1,415,669 $1,432,093 Cash Net Income 142,566 129,622 Net income: Basic $ month.57 $ 2.27 Diluted 2.57 2.27 The historical consolidated financial information of the company and the acquisition is adjusted in the formal information to implement (1) the formal event directly attributable to the transaction, (2) the de facto supportable and (3) it is expected to have a sustained impact on the consolidated results.Formal data may not indicate the results that will be obtained if these acquisitions occur at the beginning of the period proposed, nor are they predictions of future results.In addition, formal financial information does not reflect the costs incurred or likely to be incurred by the company in order to consolidate the acquisition business.3) litigation matters from time to time the company is subject to litigation, litigation and other claims relating to products, suppliers, employees, customers and competitors.The company provides insurance for the liability of some insurance products, workers' compensation, property and casualties, and general liability matters.The company needs to assess the possibility of making any adverse judgments or results on these matters, as well as the scope of losses that may be suffered.After an assessment of each event and the scope of the relevant insurance, determine the accrual amount (if any) required for these accidents ).Due to changes in new developments or approaches, such as changes in settlement strategies to deal with these matters, the required accrual basis may change in the future.The company does not believe that any pending litigation will have a significant impact on its financial position, operating results or cash flow.17) recently issued Accounting Standards accounting announcementOn May 2014, the Financial Accounting Standards Board ("FASB") issued the Accounting Standards Update ("ASU") No.2014-09. "income from signing contracts with customers ".This update fixes the current revenue recognition guidelines related to customer contracts and requires additional disclosure.We adopted this guideline in December 31, 2017 using an improved retrospective approach.In this approach, we recognize the cumulative effect of the initial application of the new revenue standard as an adjustment to the opening balance of retained earnings.The cumulative adjustment to the opening balance of retained earnings was $4.4 million .For additional information on the impact of adopting this guide, see Note 5 to streamline consolidated financial statements.On August 2016, FASB released ASU No.2016-15. "cash flow statement (topic 230): classification of certain cash income and cash payment ".Amendment to Asus15. address eight specific cash flow classification issues to reduce current and potential future diversity in practice.The adoption of this guide has no effect on the company's streamlined consolidated cash flow statement.On October 2016, FASB released ASU No.2016-16. income tax (subject 740): InternalThe entity transfers assets other than inventory, "This requires the company to take into account the income tax effect of assets other than inventory sold and transferred between companies when the transfer occurs.In accordance with previous guidance, the income tax impact of the inter-company transfer of assets was postponed until the assets were sold to an external party or otherwise confirmed.The adoption of this guide has no effect on the company's streamlined consolidated balance sheet, consolidated earnings streamlined consolidated statements or cash flow statement streamlined consolidated statements.On January 2017, FASB released ASU No.2017-01. "Business Portfolio (title 805): define a business ".Amendment to Asus01 clarify the definition of the enterprise with the aim of adding guidance to help the entity assess whether the transaction should be considered as an acquisition (or disposition) of the enterprise ).The adoption of this guide has no significant impact on the company's streamlined consolidated balance sheet, Consolidated Statements of Consolidated earnings or streamlined consolidated statements of cash flows.On March 2017, FASB released ASU No.2017-07, "compensation-Retirement benefits (subject 715): improved presentation of net fixed-term retirement expenses and net post-periodic retirement benefits expenses ".Amendment to Asus07 the employer is required to report the cost of the service portion to the other compensation costs incurred by the services provided by the relevant employees during this period in the same line of items or projects.Other components of net periodic pension costs and net post-periodic retirement pension costs need to be listed separately in the income statement, excluding the service cost component and the Subtotal of operating income.We adopted this guidance in December 31, 2017, using a practical expediency scheme that allows the use of the amount previously disclosed in its employee retirement plan statement as the basis for the pre-estimate required for the retrospective statementFor more information on the adoption of this guide, see Note 15 to the consolidated financial statements.On February 2018, FASB released ASU 2018-02, "income statement-Declaration of comprehensive income (Topic 220): "re-classification of the impact of accumulated other comprehensive income on certain taxes ".The guide allows the retention tax effect generated by the 2017 tax cut and Employment Act to be reclassified from other consolidated income accumulated to retained income.The adoption of this guide has no significant impact on the company's streamlined consolidated balance sheet.Accounting announcement-The FASB will be adopted on February 2016 and the ASU No will be released.2016-02. Lease (topic 842).Amendments under this statement will change the way all leases are handled for a period of one year or more.Under this guidance, the lessee will be required to capitalize almost all leases on the balance sheet as a rightof-Use of assets and associated financial lease liabilities or operating lease liabilities.The right-of-"Use of assets" represents the lessee's right to use or control the use of designated assets within the specified lease term.The lease liability is the obligation of