BUSINESS COMBINATIONS |
6 Months Ended |
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Dec. 31, 2021 | |
| Business Combinations [Abstract] | |
| BUSINESS COMBINATIONS | BUSINESS COMBINATIONS On September 17, 2021, we signed a purchase agreement to acquire the outstanding shares of a privately held company for $460.0 million plus closing cash, less closing debt and certain other expenses. The purpose of the proposed acquisition is to expand our products and service offerings. We expect the acquisition to be completed in the third quarter of fiscal year 2022, subject to the satisfaction or waiver of the closing conditions to the purchase agreement.
On July 1, 2021, we acquired the outstanding shares of Anchor Semiconductor Inc., a privately-held company, primarily to expand our products and services offerings, for a total purchase consideration of $81.7 million, including a post-closing working capital adjustment accrued in the quarter ended December 31, 2021, as well as the fair value of the promise to pay an additional consideration up to $35.0 million contingent on the achievement of certain revenue milestones. As of December 31, 2021, the estimated fair value of the additional consideration was $13.0 million, which was classified as a non-current liability on the Condensed Consolidated Balance Sheets. The total purchase consideration was allocated as follows: $31.7 million to identifiable intangible assets, $26.4 million to net tangible assets, $8.0 million to deferred tax liabilities, and $31.6 million to goodwill. The total purchase consideration is preliminary, and as additional information becomes available, we may further revise it during the remainder of the measurement period, which will not exceed 12 months from the closing of the acquisition. The $31.6 million of goodwill was assigned to the Wafer Inspection and Patterning reporting unit, and the amount recognized was not deductible for tax purposes.
We have included the financial results of the acquisition completed during the first quarter of the fiscal year 2022 in our Condensed Consolidated Financial Statements from the date of acquisition. These results were not material to our Condensed Consolidated Financial Statements.
As of December 31, 2021, we have $23.2 million of contingent consideration recorded for this acquisition and other acquisitions from the fiscal year ended June 30, 2019, of which $1.1 million is classified as a current liability and $22.1 million as a non-current liability on the Condensed Consolidated Balance Sheet. For additional details, please refer to Note 6 “Business Combinations” to our Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2021.
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