v3.26.1
Acquisitions
 12 Months Ended
Mar. 31, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Acquisitions ACQUISITIONS
Acquisition of NDS - On February 2, 2026, the Company completed the acquisition of the water management business of Norma Group SE, known as NDS. NDS expands the Company’s water management offering into complementary products through the addition of NDS’ residential water management, access box and irrigation solutions. The preliminary fair value of consideration transferred was approximately $972.5 million, which represented the purchase price of $984.9 million, net of cash acquired of $3.2 million and cash included in held for sale of $9.2 million. The preliminary purchase price excludes transaction costs. The acquisition was primarily funded from cash on hand. NDS will be included in the Stormwater reportable segment.
Summary of Consideration Transferred - The Company has applied the acquisition method of accounting in accordance with ASC 805, Business Combinations (“ASC 805”) and recognized assets acquired and liabilities assumed at their fair value as of the date of acquisition, with the excess purchase consideration recorded to goodwill. As the Company finalizes the estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments may be recorded during the measurement period (up to one year from the closing date).
The following table summarizes consideration transferred and the preliminary purchase price allocation of identified assets acquired and liabilities assumed:
(Amounts in thousands)Preliminary Amount
Cash and cash equivalents$3,189 
Accounts receivable44,944 
Inventory93,092 
Other current assets1,359 
Assets held for sale(a)
42,554 
Property, plant and equipment67,699 
Goodwill317,677 
Intangible assets456,920 
Deferred tax assets5,751 
Other assets17,212 
Total assets acquired1,050,397 
Accounts payable(10,664)
Accrued expenses(29,285)
Liabilities held for sale(a)
(13,779)
Other liabilities(11,788)
Total liabilities acquired(65,516)
Total preliminary fair value of consideration transferred
$984,881 
(a)Upon acquisition, certain NDS entities met the held-for-sale criteria. The Company accordingly classified the associated assets acquired and liabilities assumed as held for sale.
During the period from the Closing Date through March 31, 2026, the Company’s consolidated results of     operations included $48.8 million of net sales, $4.7 million of Net loss from continuing operations and $1.1 million of Net loss from discontinued operations associated with the results of operations of NDS. See “Note 5. Discontinued Operations and Assets and Liabilities Held for Sale” for additional information.
The preliminary goodwill of $317.7 million represents the excess of consideration transferred over the preliminary fair value of assets acquired and liabilities assumed and is attributable to expected cross-selling and operating efficiencies. The goodwill is assigned to the Stormwater reportable segment and $271.6 million of the preliminary goodwill is deductible for income tax purposes.
Identifiable Intangible Assets Acquired - The identifiable intangible assets recorded in connection with the acquisition of NDS are based on preliminary valuations including customer relationships, tradename and developed technology totaling $456.9 million. Customer relationships will be amortized using an accelerated method over the useful life. Tradenames and developed technology will be amortized on a straight-line basis over their estimated useful lives. The preliminary fair values and useful lives of acquired intangible assets is presented in the table below.

(Amounts in thousands)Preliminary fair valuePreliminary Useful Lives
Customer relationships$419,000 20 years
Tradename37,00020 years
Developed technology92012 years
Total identifiable intangible assets$456,920 

The preliminary estimate of the fair value of the identifiable intangible assets was determined using the methods described below. The fair value measurements were primarily based on significant inputs that are not observable in the market and thus represent a Level 3 measurement of the fair value hierarchy as defined in ASC 820, Fair Value Measurements (“ASC 820”). Intangible assets consist of acquired customer relationships, patents and developed technology, and tradename and trademarks.

•Customer relationships were valued using the income approach, specifically, the multi-period excess earnings method, which calculates the present value of the estimated revenues and net cash flows derived from the customer relationships.
•Tradename and trademarks were valued using the income approach, specifically, the relief form royalty method, which calculates the present value of hypothetical royalty payments that would be avoided by owning the asset rather than licensing it from a third party.
•Developed technology intangible assets were valued using the income approach, specifically, the relief from royalty method, which calculates the present value of hypothetical royalty payments that would be avoided by owning the technology rather than licensing it from a third party.

Pro Forma Financial Information - The unaudited pro forma information for the fiscal year ended March 31, 2026 presented below includes the effects of the NDS acquisition as if it had been consummated as of April 1, 2024, with adjustments to give effect to pro forma events that are directly attributable to the acquisition of NDS. Adjustments include those related to the depreciation and amortization of acquired fixed and intangible assets, transaction costs, inventory step-up and the estimated tax impacts thereof. The unaudited pro forma information does not reflect any operating efficiency or potential cost savings that could result from the consolidation of NDS. Accordingly, the unaudited pro forma information is presented for informational purposes only and is not necessarily indicative of the actual results of the combined company if the acquisition had occurred at the beginning of the period presented, nor is it indicative of the future results of operations.
(Amounts in thousands)20262025
Net sales$3,289,692 $3,185,159 
Net income attributable to ADS456,002 411,684 