the lessee to pay the lease amount, calculated at a discount.According to some features, leasing is divided into financial leasing or operating leasing.Financial lease liabilities, those that contain provisions similar to capitalized leases, are amortized under current accounting as capital leases, as amortization charges and interest charges in operating statements.Direct Amortization of operating lease liabilities-In the operating statement, act as the line basis for the lease term of the rental fee.Starting from December 15, 2018, this update is valid for the annual reporting period and for the transition period during these reporting periods.Asus requires an improved retroactive transition method for all leases signed on or after the date of initial adoption.The company has developed an implementation project plan and has made progress in investigating the company's business, evaluating the Company's lease portfolio and preparing a central repository for all leases.The company has also chosen a leasing accounting software solution to support the new reporting requirements.The company is expected to recognize significant rightsof-Use of assets when using and leasing liabilities on consolidated balance sheets.The company is evaluating the overall impact of the standard on its existing and future lease arrangements, disclosure requirements and the company's policies and procedures to streamline the consolidated balance sheet, consolidated earnings Consolidated statements or consolidated statements of the cash flow statement.On January 2017, FASB released ASU No.2017-04. "intangible assets --Goodwill and others (subject 350): "simplified goodwill impairment test ".Amendment to Asus04 simplify the subsequent measurement of goodwill by canceling the second step of the goodwill impairment test.Entity will apply one-Step quantitative testing and record the amount of goodwill impairment as the amount of the reported unit Book amount exceeding the fair value.The new guidelines do not modify the optional qualitative assessment of goodwill impairment.Starting from December 15, 2019, the Asus is valid for the annual reporting period and the interim reporting period.The test date after January 1, 2017 is allowed to be adopted in advance.The company is evaluating the application of this ASU in the company's annual impairment test.The company does not expect the adoption of this ASU to have a significant impact on its streamlined consolidated balance sheet, consolidated income streamlined consolidated statements or cash flow streamlined consolidated statements.On August 2017, FASB released ASU 2017-12. "derivatives and hedging (Topic 815): targeted improvement in accounting for hedging activities ".Amendment to AsusProvide new guidance on the income statement classification and remove the requirement to separately measure and report the invalidation of hedging.Full changes in fair value of qualified hedging instruments included in effectiveness will be recorded in Other Consolidated income (OCI) the amount deferred in the OCI will be re-classified as the proceeds in the same income statement item that reports the impact of the hedge item's earnings.The ASU is valid for the mid-term of the annual reporting period and reporting period, starting after December 15, 2018, allowing early adoption.The company is currently evaluating the impact Asus will have on its streamlined consolidated balance sheet, consolidated revenue streamlined consolidated statements, or consolidated cash flow streamlined consolidated statements.On June 2018, FASB released ASU 2018-07. "improvement of non-employee share --"Accounting based on payment ".Amendment to Asus08 simplify several aspects of non-employee share accounting-Payment-based transactions generated after expanding the scope of subject 718 "compensation"Stock compensation, including stockPayment transactions for obtaining goods and services from non-employees.The ASU is valid for the mid-term of the annual reporting period and reporting period, starting after December 15, 2018, allowing early adoption.The company does not expect the adoption of this ASU to have a significant impact on its streamlined consolidated balance sheet, consolidated income streamlined consolidated statements or cash flow streamlined consolidated statements.19 5) revenue recognition accounting policy in December 31, 2017, we adopted the new accounting standard ASU No.2014-09, "revenue from signing contracts with customers" (ASC 606), the revised retrospective method was used for contracts that had not been completed as of December 30, 2017.We recognize the cumulative effect of the initial application of the new revenue standard as an adjustment to the opening balance of retained earnings.The adoption of ASC 606 means a change in accounting principles, which will also provide readers with better revenue recognition disclosures.When the control of the promised goods or services is transferred to our customers, the income is recognized and the amount reflects the consideration we expect to receive in exchange for these goods or services.A performance obligation is a commitment in the contract to transfer a particular commodity or service to the customer, representing the unit of account in ASC 606.The transaction price of the contract is assigned to each different performance obligation and is recognized as income when performing the obligation.The contract of the company can have multiple fulfillment obligations or only one fulfillment obligation.For contracts with multiple fulfillment obligations, the transaction price of the contract uses the company's best estimate of the independent selling price of each different commodity or service in the contract to each fulfillment obligation.In the commercial food service equipment and residential food service equipment group, the estimated independent selling price of the equipment is based on observable prices.Within the food processing equipment group, the company estimates the independent selling price based on the expected cost of manufacturing the product or completing the service plus the appropriate profit margin.Control may be passed on to the customer over time or over time.In general, commercial food