v3.25.2
Acquisitions (Tables)
 6 Months Ended
Jun. 30, 2025
Hog  
Business Combination [Line Items]  
Business Combination, Recognized Asset Acquired and Liability Assumed
The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date:
(in millions)
Purchase price, inclusive of preliminary closing adjustments (a)
$84.1 
Estimated fair value of additional consideration (b)
7.5 
Settlement of pre-existing contractual relationship (c)
0.9 
Total consideration92.5 
Accounts receivable7.3 
Inventories11.1 
Prepaid expenses and other current assets1.6 
Properties and equipment17.9 
Customer relationships (d)
16.5 
Trade names (e)
10.5 
Other intangible assets3.5 
Accounts payable(4.0)
Accrued liabilities(1.7)
Customer deposits(5.4)
Net assets acquired57.3
Goodwill (f)
$35.2 
(a)     The initial purchase price, which is subject to certain post-closing adjustments, including working capital, was funded through existing cash on hand and borrowings under the Company’s credit agreement. The initial purchase price includes $2.0 million that was held back from the initial amount paid at closing pending resolution of certain post-closing adjustments. This hold back amount is included as a component of Other current liabilities on the Condensed Consolidated Balance Sheet as of June 30, 2025.
(b)    Represents the preliminary estimate of fair value assigned to the contingent earn-out payment as of the acquisition date, which is included in Other current liabilities on the Condensed Consolidated Balance Sheet as of June 30, 2025. See Note 13 – Fair Value Measurements for discussion of the methodology used to determine the fair value of the contingent earn-out payment.
(c)    Represents the non-cash settlement of accounts receivable due from Hog to the Company as of the acquisition date. Corresponding amount payable by Hog to the Company is not included in accounts payable assumed in the table above, and the amount was settled at fair value with no impact on the Condensed Consolidated Statement of Operations.
(d)    Represents the preliminary fair value assigned to customer relationships, which are considered to be definite-lived intangible assets, with a preliminary estimated useful life of approximately 11 years.
(e)    Represents the preliminary fair value assigned to trade names, which are considered to be indefinite-lived intangible assets.
(f)    Goodwill, which is primarily tax-deductible, has been allocated to the Environmental Solutions Group on the basis that the synergies identified will primarily benefit this segment.