Business Combinations and Asset Acquisition (Tables)
|
3 Months Ended |
Mar. 31, 2026 |
|---|
| Valiant Artificial Lift Solutions, LLC |
|
| Business Combination [Line Items] |
|
| Schedule of Assets Acquired and Liabilities Assumed |
The following table presents the preliminary purchase price allocation of the acquisition date fair value of the major classes of the assets acquired and liabilities assumed as of March 2, 2026 (in thousands):
|
|
|
|
|
|
As of March 2,
2026 |
|
Assets acquired: |
|
|
|
Cash and cash equivalents |
$ |
|
121,312 |
|
Accounts receivable, net |
|
|
30,590 |
|
Inventories |
|
|
35,484 |
|
Other current assets |
|
|
1,287 |
|
Property, plant and equipment |
|
|
59,699 |
|
Operating lease right-of-use assets |
|
|
617 |
|
Finance lease right-of-use assets |
|
|
384 |
|
Intangible assets |
|
|
51,000 |
|
Total assets acquired |
|
|
300,373 |
|
Liabilities assumed: |
|
|
|
Accounts payable |
|
|
6,446 |
|
Accrued expenses |
|
|
6,061 |
|
Deferred revenue |
|
|
4,336 |
|
Operating lease obligations |
|
|
617 |
|
Finance lease obligations |
|
|
384 |
|
Deferred tax liability |
|
|
22,188 |
|
Total liabilities assumed |
|
|
40,032 |
|
Total identifiable net assets |
|
|
260,341 |
|
Goodwill |
|
|
55,556 |
|
Total purchase price |
$ |
|
315,897 |
|
|
| Schedule of Intangible Assets And Amortization Periods |
Identifiable intangible assets and their amortization periods are estimated as follows (in thousands):
|
|
|
|
|
|
|
|
Cost Basis |
|
|
Useful Life (years) |
Non-compete agreement |
$ |
|
4,700 |
|
|
3 |
Trade name |
|
|
11,100 |
|
|
10 |
Customer relationships |
|
|
25,000 |
|
|
8 |
Customer contract |
|
|
10,200 |
|
|
10 |
|
$ |
|
51,000 |
|
|
|
|
| Schedule of Acquisition Consideration |
The following table sets forth the acquisition consideration for the Valiant Acquisition as of March 2, 2026 (in thousands):
|
|
|
|
|
|
As of March 2,
2026 |
|
Cash consideration, excluding Valiant's cash on hand |
$ |
|
170,000 |
|
Cash consideration for Valiant's cash on hand |
|
|
113,076 |
|
Equity consideration |
|
|
32,821 |
|
Total purchase price |
$ |
|
315,897 |
|
|
| Schedule of Certain Unaudited Pro Forma Financial Information |
The following table sets forth the unaudited supplemental pro forma financial information for the three months ended March 31, 2026 and 2025, as if the Company had completed the Valiant Acquisition on January 1, 2025 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
2026 |
|
|
2025 |
|
Pro forma revenue |
|
$ |
|
230,456 |
|
|
$ |
|
219,442 |
|
Pro forma net income |
|
$ |
|
32,669 |
|
|
$ |
|
33,700 |
|
|
| Archrock, Inc. |
|
| Business Combination [Line Items] |
|
| Schedule of Purchase Price Allocation Related to Acquisition |
The purchase price allocation related to the Archrock acquisition is as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
Cost Basis |
|
|
Useful Life (years) |
|
Property, plant and equipment |
$ |
|
68,903 |
|
|
|
7 – 15 |
|
Intangible assets - customer contracts |
|
|
1,925 |
|
|
|
|
3 |
|
Inventory |
|
|
172 |
|
|
|
N/A |
|
Total consideration transferred |
$ |
|
71,000 |
|
|
|
|
|
|