Acquisitions (Tables)
|
3 Months Ended |
Mar. 31, 2026 |
|---|
| Altamira Technologies Corporation |
|
| Business Combination [Line Items] |
|
| Schedule of Acquisition Date Fair Value of the Purchase Consideration Transferred |
The following table summarizes the acquisition date fair value of the purchase consideration transferred (in thousands):
|
|
|
|
|
|
|
Amount |
|
Cash paid at closing |
|
$ |
340,395 |
|
Fair value of contingent consideration to be achieved |
|
|
11,387 |
|
Post closing adjustment |
|
|
(2,234 |
) |
Total purchase price |
|
$ |
349,548 |
|
|
| Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed on Preliminary Purchase Price Allocation |
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed based on the preliminary purchase price allocation as of the date of acquisition (in thousands):
|
|
|
|
|
|
|
Amount |
|
Cash and cash equivalents |
|
$ |
6,918 |
|
Accounts receivable |
|
|
20,443 |
|
Contract assets |
|
|
12,066 |
|
Right of use assets, operating leases |
|
|
20,927 |
|
Prepaid expenses and other current assets |
|
|
300 |
|
Income taxes receivable |
|
|
435 |
|
Property and Equipment |
|
|
3,556 |
|
Goodwill |
|
|
237,473 |
|
Intangible assets |
|
|
105,800 |
|
Other noncurrent assets |
|
|
178 |
|
Accounts payable |
|
|
(3,886 |
) |
Short-term lease liabilities, operating leases |
|
|
(1,989 |
) |
Accrued expenses and other current liabilities |
|
|
(7,344 |
) |
Income taxes payable |
|
|
(1,073 |
) |
Contract liabilities |
|
|
(1,200 |
) |
Long-term lease liabilities, operating leases |
|
|
(18,937 |
) |
Deferred tax liabilities, net |
|
|
(23,207 |
) |
Other long-term liabilities |
|
|
(912 |
) |
Net assets acquired |
|
$ |
349,548 |
|
|
| Schedule of Intangible Assets Value on Purchase Price |
Of the total purchase price, the following values were preliminarily assigned to intangible assets (in thousands, except for years):
|
|
|
|
|
|
|
|
|
Gross
Carrying
Amount |
|
|
Amortization
Period |
|
|
|
|
|
(in years) |
Customer relationships |
|
$ |
85,300 |
|
|
15 |
Backlog |
|
|
16,400 |
|
|
1 |
Trade name |
|
|
3,900 |
|
|
2 |
Non-compete agreements |
|
|
200 |
|
|
3 |
|
| Schedule of Supplemental Pro Forma Information |
Supplemental information of unaudited pro forma operating results assuming the ATC acquisition had been consummated as of the beginning of fiscal year 2025 (in thousands) is as follows:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, 2026 |
|
|
March 31, 2025 |
|
Pro forma Revenue |
|
$ |
1,497,153 |
|
|
$ |
1,589,396 |
|
Pro forma Net Income including noncontrolling interests |
|
|
71,799 |
|
|
|
71,228 |
|
|
| Applied Sciences Consulting, Inc. |
|
| Business Combination [Line Items] |
|
| Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed on Preliminary Purchase Price Allocation |
The following table summarizes the acquisition date fair value of the purchase consideration transferred (in thousands):
|
|
|
|
|
|
|
Amount |
|
Cash and cash equivalents |
|
$ |
1,422 |
|
Accounts receivable |
|
|
1,210 |
|
Right of use assets, operating leases |
|
|
586 |
|
Property and Equipment |
|
|
140 |
|
Goodwill |
|
|
21,852 |
|
Intangible assets |
|
|
4,590 |
|
Accounts payable |
|
|
(557 |
) |
Short-term lease liabilities, operating leases |
|
|
(107 |
) |
Accrued expenses and other current liabilities |
|
|
(398 |
) |
Long-term lease liabilities, operating leases |
|
|
(511 |
) |
Net assets acquired |
|
$ |
28,227 |
|
|
| Schedule of Intangible Assets Value on Purchase Price |
Of the total purchase price, the following values were preliminarily assigned to intangible assets (in thousands, except for years):
|
|
|
|
|
|
|
|
|
Gross
Carrying
Amount |
|
|
Amortization
Period |
|
|
|
|
|
(in years) |
Backlog |
|
$ |
2,460 |
|
|
3 |
Customer relationships |
|
|
1,840 |
|
|
3 |
Non-compete agreements |
|
|
220 |
|
|
3 |
Trade name |
|
|
70 |
|
|
1 |
|
| Schedule of Supplemental Pro Forma Information |
