ORBCOMM Inc. - 10-K filing on 2016-03-10

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2015

Purchase Price Allocation for Acquisition

The preliminary estimated purchase price allocation for the acquisition is as follows:

	Amount
Accounts receivable	$	570
Property, plant and equipment		122
Intangible assets		4,810
Total identifiable assets acquired		5,502
Accounts payable and accrued expenses		202
Deferred revenues		7,326
Total liabilities assumed		7,528
Net identifiable assets acquired		(2,026	)
Goodwill		10,526
Total preliminary purchase price	$	8,500

Summary of Useful Lives of Customer Relationships Based on Customer Attrition

The remaining useful lives of customer lists were based on the customer attrition and the projected economic benefit of these customers.

	Estimated Useful life (years)		Amount
Customer lists - one customer		10	$	3,720
Customer lists - all other customers		11		600
Technology		10		450
Trademarks		2		40
			$	4,810

InSync Software, Inc [Member]

Purchase Price Allocation for Acquisition

The preliminary estimated purchase price allocation for the acquisition is as follows:

	Amount
Cash	$	288
Accounts receivable		1,141
Other current assets		204
Deferred tax assets		2,342
Property, plant and equipment		51
Intangible assets		5,788
Other noncurrent assets		55
Total identifiable assets acquired		9,869
Accounts payable and accrued expenses		1,080
Deferred revenues		296
Deferred tax liabilities		2,342
Total liabilities assumed		3,718
Net identifiable assets acquired		6,151
Goodwill		5,491
Total preliminary purchase price	$	11,642

Summary of Useful Lives of Customer Relationships Based on Customer Attrition

The remaining useful lives of customer lists were based on the customer attrition and the projected economic benefit of these customers.

	Estimated Useful life (years)		Amount
Customer lists		14	$	5,056
Technology		10		632
Trademarks		4		100
			$	5,788

SkyWave Mobile Communications Inc. [Member]

Purchase Price Allocation for Acquisition

The purchase price allocation for the acquisition, net of the assets transferred to Inmarsat, is as follows:

	Amount
Cash	$	110
Accounts receivable		13,898
Inventory		1,335
Other current assets		2,180
Property, plant and equipment		4,769
Intangible assets		67,214
Other noncurrent assets		6,108
Total identifiable assets acquired		95,614
Accounts payable and accrued expenses		9,987
Deferred revenues		1,070
Other liabilities		1,168
Deferred tax liabilities		17,527
Total liabilities assumed		29,752
Net identifiable assets acquired		65,862
Goodwill		56,511
Total purchase price	$	122,373

Summary of Useful Lives of Customer Relationships Based on Customer Attrition

The remaining useful lives of customer lists were based on the customer attrition and the projected economic benefit of these customers.

	Estimated Useful life (years)		Amount
Customer lists		10	$	59,371
IDP Technology		10		5,463
M2M and DGS Technology		5		1,318
Trademarks		5		1,062
			$	67,214

Euroscan Holding B.V. [Member]

Purchase Price Allocation for Acquisition

The final purchase price allocation for the acquisition is as follows:

	Amount
Cash	$	280
Accounts receivable		2,997
Inventory		1,385
Other current assets		540
Property, plant and equipment		324
Intangible assets		17,400
Other noncurrent assets		543
Total identifiable assets acquired		23,469
Accounts payable and accrued expenses		2,614
Deferred revenues		44
Deferred tax liabilities		4,558
Total liabilities assumed		7,216
Net identifiable assets acquired		16,253
Goodwill		19,952
Total purchase price	$	36,205

Summary of Useful Lives of Customer Relationships Based on Customer Attrition

The remaining useful lives of customer lists were based on the customer attrition and the projected economic benefit of these customers.

	Estimated Useful life (years)		Amount
Customer lists		12	$	14,400
Technology		10		2,400
Trademarks		10		600
			$	17,400

SENS [Member]

Purchase Price Allocation for Acquisition

The final purchase price allocation for the acquisition is as follows:

Inventory	$	485
Intangible assets		1,270
Total identifiable assets acquired		1,755
Accounts payable and accrued expenses		8
Net identifiable assets acquired		1,747
Goodwill		231
Total purchase price	$	1,978

Summary of Useful Lives of Customer Relationships Based on Customer Attrition

The remaining useful lives of customer lists were based on the customer attrition and the projected economic benefit of these customers.

	Estimated Useful life (years)		Amount
Customer lists		7	$	980
Technology		10		260
Trademarks		3		30
			$	1,270

GlobalTrak [Member]

Purchase Price Allocation for Acquisition

The final purchase price allocation for the acquisition is as follows:

Cash and cash equivalents	$	1,204
Accounts receivable		343
Inventory		1,023
Other current assets		405
Equipment		13
Intangible assets		500
Total identifiable assets acquired		3,488
Accounts payable and accrued expenses		879
Deferred revenues		1,707
Warranty		45
Total liabilities assumed		2,631
Net identifiable assets acquired		857
Goodwill		2,047
Total purchase price	$	2,904

Summary of Useful Lives of Customer Relationships Based on Customer Attrition

The remaining useful lives of customer lists were based on the customer attrition and the projected economic benefit of these customers.

	Estimated useful life (in years)		Amount
Technology		10	$	380
Trade names and trademarks		5		70
Customer lists		5		50
			$	500

MobileNet [Member]

Purchase Price Allocation for Acquisition

The final purchase price allocation for the acquisition is as follows:

Accounts receivable	$	363
Inventory		255
Other current assets		10
Intangible assets		3,460
Total identifiable assets acquired		4,088
Accrued expenses		238
Deferred revenues		346
Total liabilities assumed		584
Net identifiable assets acquired		3,504
Goodwill		2,900
Total purchase price	$	6,404

Summary of Useful Lives of Customer Relationships Based on Customer Attrition

The remaining useful lives of customer lists were based on the customer attrition and the projected economic benefit of these customers.

	Estimated useful life (in years)		Amount
Customer lists		10	$	2,600
Technology		10		730
Trademarks		5		130
			$	3,460

WAM Technologies, LLC and SkyWave Mobile Communications Inc. [Member]

Summary of Pro Forma Results of Operation

The following tables present the unaudited pro forma consolidated operating results for the Company, as though the SkyWave Acquisition and WAM Acquisition had occurred as of the beginning of the prior annual reporting period. The unaudited pro forma results reflect certain adjustments related to past operating performance, the impact of the debt issued, acquisition costs and acquisition accounting adjustments, such as increased depreciation and amortization expense based on the fair valuation of assets acquired and the related tax effects. The pro forma results do not include any anticipated synergies which may be achievable subsequent to the acquisition date. Accordingly, such pro forma amounts are not necessarily indicative of the results that actually would have occurred had the acquisition been completed on the dates indicated, nor are they indicative of the future operating results of the combined company:

	Year ended December 31, 2015
	As Reported			WAM Acquisition		Pro Forma
Net revenues	$	178,293		$	5,234	$	183,527
Net (loss) income attributable to common shareholders	$	(13,287	)	$	1,074	$	(12,213	)
Earnings per share:
Basic	$	(0.19	)			$	(0.17	)
Diluted	$	(0.19	)			$	(0.17	)

	Year ended December 31, 2014
	As Reported			SkyWave Acquisition			WAM Acquisition		Pro Forma
Net revenues	$	96,242		$	65,838		$	5,655	$	167,735
Net income attributable to common shareholders	$	(4,721	)	$	(4,684	)	$	906	$	(8,499	)
Earnings per share:
Basic	$	(0.08	)						$	(0.15	)
Diluted	$	(0.08	)						$	(0.15	)