v3.26.3
Business Acquisitions
3 Months Ended
Sep. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Business Acquisitions Business Acquisitions
On October 20, 2025, ScanSource completed the acquisition of DataXoom, a connectivity provider dedicated to supporting purpose-built mobile deployments across the Company's current supplier line card and beyond. The initial cash purchase price totaled $18.4 million, in addition, the initial contingent consideration is valued at $9.4 million. DataXoom complements the Company's Advantix investment and is included in the Specialty Technology Solutions segment. The allocation of the purchase prices to the assets and liabilities acquired, including the final valuation of the identifiable intangible assets and associated tax adjustments, have been concluded as of the reporting date. The impact of the DataXoom acquisition was not material to the consolidated financial statements.
On September 1, 2026, ScanSource completed the acquisition of MicroAge, a leading IT solutions integrator, managed services provider (MSP), and digital transformation partner, helping businesses design, implement, secure, manage, and optimize their IT environments. MicroAge complements the Company's advisory business and is included in the Intelisys & Solution Services segment. The initial cash purchase price totaled $248.2 million. The Company acquired $30.5 million of cash during the acquisition, resulting in $217.8 million net cash paid for MicroAge initially. Per the purchase agreement, a portion of the purchase price was placed into escrow to indemnify the Company of any pre-acquisition contingencies. As of September 30, 2026, the balance available in escrow was $9.8 million, $3.0 million of which is reserved for post-closing adjustments.

The purchase price of this acquisition was allocated to the assets acquired and liabilities assumed based on their estimated fair values on the transaction date. Due to the proximity of the acquisition date to the end of the quarter, the valuation of tangible assets, identifiable intangible assets, and goodwill is still in process at the date of this filing, therefore, the estimates provided are subject to change.
MicroAge
(in thousands)
Fair value of assets acquired:
Cash and cash equivalents$30,465 
Accounts receivable43,808 
Prepaid expenses and other current assets1,886 
Property and equipment, net353 
Identifiable intangible assets177,200 
Other non-current assets5,237 
Total identifiable assets$258,949 
Fair value of liabilities assumed:
Accounts payable$39,148 
Accrued expenses and other current liabilities19,059 
Deferred income taxes46,663 
Other long-term liabilities4,872 
Total liabilities assumed$109,742 
Net assets acquired$149,207 
Goodwill99,030 
Total consideration transferred$248,237 

The following table summarizes the valuation of the fair value of intangibles acquired:

Fair ValueEstimated Useful Life
(in thousands)(in years)
Customer relationships$167,000 14
Trade names10,000 13
Non-compete agreements200 4
$177,200 

During the quarter ended September 30, 2026 and following acquisition on September 1, 2026, MicroAge contributed net sales of $20.0 million and net income of $0.6 million. MicroAge net income for the period described includes $1.2 million of amortization expense related to identified intangible assets.

The following unaudited pro forma financial information presents the combined results of operations of the Company and MicroAge as if the acquisition had occurred on July 1, 2025. For the quarter ended September 30, 2026, unaudited pro forma net sales and net income were approximately $1.0 billion and $9.7 million, respectively. For the quarter ended September 30, 2025, unaudited pro forma net sales and net income were approximately $786.3 million and $13.4 million, respectively.
The unaudited pro forma results were calculated by combining the historical results of the Company and MicroAge and giving effect to the acquisition and related adjustments as if the acquisition had occurred on July 1, 2025. The pro forma results include adjustments to conform MicroAge’s accounting policies to those of the Company, including the presentation of certain revenue arrangements on a gross or net basis, as applicable; incremental amortization expense associated with the fair value of acquired intangible assets; incremental interest expense associated with borrowings used to finance the acquisition; and the related income tax effects. The unaudited pro forma results do not reflect expected cost savings, operating synergies or other anticipated benefits of the acquisition.

The unaudited pro forma net income for the three months ended September 30, 2026 was adjusted to exclude $3.8 million of nonrecurring acquisition-related costs directly attributable to the acquisition. The unaudited pro forma net income for the three months ended September 30, 2025 was adjusted to include $3.9 million of nonrecurring acquisition-related costs as if such costs had been incurred during the period in which the acquisition is assumed to have occurred.

The unaudited pro forma financial information is presented for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved had the acquisition occurred on July 1, 2025, nor is it necessarily indicative of the Company’s future operating results.
The Company continues to evaluate acquisitions on an on-going basis and has recognized acquisition cost of $4.4 million and $0.3 million for the quarters ended September 30, 2026 and September 30, 2025, respectively. Acquisition-related costs are included in selling, general and administrative expenses on the Condensed Consolidated Income Statements.