v3.26.1
Business Combinations (Tables)
6 Months Ended
Jun. 28, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Schedule of Fair Value of Consideration Transferred
The acquisition date fair value of the consideration transferred consisted of the following (in thousands):

Cash paid at close$36,000 
Fixed deferred acquisition consideration
12,907 
Total purchase consideration$48,907 
The acquisition date fair value of the consideration transferred consisted of the following (in thousands):

Cash paid at close (1)
$14,102 
Earnout contingent consideration (2)
5,380 
Total purchase consideration$19,482 
_________________________
(1)    Cash paid at close does not include the acquisition-related costs which are expensed when incurred and are not purchase consideration.

(2)    The earnout was accounted for as contingent consideration at fair value and was valued using a Monte Carlo simulation model, applying a revenue discount rate of 6.3% to the projected revenue inputs and a discount rate of 7.75% to present value the resulting payment as of the acquisition date. The fair value measurement was based on significant inputs not observable in the market, including projected revenue, probability, and the timing of achieving the earnout targets.
Schedule of Purchase Price Allocation
The purchase price allocation is as follows (in thousands):

Assets acquired:
Inventory$1,911 
Intangible assets19,090 
Goodwill27,906 
Total assets acquired$48,907 
Liabilities assumed:
Total liabilities assumed$— 
Fair value of assets acquired and liabilities assumed, net$48,907 
The purchase price allocation is as follows (in thousands):

Assets acquired:
Cash$27 
Restricted cash (1)
1,920 
Inventories2,455 
Other acquired assets433 
Intangible assets7,840 
Goodwill8,992 
Total assets acquired$21,667 
Liabilities assumed:
Accounts payable$1,960 
Other assumed liabilities225 
Total liabilities assumed$2,185 
Fair value of assets acquired and liabilities assumed, net$19,482 
_________________________
(1)    Restricted cash is in escrow funds to secure post-acquisition indemnification obligations and working capital adjustments.
Schedule of Intangible Assets Acquired
The fair values and useful lives of identifiable intangible assets were as follows:

Gross
amount
Estimated
useful life
(In thousands)(In years)
Customer relationship (1)
$8,320 10
Proprietary technologies (2)
9,670 
5 - 10
Trade names (3)
1,100 13
Total intangible assets$19,090 
_________________________
(1)    Customer relationship intangible assets were valued using the multi-period excess earnings method, which is the present value of the projected cash flows expected to be generated by the existing customer relationships, after deducting contributory asset charges representing a fair return on other assets required to generate those cash flows. Key assumptions included discounted cash flow and estimated customer retention rates.

(2)    Proprietary technologies intangible assets comprised of various developed technologies, which were valued using the relief-from-royalty method and the multi-period excess earnings method. For the proprietary technology intangible asset valued using the relief-from-royalty method, which is based on the discounted cash flow savings accruing to the owner from not having to license the technology from a third party. Key assumptions included attributable revenue, royalty rates, and technology obsolescence rates. For the proprietary technology intangible asset valued using the multi-period excess earnings method, which is based on the discounted cash flows after deducting contributory asset charges representing a fair return on other assets required to generate those cash flows. Key assumptions included attributable revenue, profitability, cash flows, and technology obsolescence rates.

(3)    Trade names intangible assets were valued using the relief from royalty method, which is the discounted cash flow savings accruing to the owner by virtue of the fact that the owner is not required to license the trade names from a third party. Key assumptions included attributable revenue expected from the trade names, royalty rates, and assumed asset life.
The fair values and useful lives of identifiable intangible assets were as follows:

Gross
amount
Estimated
useful life
(In thousands)(In years)
Customer relationship (1)
$470 5
Proprietary technologies (2)
4,810 10
Trade names (3)
2,560 10
Total intangible assets$7,840 
_________________________
(1)    Customer relationship intangible assets were valued using the distributor method, which is the present value of the after-tax cash flows expected to be generated by the existing customer relationships, after reduction by an estimated fair rate of return on contributory assets required to generate the customer relationship revenues. Key assumptions included the discount rate, estimated customer retention rates, and the selected distributor profit margin derived from guideline public distributor companies.

(2)    Proprietary technologies intangible assets were valued using the multi-period excess earnings method based on the discounted cash flows and technology obsolescence rate. Key assumptions included attributable revenue, profitability, cash flows, and technology obsolescence rates.

(3)    Trade names intangible assets were valued using the relief from royalty method, which is the discounted cash flow savings accruing to the owner by virtue of the fact that the owner is not required to license the trade names from a third party. Key assumptions included attributable revenue expected from the trade names, royalty rates, and assumed asset life.