v3.26.1
Business Combinations, Asset Acquisitions, Transaction between Entities under Common Control, and Joint Venture Formation (Tables)
3 Months Ended
Mar. 31, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Disposal Groups, Including Discontinued Operations
The following table summarizes the carrying value of the Land Fuel Transportation and Lubricants and Falmouth disposal group assets and liabilities classified as held for sale (in millions):
March 31, 2026December 31, 2025
Cash and cash equivalents
$0.2 $0.6 
Accounts receivable, net
0.2 0.2 
Inventories
38.5 35.9 
Prepaid expenses and other current assets
0.2 0.3 
Property and equipment, net
47.3 51.1 
Intangible assets, net
8.5 8.5 
Other non-current assets
11.7 11.7 
Total assets held for sale
$106.5 $108.2 
Accounts payable
$0.2 $0.3 
Accrued expenses and other liabilities
4.6 4.8 
Long-term portion of finance lease obligations
4.6 5.2 
Other long-term liabilities
17.4 18.1 
Total liabilities held for sale
$26.8 $28.3 
Business Combination, Recognized Asset Acquired and Liability Assumed
The following table summarizes the estimated fair value of the aggregate consideration as well as the preliminary allocation of the purchase price to the fair value of the assets acquired and liabilities assumed as recorded in the fourth quarter of 2025 and as adjusted in the first quarter of 2026 (in millions):
PreliminaryAdjustmentsAs Adjusted
Consideration:
Cash paid at closing$154.4 $— $154.4 
Working capital adjustment paid to seller— 8.3 8.3 
Amount due to sellers (1)
52.6 — 52.6 
Total fair value of consideration$207.0 $8.3 $215.4 
Assets acquired and liabilities assumed:
Cash$0.8 $(0.6)$0.2 
Accounts receivable19.6 15.7 35.2 
Prepaid expenses and other current assets
0.5 (0.3)0.2 
Property, plant and equipment0.3 — 0.3 
Identifiable intangible assets subject to amortization (2)
87.5 1.1 88.6 
Identifiable intangible assets not subject to amortization (3)
23.1 0.3 23.4 
Accounts payable(1.6)(10.7)(12.3)
Other assets and liabilities, net (4)
(4.4)0.6 (3.8)
Net identifiable assets acquired125.8 6.1 131.9 
Goodwill (5)
81.3 2.2 83.5 
Net assets acquired$207.0 $8.3 $215.4 
(1)Represents expected payments of $15.0 million per year over each of the next four years, discounted to present value at the date of acquisition.
(2)Identifiable intangible assets subject to amortization primarily consist of customer relationships and other identifiable assets which will be amortized over a weighted average life of 18.4 years.
(3)Identifiable intangible assets not subject to amortization include trademarks and trade names acquired.
(4)Includes the recognition of right of use assets of $1.3 million and lease liabilities of $1.3 million.
(5)Goodwill is attributable primarily to the expected synergies and other benefits that we believe will result from combining the acquired operations with the operations of our aviation segment. All of the goodwill assigned to the aviation segment was deductible for tax purposes.
Business Combination, Pro Forma Information
The following presents unaudited pro forma combined financial information of the Company for the three months ended March 31, 2025 as if the acquisition of Universal TSS had been completed on January 1, 2024 (in millions):
Three Months Ended March 31, 2025
Revenue$9,507.7 
Net income (loss) attributable to World Kinect
$(19.9)