| Schedule of purchase consideration |
| | | (in thousands) | | Amount | Merger consideration transferred | $ | 2,640,365 | Settlement of BlueHalo’s transaction expenses | | 25,214 | Settlement of BlueHalo’s debt | | 863,207 | Merger consideration | $ | 3,528,786 | Less cash acquired | | (43,841) | Fair value of consideration transferred | $ | 3,484,945 |
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| Summary of the provisional allocation of the purchase price over the estimated fair value of the assets and liabilities assumed in the acquisition |
The following table summarizes the preliminary allocation of the fair value of the merger consideration transferred to assets acquired and liabilities assumed as of the acquisition date. The allocation of the purchase price is preliminary and subject to change as the Company continues to evaluate the fair values of certain assets and liabilities acquired. Open items in the purchase price allocation include the valuation of assets acquired and liabilities assumed including, but not limited to technology, backlog and customer relationships intangibles and fair value adjustment to inventory; property, plant and equipment; leases; details surrounding tax matters; and assumptions underlying certain existing or potential reserves, such as those for inventory and legal matters (in thousands): | | | | | | May 1, | | | 2025 | Fair value of assets acquired: | | | | Accounts receivable, net of allowance for credit losses of $420 at May 1, 2025 | | $ | 80,753 | Unbilled receivables and retentions | | | 99,333 | Inventories, net | | | 99,642 | Income taxes receivable | | | 3,941 | Prepaid expenses and other current assets | | | 13,553 | Long-term investments | | | 152 | Property and equipment | | | 88,295 | Operating lease right-of-use assets | | | 70,879 | Intangibles | | | 1,128,000 | Goodwill | | | 2,282,779 | Other assets | | | 1,086 | Total identifiable assets | | $ | 3,868,413 | | | | | Fair value of liabilities assumed: | | | | Accounts payable | | | 54,108 | Wages and related accruals | | | 40,736 | Customer advances | | | 42,700 | Current operating lease liabilities | | | 7,409 | Other current liabilities | | | 11,333 | Non-current operating lease liabilities | | | 64,720 | Deferred income taxes | | | 162,462 | Total liabilities assumed | | | 383,468 | Total identifiable net assets | | $ | 3,484,945 |
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| Schedule of acquired finite lived intangible assets |
The following table summarizes the valuation of the fair value of intangible assets acquired (in thousands): | | | | | | Preliminary Fair Value | Estimated Useful Life | | | | Years | Preliminary fair value of intangible assets acquired: | | | | Backlog | $ | 62,000 | 1 | Customer relationships | | 670,000 | 5-7 | Developed technology | | 396,000 | 4-10 | Intangible assets acquired | $ | 1,128,000 | |
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| Schedule of proforma information |
The pro forma results are not necessarily indicative of the Company's results of operations that would have been obtained had the acquisition of BlueHalo been completed for the period presented, or which may be realized in the future (in thousands): | | | | | | | | | | Three Months Ended | | | | August 2, | | | July 27, | | | | 2025 | | | 2024 | Revenue | | $ | 454,675 | | $ | 378,924 | Net loss attributable to AeroVironment, Inc. | | $ | (36,110) | | $ | (88,402) |
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