Supplemental information of unaudited pro forma operating results assuming the ASC acquisition had been consummated as of the beginning of fiscal year 2024 (in thousands) is as follows:
|
|
|
|
|
Three Months Ended |
|
|
March 31, 2025 |
|
Pro forma Revenue |
$ |
1,556,243 |
|
Pro forma Net Income including noncontrolling interests |
|
82,101 |
|
|
| Chesapeake Technology International, Corp |
|
| Business Combination [Line Items] |
|
| Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed on Preliminary Purchase Price Allocation |
The following table summarizes the acquisition date fair value of the purchase consideration transferred (in thousands):
|
|
|
|
|
|
|
Amount |
|
Cash and cash equivalents |
|
$ |
4,769 |
|
Accounts receivable |
|
|
28,145 |
|
Contract assets |
|
|
4,256 |
|
Inventory |
|
|
169 |
|
Right of use assets, operating leases |
|
|
2,310 |
|
Prepaid expenses and other current assets |
|
|
498 |
|
Property and Equipment |
|
|
1,029 |
|
Goodwill |
|
|
57,468 |
|
Intangible assets |
|
|
34,820 |
|
Other noncurrent assets |
|
|
3,173 |
|
Accounts payable |
|
|
(17,818 |
) |
Short-term lease liabilities, operating leases |
|
|
(143 |
) |
Accrued expenses and other current liabilities |
|
|
(7,471 |
) |
Contract liabilities |
|
|
(8,079 |
) |
Deferred income taxes |
|
|
(5,446 |
) |
Long-term lease liabilities, operating leases |
|
|
(2,167 |
) |
Other long-term liabilities |
|
|
(3,979 |
) |
Net assets acquired |
|
$ |
91,534 |
|
|
| Schedule of Intangible Assets Value on Purchase Price |
Of the total purchase price, the following values were preliminarily assigned to intangible assets (in thousands, except for years):
|
|
|
|
|
|
|
|
|
Gross
Carrying
Amount |
|
|
Amortization
Period |
|
|
|
|
|
(in years) |
Customer relationships |
|
$ |
20,690 |
|
|
15 |
Backlog |
|
|
8,010 |
|
|
5 |
Developed technologies |
|
|
3,000 |
|
|
3 |
Non-compete agreements |
|
|
2,460 |
|
|
3 |
Trade name |
|
$ |
660 |
|
|
1 |
|
| Schedule of Supplemental Pro Forma Information |
Supplemental information of unaudited pro forma operating results assuming the CTI acquisition had been consummated as of the beginning of fiscal year 2024 (in thousands) is as follows:
|
|
|
|
|
Three Months Ended |
|
|
March 31, 2025 |
|
Pro forma Revenue |
$ |
1,589,802 |
|
Pro forma Net Income including noncontrolling interests |
|
81,518 |
|
|
| TRS group Inc |
|
| Business Combination [Line Items] |
|
| Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed on Preliminary Purchase Price Allocation |
The following table summarizes the acquisition date fair value of the purchase consideration transferred (in thousands):
|
|
|
|
|
|
|
Amount |
|
Cash and cash equivalents |
|
$ |
2,054 |
|
Accounts receivable |
|
|
3,390 |
|
Contract assets |
|
|
2,277 |
|
Income taxes receivable |
|
|
354 |
|
Prepaid expenses and other current assets |
|
|
2,414 |
|
Property and Equipment |
|
|
5,832 |
|
Goodwill |
|
|
22,972 |
|
Intangible assets |
|
|
6,100 |
|
Accounts payable |
|
|
(1,095 |
) |
Accrued expenses and other current liabilities |
|
|
(3,270 |
) |
Contract liabilities |
|
|
(4,222 |
) |
Short-term lease liabilities, operating leases |
|
|
(116 |
) |
Long-term lease liabilities, operating leases |
|
|
(124 |
) |
Net assets acquired |
|
$ |
36,566 |
|
|
| Schedule of Intangible Assets Value on Purchase Price |
Of the total purchase price, the following values were preliminarily assigned to intangible assets (in thousands, except for years):
|
|
|
|
|
|
|
|
|
Gross
Carrying
Amount |
|
|
Amortization
Period |
|
|
|
|
|
(in years) |
Backlog |
|
$ |
1,900 |
|
|
3 |
Developed technologies |
|
|
3,900 |
|
|
5 |
Trade name |
|
$ |
300 |
|
|
1 |
|
| Schedule of Supplemental Pro Forma Information |
Supplemental information of unaudited pro forma operating results assuming the TRS acquisition had been consummated as of the beginning of fiscal year 2024 (in thousands) is as follows:
|
|
|
|
|
Three Months Ended |
|
|
March 31, 2025 |
|
Pro forma Revenue |
$ |
1,556,383 |
|
Pro forma Net Income including noncontrolling interests |
|
82,047 |
|
|