During the fiscal year ended March 31, 2026, the Company incurred $40.3 million of transaction costs related to the acquisition such as legal, accounting, valuation and other professional services. These costs are included in selling, general and administrative expenses in the Consolidated Statements of Operations and are reflected in pro forma earnings for the fiscal year ended March 31, 2025 in the table above. These costs are deductible for income tax purposes.
Acquisition of River Valley Pipe - On May 8, 2025, the Company completed its acquisition of the assets of River Valley Pipe LLC (“River Valley Pipe”), a privately-owned pipe manufacturing company located in the Midwest region of the United States. The preliminary fair value of consideration transferred was approximately $18.8 million. The acquisition was funded from cash on hand. River Valley Pipe is included in the Stormwater reportable segment.
The following table summarizes the consideration transferred and the preliminary purchase price allocation of assets acquired and liabilities assumed. The purchase price allocation for assets acquired and liabilities assumed is preliminary and will be finalized when valuations are complete and final assessments of the fair value of acquired assets and assumed liabilities are completed. Such finalization may result in material changes from the preliminary purchase price allocation. The Company's estimates and assumptions are subject to change during the measurement period (up to one year from the closing date), as the Company continues to finalize the valuations of assets acquired and liabilities assumed.
(Amounts in thousands)Initial AmountValuation AdjustmentsUpdated Amount
Accounts receivable$3,101 $— $3,101 
Inventory3,027 — 3,027 
Property, plant and equipment6,986 — 6,986 
Goodwill4,964 (1,029)3,935 
Intangible assets2,970 — 2,970 
Other assets75 — 75 
Total assets acquired21,123 (1,029)20,094 
Accounts payable(1,227)— (1,227)
Accrued expenses(285)236 (49)
Other liabilities(35)— (35)
Total liabilities acquired(1,547)236 (1,311)
Total preliminary fair value of consideration transferred
$19,576 $(793)$18,783 
The preliminary goodwill of $3.9 million represents the excess of consideration transferred over the preliminary fair value of assets acquired and liabilities assumed and is attributable to expected operating efficiencies. The goodwill is deductible for income tax purposes and is assigned to Stormwater.
The preliminary purchase price excludes transaction costs. During the fiscal year ended March 31, 2026, the Company incurred $0.5 million of transaction costs related to the acquisition such as legal, accounting, valuation and other professional services. These costs are included in selling, general and administrative expenses in the Consolidated Statements of Operations.
The identifiable intangible assets recorded in connection with the acquisition of River Valley Pipe are based on preliminary valuations including customer relationships and tradename totaling $3.0 million. The intangible assets will be amortized on a straight-line basis over their estimated useful lives.
(Amounts in thousands)Preliminary fair valuePreliminary Useful Lives
Customer relationships$2,600 10 years
Tradename3705 years
Total identifiable intangible assets$2,970 
The Company has excluded certain disclosures required under ASC 805, Business Combinations as they are not material to the financial statements.
Acquisition of Orenco - On October 1, 2024, the Company’s wholly-owned subsidiary, Infiltrator, completed the acquisition of Orenco Systems, Inc. (“Orenco”), a leading manufacturer of decentralized wastewater management products serving residential and non-residential end markets. The fair value of consideration transferred was approximately $236.3 million, which represented the purchase price of $255.0 million, net of cash acquired of $18.7 million. The acquisition was funded from cash on hand. Orenco is included in the Wastewater reportable segment.
The following table summarizes the consideration transferred and the purchase price allocation of assets acquired and liabilities assumed:
(Amounts in thousands)Initial AmountValuation AdjustmentsFinal Amount
Accounts receivable$12,277 $(160)$12,117 
Inventory15,651 — 15,651 
Other current assets219 — 219 
Property, plant and equipment8,533 (1,228)7,305 
Goodwill104,007 224 104,231 
Intangible assets148,000 — 148,000 
Other assets9,041 — 9,041 
Total assets acquired297,728 (1,164)296,564 
Accounts payable(3,618)— (3,618)
Accrued expenses(15,823)— (15,823)
Deferred tax liabilities(36,250)147 (36,103)
Other liabilities(4,727)— (4,727)
Total liabilities acquired(60,418)147 (60,271)
Total fair value of consideration transferred
$237,310 $(1,017)$236,293 
The goodwill of $104.2 million represents the excess of consideration transferred over the fair value of assets acquired and liabilities assumed and is attributable to expected operating efficiencies. The goodwill is not deductible for income tax purposes and is assigned to Wastewater.
The purchase price excludes transaction costs. During the fiscal year ended March 31, 2025, the Company incurred $7.5 million of transaction costs related to the acquisition such as legal, accounting, valuation and other professional services. These costs are included in selling, general and administrative expenses in the Consolidated Statements of Operations.
The identifiable intangible assets recorded in connection with the acquisition of Orenco include customer relationships, developed technology and tradename totaling $148.0 million. The intangible assets will be amortized on a straight-line basis over their estimated useful lives.
(Amounts in thousands)Fair valueUseful Lives
Customer relationships$99,000 15 years
Developed technology42,00012 years
Tradename7,00020 years
Total identifiable intangible assets$148,000 
The Company has excluded certain disclosures required under ASC 805, Business Combinations as they are not material to the financial statements.