BABY » Topics » Xltek Integration

These excerpts taken from the BABY 10-K filed Mar 10, 2009.

Xltek Integration

In December 2007, we initiated an integration plan related to the acquisition of Xltek (the “Xltek Plan”). The Xltek Plan resulted in an immediate reduction of 16 Xltek employees. Total employee severance costs related to these staff reductions were approximately $2.0 million, including costs related to change of control

 

F-25


Table of Contents

NATUS MEDICAL INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Years Ended December 31, 2008, 2007 and 2006

 

provisions in the employment contracts of four executive officers of Xltek totaling $1.9 million. Severance payments to the four executive officers were paid out over a weighed average period of 13 months from the date of the acquisition.

The Xltek Plan has been accounted for in accordance with EITF 95-3, Recognition of Liabilities in Connection with a Purchase Business Combination. All costs associated with the Xltek Plan were recognized as a liability assumed as of the effective date of the acquisition. Substantially all of the costs associated with the Xltek Plan will result in the outlay of cash.

Following is a reconciliation of the beginning and ending restructuring reserve balances related to the Xltek Plan (in thousands):

 

     Severance and other
employee-related
costs
 

Balance at December 31, 2006

   $ —    

Charges incurred

     2,420  

Payments made

     (80 )
        

Balance at December 31, 2007

     2,340  

Charges incurred

     173  

Payments made and translation adjustment

     (1,966 )
        

Balance at December 31, 2008

   $ 547  
        

The Company does not expect to incur any additional costs under the Xltek Plan and expects to complete all restructuring activities during 2009.

Xltek Integration

FACE="Times New Roman" SIZE="2">In December 2007, we initiated an integration plan related to the acquisition of Xltek (the “Xltek Plan”). The Xltek Plan resulted in an immediate reduction of 16 Xltek employees. Total employee severance
costs related to these staff reductions were approximately $2.0 million, including costs related to change of control

 


F-25







Table of Contents



NATUS MEDICAL INCORPORATED

ALIGN="center">NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Years Ended
December 31, 2008, 2007 and 2006

 



provisions in the employment contracts of four executive officers of Xltek totaling $1.9 million. Severance payments to the four executive officers were paid
out over a weighed average period of 13 months from the date of the acquisition.

The Xltek Plan has been accounted for in
accordance with EITF 95-3, Recognition of Liabilities in Connection with a Purchase Business Combination. All costs associated with the Xltek Plan were recognized as a liability assumed as of the effective date of the acquisition.
Substantially all of the costs associated with the Xltek Plan will result in the outlay of cash.

Following is a
reconciliation of the beginning and ending restructuring reserve balances related to the Xltek Plan (in thousands):

 











































































   Severance and other
employee-related
costs
 

Balance at December 31, 2006

  $—   

Charges incurred

   2,420 

Payments made

   (80)
     

Balance at December 31, 2007

   2,340 

Charges incurred

   173 

Payments made and translation adjustment

   (1,966)
     

Balance at December 31, 2008

  $547 
     

The Company does not expect to incur any additional costs under the Xltek Plan and
expects to complete all restructuring activities during 2009.

These excerpts taken from the BABY 10-K filed Mar 14, 2008.

Xltek Integration

In December 2007, the Company initiated an integration plan related to the acquisition of Xltek (the “Xltek Plan”). The Xltek Plan resulted in an immediate reduction of 16 Xltek employees. Total employee severance costs related to these staff reductions were approximately $2.0 million, including costs related to change of control provisions in the employment contracts of four executive officers of Xltek totaling $1.9 million.

 

F-26


Table of Contents

NATUS MEDICAL INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Years Ended December 31, 2007, 2006 and 2005

 

Severance payments to the four executive officers will be paid out over a weighed average period of 13 months from the date of the acquisition. The Company expects further staff reductions to occur during the second half of 2008 and expects to incur an estimated additional $400,000 in severance costs, which has been included in the table below.

The Xltek Plan has been accounted for in accordance with EITF 95-3, Recognition of Liabilities in Connection with a Purchase Business Combination. All costs associated with the Xltek Plan were recognized as a liability assumed as of the effective date of the acquisition. Substantially all of the costs associated with the Xltek Plan will result in the outlay of cash.

Following is a reconciliation of the beginning and ending restructuring reserve balances related to the Xltek Plan (in thousands):

 

       Severance and other
employee-related
costs
 

Balance at December 31, 2006

     $ —    

Charges incurred

       2,420  

Payments made

       (80 )
          

Balance at December 31, 2007

     $ 2,340  
          

The Company does not expect to incur any additional costs under the Xltek Plan and expects to complete all restructuring activities during 2008.

Xltek Integration

STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%" ALIGN="justify">In December 2007, the Company initiated an integration plan related to the acquisition of Xltek (the “Xltek Plan”). The Xltek
Plan resulted in an immediate reduction of 16 Xltek employees. Total employee severance costs related to these staff reductions were approximately $2.0 million, including costs related to change of control provisions in the employment contracts of
four executive officers of Xltek totaling $1.9 million.

 


F-26







Table of Contents



NATUS MEDICAL INCORPORATED

ALIGN="center">NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Years Ended
December 31, 2007, 2006 and 2005

 



Severance payments to the four executive officers will be paid out over a weighed average period of 13 months from the date of the acquisition. The Company
expects further staff reductions to occur during the second half of 2008 and expects to incur an estimated additional $400,000 in severance costs, which has been included in the table below.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%" ALIGN="justify">The Xltek Plan has been accounted for in accordance with EITF 95-3, Recognition of Liabilities in Connection with a Purchase Business
Combination
. All costs associated with the Xltek Plan were recognized as a liability assumed as of the effective date of the acquisition. Substantially all of the costs associated with the Xltek Plan will result in the outlay of cash.

Following is a reconciliation of the beginning and ending restructuring reserve balances related to the Xltek Plan (in
thousands):

 



















































     Severance and other
employee-related
costs
 

Balance at December 31, 2006

    $—   

Charges incurred

     2,420 

Payments made

     (80)
       

Balance at December 31, 2007

    $2,340 
       

The Company does not expect to incur any additional costs under the Xltek Plan and
expects to complete all restructuring activities during 2008.

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