Business Combinations (Tables)
|
12 Months Ended |
Dec. 31, 2025 |
| Oldham Seals Group Limited |
|
| Business Combination [Line Items] |
|
| Schedule of Underlying Assets Acquired and Liabilities Assumed |
The following table summarizes the purchase price allocation to the underlying assets acquired and liabilities assumed based on their fair values as of the acquisition date:
|
|
|
|
|
|
|
Estimated Fair Value |
|
Cash and cash equivalents |
|
$ |
10,690 |
|
Accounts receivable |
|
|
1,979 |
|
Inventories |
|
|
2,064 |
|
Prepaid expenses and other current assets |
|
|
524 |
|
Property, plant and equipment |
|
|
4,842 |
|
Operating lease right-of-use assets |
|
|
2,005 |
|
Intangible assets |
|
|
54,532 |
|
Goodwill |
|
|
58,586 |
|
Total assets acquired |
|
|
135,222 |
|
Accounts payable |
|
|
1,651 |
|
Operating lease liabilities, current |
|
|
442 |
|
Accrued expenses and other current liabilities |
|
|
1,308 |
|
Operating lease liabilities, noncurrent |
|
|
1,467 |
|
Deferred tax liabilities |
|
|
14,924 |
|
Total liabilities assumed |
|
|
19,792 |
|
Net assets and liabilities |
|
$ |
115,430 |
|
|
| Spira Manufacturing Corporation |
|
| Business Combination [Line Items] |
|
| Schedule of Underlying Assets Acquired and Liabilities Assumed |
The following table summarizes the purchase price allocation to the underlying assets acquired and liabilities assumed based on their fair values as of the acquisition date:
|
|
|
|
|
|
|
Estimated Fair Value |
|
Cash and cash equivalents |
|
$ |
1,205 |
|
Accounts receivable |
|
|
1,332 |
|
Inventories |
|
|
2,854 |
|
Property, plant and equipment |
|
|
2,635 |
|
Operating lease right-of-use assets |
|
|
3,098 |
|
Intangible assets |
|
|
21,700 |
|
Goodwill |
|
|
27,933 |
|
Total assets acquired |
|
|
60,757 |
|
Accounts payable |
|
|
146 |
|
Contract liabilities |
|
|
1,083 |
|
Operating lease liabilities, current |
|
|
460 |
|
Accrued expenses and other current liabilities |
|
|
305 |
|
Operating lease liabilities, noncurrent |
|
|
2,638 |
|
Deferred tax liabilities |
|
|
5,658 |
|
Total liabilities assumed |
|
|
10,290 |
|
Net assets and liabilities |
|
$ |
50,467 |
|
|
| Arxis Businesses Transaction [Member] |
|
| Business Combination [Line Items] |
|
| Schedule of Underlying Assets Acquired and Liabilities Assumed |
The following table summarizes the purchase price allocation to the underlying assets acquired and liabilities assumed based on their fair values as of the acquisition date:
|
|
|
|
|
|
|
Estimated Fair Value |
|
Cash and cash equivalents |
|
$ |
46,900 |
|
Accounts receivable |
|
|
139,756 |
|
Contract assets |
|
|
13,837 |
|
Inventories |
|
|
251,426 |
|
Prepaid expenses and other current assets |
|
|
33,734 |
|
Property, plant and equipment |
|
|
334,462 |
|
Intangible assets |
|
|
1,797,352 |
|
Goodwill |
|
|
1,778,438 |
|
Operating lease right-of-use assets |
|
|
24,714 |
|
Other assets |
|
|
39,730 |
|
Total assets acquired |
|
|
4,460,349 |
|
Accounts payable |
|
|
31,380 |
|
Contract liabilities, current |
|
|
4,911 |
|
Operating lease liabilities, current |
|
|
4,420 |
|
Debt, current |
|
|
14,382 |
|
Accrued expenses and other current liabilities |
|
|
97,253 |
|
Debt, noncurrent |
|
|
1,454,776 |
|
Contract liabilities, noncurrent |
|
|
2,435 |
|
Operating lease liabilities, noncurrent |
|
|
19,916 |
|
Deferred tax liabilities |
|
|
306,039 |
|
Other long-term liabilities |
|
|
134,940 |
|
Total liabilities assumed |
|
|
2,070,452 |
|
|
|
|
|
|
|
|
Estimated Fair Value |
|
Net assets and liabilities |
|
$ |
2,389,897 |
|
|
| Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination |
The following table presents the amounts allocated to the intangible assets identified at the acquisition date and the estimated useful lives:
|
|
|
|
|
|
|
|
|
|
|
Weighted-Average Remaining Useful Lives (in years) |
|
|
Estimated Fair Value |
|
Trademarks |
|
|
17 |
|
|
$ |
176,500 |
|
Customer relationships |
|
|
24 |
|
|
|
1,337,200 |
|
Patents and technology |
|
|
17 |
|
|
|
283,652 |
|
Total intangible assets acquired |
|
|
|
|
$ |
1,797,352 |
|
|
| Business Acquisition, Pro Forma Information |
The following unaudited pro forma financial information summarizes the Combined Results of Operations of the Company, and both Connector TopCo, L.P. and Ovation TopCo, L.P., as if each had been acquired as of January 1, 2023:
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
|
2024 |
|
|
2023 |
|
Revenue |
|
$ |
1,389,563 |
|
|
$ |
1,237,918 |
|
Net loss |
|
$ |
(196,078 |
) |
|
$ |
(222,281 |
) |
|
| RMB Products, Inc. |
|
| Business Combination [Line Items] |
|
| Schedule of Underlying Assets Acquired and Liabilities Assumed |
The following table summarizes the purchase price allocation to the underlying assets acquired and liabilities assumed based on their fair values as of the acquisition date:
|
|
|
|
|
|
|
Estimated Fair Value |
|
Cash and cash equivalents |
|
$ |
1,416 |
|
Accounts receivable |
|
|
3,292 |
|
Inventories |
|
|
5,725 |
|
Prepaid expenses and other current assets |
|
|
2,632 |
|
Property, plant and equipment |
|
|
5,738 |
|
Intangible assets |
|
|
17,700 |
|
Goodwill |
|
|
28,871 |
|
Operating lease right-of-use assets |
|
|
5,991 |
|
Total assets acquired |
|
|
71,365 |
|
Accrued expenses and other current liabilities |
|
|
11,865 |
|
Operating lease liabilities, noncurrent |
|
|
5,726 |
|
Deferred tax liabilities |
|
|
5,156 |
|
Total liabilities assumed |
|
|
22,747 |
|
Net assets and liabilities |
|
$ |
48,618 |
|
|
| M-Wave Design Corporation |
|
| Business Combination [Line Items] |
|
| Schedule of Underlying Assets Acquired and Liabilities Assumed |
The following table summarizes the purchase price allocation to the underlying assets acquired and liabilities assumed based on their fair values as of the acquisition date:
|
|
|
|
|
|
|
Estimated Fair Value |
|
Cash and cash equivalents |
|
$ |
1,202 |
|
Accounts receivable |
|
|
672 |
|
Inventories |
|
|
423 |
|
Property, plant and equipment |
|
|
56 |
|
Intangible assets |
|
|
9,400 |
|
Goodwill |
|
|
1,675 |
|
Total assets acquired |
|
|
13,428 |
|
Accounts payable |
|
|
101 |
|
Accrued expenses and other current liabilities |
|
|
38 |
|
Contract liabilities |
|
|
931 |
|
Total liabilities assumed |
|
|
1,070 |
|
Net assets and liabilities |
|
$ |
12,358 |
|
|