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Acquisition of ACP Advanced Circuit Pursuit AG
 12 Months Ended
Dec. 31, 2025
Business combination [Abstract]  
Acquisition of ACP Advanced Circuit Pursuit AG Acquisition of ACP Advanced Circuit Pursuit AG
On January 16, 2025, the Company closed its acquisition of 100% of the share capital and voting rights of ACP Advanced Circuit Pursuit AG ("ACP"), a Swiss corporation with wholly-owned subsidiaries in China, Hong Kong and France. The subsidiaries in China and Hong Kong were subsequently closed, incurring restructuring costs of approximately $350,000. The French subsidiary was merged into Sequans Communications S.A. in July 2025.
The purchase price is a combination of fixed and contingent consideration. Fixed consideration was $3,084,000, of which $2,709,000 was paid in cash directly to selling shareholders in the first half of 2025 and $375,000 paid to an escrow agent in July 2025, to be released absent any claims by the Company on July 16, 2026. Contingent consideration is an earn-out payment (calculated as gross margin achieved from sales to the customers that ACP had as of the acquisition date, recognized through December 31, 2026). The amount of the earn-out has been valuated at the acquisition date at $566,000 and recorded at December 31, 2025 as $984,000.
The fair values of the identifiable assets and liabilities of ACP as at the date of acquisition were as follows :
 (amounts in thousands)At January 16, 2025
 
ASSETS
Non-current assets:
Property, plant and equipment$862 
Intangible assets1,909 
Deposits and other receivables34 
   Total non-current assets2,805 
Current assets: 
Inventories92 
Prepaid expenses129 
Other receivables32 
Research tax credit receivable120 
Cash and cash equivalents268 
   Total current assets641 
Total assets$3,446 
LIABILITIES 
Non-current liabilities: 
Government research financing225 
Provisions593 
   Total non-current liabilities818 
Current liabilities: 
Trade payables43 
Government loan194 
Government research financing60 
Contract liabilities2,047 
Other current liabilities and provisions310 
   Total current liabilities2,654 
Total Liabilities$3,472 
Total identifiable net assets at fair value$(26)
Goodwill arising on acquisition3,676 
Purchase consideration transferred$3,650 
Analysis of cash flows on acquisition:
Net cash acquired268 
Cash paid to investors(2,709)
Provision of earn-out(566)
Provision for payment to escrow(375)
$(3,382)
Transaction costs, primarily legal fees, amounted to $325,000. These costs were recorded in general and administrative expenses as incurred in 2024 and 2025.
From the acquisition date on January 16, 2025 to December 31, 2025, ACP contributed $6,952,000 to the Company's revenues and $3,132,000 to net profit.