v3.26.1
Acquisitions
3 Months Ended
Mar. 31, 2026
Lea & Eddy Holdings, LLC  
Business Combination [Line Items]  
Acquisitions
4.
Acquisitions

Accelerated Acquisition

On April 14, 2025, the Company acquired 100% of the equity interests in Accelerated Water Resources, LLC (“Accelerated”) from Basin Properties, LLC and NGL Water Solutions Permian, LLC (the "Accelerated Acquisition") in exchange for cash. In connection with the Accelerated Acquisition, the Company acquired two ranches with an aggregate of approximately 72,000 acres consisting of fee acreage and leased acres. The Accelerated Acquisition complements the Company's business by increasing the total acres owned by the Company and resource sales and royalties from water, caliche and other royalties from saltwater disposal. The Accelerated Acquisition was financed through long-term debt.

The transaction was accounted for as a business combination under ASC 805, Business Combinations, with the purchase price allocated to the acquired tangible and intangible assets and liabilities based on their estimated fair values as of the acquisition date. The Company makes various assumptions in estimating the fair values of assets acquired and liabilities assumed. The most significant assumptions relate to the estimated fair values of the acquired intangibles, which were estimated utilizing a discounted cash flow model. These methods are considered Level 3 fair value estimates and include significant assumptions of future revenues and cost estimates, discounted using weighted average cost of capital for industry peers. The most significant input to the valuation was the weighted average cost of capital of 20%. Fair value estimates involve significant assumptions and are classified as Level 3 in the fair value hierarchy.

The following table summarizes the preliminary allocation of the purchase price at the date of acquisition:

 

(in thousands)

 

 

 

Purchase price, net

 

$

191,684

 

Fair value of total consideration transferred

 

$

191,684

 

 

 

 

Recognized amounts of identifiable assets acquired and liabilities assumed:

 

 

 

Accounts receivable

 

 

9,748

 

Accrued revenue

 

 

4,984

 

Other current assets

 

 

350

 

Biological assets – cattle

 

 

737

 

Ranch properties

 

 

16,630

 

Property, plant and equipment

 

 

23,527

 

Intangible assets

 

 

138,894

 

Accounts payable

 

 

(1,402

)

Taxes payable

 

 

(887

)

Accrued liabilities

 

 

(897

)

Net assets acquired

 

$

191,684

 

 

Intangible assets acquired include permits, water rights, surface rights, and saltwater disposal rights associated with the operations of the oil and gas services. See Note 2 – Summary of Significant Accounting Policies for further information.

Pro Forma Financial Information

The following unaudited summary financial information for the three months ended March 31, 2025 gives effect to the Accelerated Acquisition as if it had been completed on January 1, 2025. The unaudited pro forma financial information is provided for illustrative purposes only and does not purport to represent what the actual consolidated results of operations or the consolidated financial position of the Company would have been had the Accelerated Acquisition and related financing occurred on the date noted above, nor is it indicative of future results.

 

 

 

Three Months Ended March 31,

 

(in thousands)

 

2025

 

Total revenue

 

$

22,834

 

Net income

 

$

17,278