v3.25.1
Acquisitions (Tables)
3 Months Ended
Mar. 31, 2025
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Schedule of Allocation of Fair Value of Assets and Liabilities
The following table summarizes the purchase price and estimated fair values of assets acquired and liabilities assumed as of the Consolidated Mechanical Effective Date, with any excess of purchase price over estimated fair value of the identified net assets acquired recorded as goodwill.
(in thousands)Purchase Price Allocation
Measurement Period Adjustments(1)
Adjusted Purchase Price Allocation
Consideration:
Cash$23,591 $14 $23,605 
Earnout provision757 — 757 
Total Consideration24,348 14 24,362 
Fair value of assets acquired:
Cash and cash equivalents390 — 390 
Accounts receivable, including retainage3,128 — 3,128 
Contract assets233 — 233 
Other current assets64 — 64 
Property and equipment548 — 548 
Intangible assets10,100 — 10,100 
Amount attributable to assets acquired14,463 — 14,463 
Fair value of liabilities assumed:
Accounts payable, including retainage291 — 291 
Accrued expenses and other current liabilities461 — 461 
Contract liabilities480 — 480 
Amount attributable to liabilities assumed1,232 — 1,232 
Goodwill$11,117 $14 $11,131 
(1)    Measurement period adjustments recorded during the first quarter of 2025 included changes in the total cash consideration for the Consolidated Mechanical Transaction, resulting in a net increase less than $0.1 million to goodwill. The measurement period adjustments related to certain working capital adjustments made in connection with the finalization of the transaction’s closing date cash consideration.
The following table summarizes the purchase price and estimated fair values of assets acquired and liabilities assumed as of the Kent Island Effective Date, with any excess of purchase price over estimated fair value of the identified net assets acquired recorded as goodwill.
(in thousands) Purchase Price Allocation
Measurement Period Adjustments(1)(2)
Adjusted Purchase Price Allocation
Consideration:
Cash$14,603 $671 $15,274 
Earnout provision4,381 4,381 
Total Consideration18,984 671 19,655 
Fair value of assets acquired:
Cash and cash equivalents1,887 1,887 
Accounts receivable, including retainage10,376 10,376 
Contract assets1,457 (93)1,364 
Property and equipment434 434 
Intangible assets10,700 10,700 
Amount attributable to assets acquired24,854 (93)24,761 
Fair value of liabilities assumed:
Accounts payable, including retainage4,586 4,586 
Accrued expenses and other current liabilities1,269 1,269 
Contract liabilities4,828 4,828 
Amount attributable to liabilities assumed10,683 — 10,683 
Goodwill$4,813 $764 $5,577 
(1)    Measurement period adjustments recorded during the year-ended December 31, 2024 included changes in the total cash consideration for the Kent Island Transaction, resulting in a net increase of approximately $0.7 million to goodwill. The measurement period adjustments related to certain working capital adjustments made in connection with the finalization of the transaction’s closing date cash consideration.
(2)    Measurement period adjustments recorded during the first quarter of 2025 reflect changes to the fair value of contract assets acquired, resulting in a net increase of approximately $0.1 million to goodwill.