Acquisitions (Tables)
|
6 Months Ended |
Jun. 30, 2026 |
|---|
| Business Combination [Abstract] |
|
| Summary of the Consideration Paid |
The following is a summary of consideration paid:
|
|
|
|
|
|
|
Fair Value |
|
Cash |
|
$ |
42,705 |
|
Fair value of equity consideration |
|
|
19,283 |
|
Fair value of contingent consideration |
|
|
11,846 |
|
Total purchase consideration |
|
$ |
73,834 |
|
The following is a summary of consideration paid:
|
|
|
|
|
|
|
Fair Value |
|
Cash |
|
$ |
129,809 |
|
Fair value of equity consideration |
|
|
94,515 |
|
Fair value of contingent consideration |
|
|
6,600 |
|
Total purchase consideration |
|
$ |
230,924 |
|
|
| Summary of Provisional Fair Value of the Net Assets Acquired as of the Acquisition Date |
The following table presents the fair value of the net assets acquired as of the acquisition date:
|
|
|
|
|
|
|
Fair Value |
|
ASSETS |
|
|
|
Cash and cash equivalents |
|
$ |
2,468 |
|
Accounts receivable |
|
|
1,409 |
|
Due from related parties |
|
|
51 |
|
Prepaid expenses and other assets |
|
|
351 |
|
Property and equipment, net |
|
|
170 |
|
Right-of-use assets |
|
|
775 |
|
Intangible assets, net |
|
|
31,306 |
|
Total assets acquired |
|
$ |
36,530 |
|
LIABILITIES |
|
|
|
Accounts payable and accrued expenses |
|
$ |
2,105 |
|
Accrued compensation and benefits |
|
|
176 |
|
Deferred revenues |
|
|
1,246 |
|
Lease liabilities |
|
|
775 |
|
Deferred tax liabilities |
|
|
7,826 |
|
Total liabilities assumed |
|
$ |
12,128 |
|
|
|
|
|
Net identifiable assets acquired |
|
$ |
24,402 |
|
Goodwill |
|
|
49,432 |
|
Net assets acquired |
|
$ |
73,834 |
|
The following table presents the provisional fair value of the net assets acquired as of the acquisition date:
|
|
|
|
|
|
|
Fair Value |
|
ASSETS |
|
|
|
Cash and cash equivalents |
|
$ |
2,634 |
|
Accounts receivable |
|
|
6,340 |
|
Due from related parties |
|
|
208 |
|
Prepaid expenses and other assets |
|
|
529 |
|
Property and equipment, net |
|
|
73 |
|
Right-of-use assets |
|
|
259 |
|
Intangible assets, net |
|
|
178,400 |
|
Total assets acquired |
|
$ |
188,443 |
|
LIABILITIES |
|
|
|
Accounts payable and accrued expenses |
|
$ |
1,611 |
|
Accrued compensation and benefits |
|
|
2,841 |
|
Deferred revenues |
|
|
159 |
|
Lease liabilities |
|
|
259 |
|
Total liabilities assumed |
|
|
4,870 |
|
|
|
|
|
Net identifiable assets acquired |
|
$ |
183,573 |
|
Goodwill |
|
|
55,070 |
|
Less: fair value of noncontrolling interests |
|
|
(7,719 |
) |
Net assets acquired |
|
$ |
230,924 |
|
|
| Summary of the Fair Value of Identifiable Intangible Assets Acquired |
The following table presents the fair value of the identifiable intangible assets acquired:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
Average |
|
|
|
|
|
|
Amortization |
|
|
|
Fair Value |
|
|
Period |
|
Value of management and advisory contracts |
|
$ |
20,102 |
|
|
10 |
|
Value of direct investors and intermediary relationships |
|
|
9,776 |
|
|
13 |
|
Value of trade name |
|
|
879 |
|
|
|
20 |
|
Value of technology |
|
|
549 |
|
|
4 |
|
Total identifiable intangible assets |
|
$ |
31,306 |
|
|
|
|
The following table presents the provisional fair value of the identifiable intangible assets acquired:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
Average |
|
|
|
|
|
|
Amortization |
|
|
|
Fair Value |
|
|
Period |
|
Value of management and advisory contracts |
|
$ |
172,800 |
|
|
|
23 |
|
Value of direct investors and intermediary relationships |
|
|
4,000 |
|
|
8 |
|
Value of trade name |
|
|
1,600 |
|
|
10 |
|
Total identifiable intangible assets |
|
$ |
178,400 |
|
|
|
|
|
| Summary of Unaudited Pro Forma Condensed Consolidated Results of Operations Attributable to the Acquisitions |
The following unaudited pro forma condensed consolidated results of operations of the Company assumes the acquisition of Stellus was completed on January 1, 2025, including the results from operations for the acquired business as well as the impact of assumed financing of the transaction and the impact of the purchase price allocation (including the amortization of acquired intangible assets and interest expense based on debt issued). Additionally, this does not reflect any pro forma adjustments related to the acquisition which occurred in 2025.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended June 30, |
|
|
For the Six Months
Ended June 30, |
|
|
|
|
|
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
$ |
89,115 |
|
|
$ |
81,714 |
|
|
$ |
172,706 |
|
|
$ |
158,261 |
|
Net income attributable to Ridgepost Capital |
|
|
7,439 |
|
|
|
4,437 |
|
|
|
14,774 |
|
|
|
9,416 |
|
|