SEC Filings


10-K
CUMMINS INC filed this Form 10-K on 02/11/2019
Entire Document
 

NOTE 19. ACQUISITIONS
Acquisitions for the years ended December 31, 2018, 2017 and 2016 were as follows:
Entity Acquired (Dollars in millions)
 
Date of Acquisition
 
Additional Percent Interest Acquired
 
Payments to Former Owners
 
Acquisition Related Debt Retirements
 
Total Purchase Consideration
 
Type of Acquisition(1)
 
Gain Recognized(1)
 
Goodwill Acquired
 
Intangibles Recognized(2)
 
Net Sales Previous Fiscal Year Ended
 
2018
 

 

 

 

 


 

 

 

 


 


 
Efficient Drivetrains, Inc.
 
08/15/18
 
100%
 
$
51

 
$
2

 
$
64

(3) 
COMB
 

 
$
49

 
$
15

 
$
3

 
Johnson Matthey Battery Systems, Ltd.
 
01/31/18
 
100%
 
9

 

 
9

 
COMB
 

 

 
5

 
3

 
2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Brammo Inc.
 
11/01/17
 
100%
 
$
60

 
$

 
$
68

(3) 
COMB
 
$

 
$
47


$
23

 
$
4

 
Eaton Cummins Automated Transmission Technologies
 
07/31/17
 
50%
 
600

(4) 

 
600

 
COMB
 

 
544

 
596

 

(4) 
2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Wuxi Cummins Turbo Technologies Co. Ltd
 
12/05/16
 
45%
 
$
86

 
$

 
$
86

 
EQUITY
 
$

 
$

 
$

 
$

 
Cummins Pacific LLC
 
10/04/16
 
50%
 
32

 
67

 
99

 
COMB
 
15

 
4

 
8

 
391

(5) 
Cummins Northeast LLC
 
01/01/16
 
35%
 
12

 

 
12

 
EQUITY
 

 

 

 

 
____________________________________________________
(1) 
All results from acquired entities (excluding Brammo Inc. in 2017) were included in segment results subsequent to the acquisition date. Previously consolidated entities were accounted for as equity transactions (EQUITY). Newly consolidated entities were accounted for as business combinations (COMB) with gains recognized based on the requirement to remeasure our pre-existing ownership to fair value in accordance with GAAP and are included in the Consolidated Statements of Income as "Other income, net. The Brammo Inc. acquisition was allocated to the newly formed Electrified Power Segment on January 1, 2018.
(2)  
Intangible assets acquired in business combinations were mostly customer and technology related, the majority of which will be amortized over a period of`up to 25 years from the date of the acquisition.
(3)  
The "Total Purchase Consideration" represents the total amount that will or is estimated to be paid to complete the acquisition. A portion of the acquisition payment has not yet been made and will be paid in future periods in accordance with the purchase contract. The Brammo Inc. acquisition contains an earnout based on future results of the acquired business and could result in a maximum contingent consideration payment of $100 million (fair value of $5 million) to the former owners.
(4) This transaction created a newly formed joint venture that we consolidated. See additional information below.
(5)
Sales amounts are not fully incremental to our consolidated sales as the amount would be reduced by the elimination of sales to the previously unconsolidated entity.



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