service equipment and residential food service equipment group confirms revenue at the point in time of control transfer to the customer under the terms of contract transportation.The equipment revenue we sell for a long timeWith the manufacture and assembly of the equipment, regular contracts within the food processing equipment group will be confirmed over time.Installation services related to equipment delivery are also generally considered to provide these services.Use appropriate input measurements over time (E.G.g., The cost or direct labor time associated with the total estimate ).These measures include forecasts based on the best information available, and therefore reflect the judgment of the company to faithfully describe the transfer of goods.Long term accounting for contract estimatesThe regular contracts of the food processing equipment group include the use of various technologies to estimate total contract revenue and costs.For the long term of the companyTerm contract, when the equipment is manufactured and assembled, the estimated profit of the equipment performance obligation is confirmed.The profit estimate of the equipment performance obligation is the difference between the total estimated revenue for completion of the contract and the expected cost.The contract cost estimate is based on the complexity of labor productivity and availability and the work to be performed;Cost and availability of materials and labor, and performance of subcontractors.Contracts within commercial food services and residential food service equipment groups may contain variable considerations in the form of a quantity rebate program.The company's estimate of variable considerations is based on its experience using portfolio methods with customers of similar locations.Actual expediency measures and policy options the company makes use of the following actual expediency measures: the company does not disclose information that the original expected period is one year or less for the remaining performance of its obligations.Since the amortization period is less than one year, the company usually pays a sales commission when it occurs.These costs are recorded in sales, general and administrative expenses.Since the standard payment terms of the company were less than one year, the company did not assess whether the contract had an important financing component.20 the company conducted the following accounting policy elections permitted by ASC 606: the company considered the transportation and handling activities carried out by the customer after obtaining control of the goods as a contract performance activity.Sales, use and VAT assessed by government authorities are not included in the measurement of the transaction price in the company's contract with the customer.Through ASC 606 due to the adoption of ASC 606, the company has changed the details of its accounting policy for revenue recognition as follows.Equipment under the Company's historical accounting policy, longRegular sales contracts within the food processing equipment group are confirmed using the completion percentage method.After adoption, some of the contracts that had not been completed as of December 31, 2017 did not meet the revenue recognition requirements set out in ASC 606.Therefore, income is delayed and confirmed at a certain point in time.Installation services in accordance with the company's historical accounting policy, the company uses a complete contractual approach to installation services related to equipment sold within the food processing equipment group.Under ASC 606, the company confirms the revenue from the installation of the service during the provision of the service.The cumulative impact of using the modified retrospective approach on the outstanding contracts as of December 30, 2017 using asc 606 on changes made to our December 30, 2017 streamlined consolidated balance sheet is as follows (in thousands ): balance as at December 30, 2017 (as reported) as at December 30, 2017, ASC 606 balance sheet accounts receivable $328,421 (122) $328,299 Inventory, net 424,639 14,993 439,632 Prepaid and other 55,427 (4,018) the adjustment length is 51,409-According to the requirements of ASC 44,565, Long-term deferred tax assets 1,319 45,884 322,171 Liabilities and shareholders' equity accrued 16,557 338,728 1,697,618 Retained earnings 4,405 US dollars (1,693,213) 606 21, the adoption of ASC 606 has no effect on the cash provided by the company's streamlined consolidated cash flow statement for operating activities.The impact of the adoption on our Consolidated consolidated income statements and consolidated balance sheets is as follows (in thousands) For the three months ended June 30, 2018, reported Balance no ASC 606 effect Change Net sales $668,128 $667,697 $431 sales cost 417,369 417,452 (83) Income tax reserve 26,576 26,482 94 Net income $83,988 $83,567 $421 Basic earnings per share 1.51 $ 1.Diluted earnings of $50 per share.51 $ 1.June 30, 2018 half-year performance report balance no ASC 606 Change Net sales $1,252,928 $1,238,355 $14,573 cost price sales 790,536 780,138 10,398 Income tax 47,857 46,792 Net income $1,065 $149,408 Basic income per share $146,298 3,110 dollars.69 $ 2.Diluted earnings per share $2.69 $ 2.63 Balance as at June 30, 2018, no ASC 606 change in asset inventory was affected in the reported balance, net $493,667 $487,910 $5,757 Prepaid and other 48,890 51,927 3,037) the liability should be charged at 361,501 365,744 (4,243) long-Long-term deferred tax liability 102,636 102,246 390 equity Retained earnings 1,841,489 US $1,840,356 US $1,133 US $22 decomposition of revenue we calculate our net sales naturally through the reportable operating department and geographical location, the time and uncertainty of our net sales and cash flow are affected by economic factors.In general, commercial food service equipment and residential food service equipment group confirms revenue at the point in time of control transfer to the customer under the terms of contract transportation.The equipment revenue we sell for a long timeWith the manufacture and assembly of the equipment, regular contracts within the food processing equipment group will be confirmed over time.