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Note 5 - Acquisitions
9 Months Ended
Sep. 30, 2026
Notes to Financial Statements  
Business Combination [Text Block]

5. Acquisitions:

 

2026 Acquisition

 

On July 29, 2026, we completed the acquisition of 100% of the outstanding equity interests of McKenzie Intelligence Services ("MIS"), a geospatial intelligence and event response company specializing in global real-time catastrophe and conflict event analysis, for $25.6 million, net of cash acquired. We acquired MIS to expand our Catastrophe and Risk Solutions offerings by integrating its real-time geospatial intelligence with our catastrophe risk modeling, global loss indexes, advanced analytics and risk data. Acquisition-related costs were not material and were expensed as incurred. The results of MIS since the acquisition date and pro forma results of operations were not material to our condensed consolidated financial statements and are, therefore, not presented.

 

Acquisition Escrows and Related Liabilities

 

Pursuant to the related acquisition agreements, we have funded various escrow accounts to satisfy pre-acquisition indemnity and tax claims arising subsequent to the acquisition dates, as well as a portion of the contingent payment. At September 30, 2026 and December 31, 2025, the current portion of the escrows amounted to $3.0 million and $0.0 million, respectively. At September 30, 2026 and December 31, 2025, the noncurrent portion of the escrows amounted to $0.5 million and $2.7 million, respectively. The current and noncurrent portions of the escrows have been included in "Other current assets" and "Other noncurrent assets" in our accompanying condensed consolidated balance sheets, respectively.

 

As of September 30, 2026, there are no acquisition-related contingent payments for which the sellers of these acquisitions could receive additional payments by achieving the specific predetermined revenue and EBITDA margin earn-out targets for exceptional performance. We believe that the liabilities recorded as of  September 30, 2026 and  December 31, 2025 reflect the best estimate of acquisition-related contingent payments. The current liability for acquisition-related contingent payments was $0.0 million and $9.6 million as of  September 30, 2026 and  December 31, 2025, respectively. There was no associated noncurrent portion of the contingent payments as of  September 30, 2026 and  December 31, 2025.