ACQUISITIONS AND DIVESTITURES |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| ACQUISITIONS AND DIVESTITURES | ACQUISITIONS AND DIVESTITURES 2026 Acquisitions For the six months ended June 30, 2026, the Company completed two business combinations for aggregate cash consideration of $11.1 million, net of cash acquired. The contingent consideration for these acquisitions was $2.9 million. The total purchase consideration was allocated as follows: $2.9 million to acquired intangible assets, $8.6 million to goodwill, and $0.4 million to net tangible liabilities. The acquired intangible assets consisted primarily of customer relationships and developed technology, which were valued using the income approach. Of the goodwill recognized with these acquisitions, $0.8 million is expected to be deductible for tax purposes. The Company’s transaction costs related to these 2026 acquisitions were not material. The financial results of these acquisitions were included in the Condensed Consolidated Financial Statements from the acquisition dates. 2025 Acquisitions For the six months ended June 30, 2025, the Company completed two business combinations for aggregate cash consideration of $16.8 million, net of cash acquired. The total purchase consideration was allocated as follows: $2.9 million to acquired intangible assets, $13.8 million to goodwill, and $0.1 million to net tangible assets. The acquired intangible assets consisted primarily of customer relationships and trademarks, which were valued using the income approach. Of the goodwill recognized with these acquisitions, $1.7 million is expected to be deductible for tax purposes. The Company’s transaction costs related to these 2025 acquisitions were not material. The financial results of these acquisitions were included in the Condensed Consolidated Financial Statements from the acquisition dates. 2025 Divestitures For the six months ended June 30, 2025, the Company divested one non-core business for total cash proceeds of $4.1 million. The divested business included $4.5 million of net assets. The Company recorded a loss on divestiture of approximately $0.4 million, which is included in Other income (expense), net. The Company’s transaction costs related to the 2025 divestiture were not material. Contingent Consideration Some of the Company’s acquisitions contain contingent consideration which is based on the acquired company’s earnings for a predetermined period. These contingent consideration liabilities are included in Other current liabilities and Other noncurrent liabilities in the Condensed Consolidated Balance Sheets, depending on the expected timing of settlement. Additions to contingent consideration recognized in connection with acquisitions are non-cash in nature. Payments of contingent consideration are cash in nature. Change in fair value is recognized in Other operating expense (income), net in the Condensed Consolidated Statements of Operations. Activity related to the Company’s contingent consideration is as follows:
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