v3.26.3
Acquisitions (Tables)
9 Months Ended
Sep. 30, 2026
Business Combination [Abstract]  
Schedule of Fair Value of the Total Purchase Consideration Transferred The preliminary fair value of the total purchase consideration transferred was $275.2 million, consisting of the following amounts:
Amount
Cash consideration$75.9 
Cash paid for Omega's closing cash balance18.0 
Total cash paid at close93.9 
Less settlement of pre-existing accounts payable to Omega(5.0)
Issuance of 3,599,199 Class A common stock (the "Omega equity consideration")
178.7 
Holdback for net working capital adjustment7.6 
Fair value of total purchase consideration transferred$275.2 
The fair value of the total purchase consideration transferred was $263.1 million, consisting of the following amounts:
Amount
Cash consideration$28.0 
Cash paid for GESA's closing cash balance16.8 
Total cash paid at close44.8 
Issuance of 2,880,682 Class A common stock (the "GESA equity consideration")
211.5 
Holdback for net working capital adjustment1.2 
Contingent consideration, at closing date fair value5.6 
Fair value of total purchase consideration transferred$263.1 
Schedule of Preliminary Allocation of the Total Purchase Consideration to the Identifiable Assets Acquired and Liabilities Assumed
The table below outlines the allocation of the total purchase consideration to the identifiable assets acquired and liabilities assumed, based on their preliminary fair values as of the acquisition date.
Amount
Cash$18.0 
Accounts receivable96.6 
Contract assets18.6 
Prepaid expenses and other current assets3.6 
Property, plant and equipment, net55.4 
Intangible assets - trademarks13.2 
Intangible assets - customer relationships90.6 
Total assets acquired$296.0 
Accounts payable$21.3 
Accrued liabilities9.8 
Contract liabilities9.5 
Long-term debt, current portion14.4 
Long-term debt, net of current portion19.7 
Deferred tax liabilities57.0 
Total liabilities assumed$131.7 
Net assets acquired164.3 
Goodwill$110.9 
The table below outlines the allocation of the total purchase consideration to the identifiable assets acquired and liabilities assumed, based on their preliminary fair values as of the acquisition date.
Amount
Cash$11.3 
Restricted cash5.5 
Accounts receivable24.1 
Contract assets1.9 
Prepaid expenses and other current assets2.9 
Inventories13.3 
Property, plant and equipment, net6.6 
Operating lease right-of-use assets10.1 
Intangible assets - trademarks14.9 
Intangible assets - customer relationships93.1 
Total assets acquired$183.7 
Accounts payable$3.3 
Accrued liabilities7.2 
Operating lease liabilities10.1 
Long-term debt, current portion18.1 
Long-term debt, net of current portion0.6 
Deferred tax liabilities50.8 
Total liabilities assumed$90.1 
Net assets acquired93.6 
Goodwill$169.5 
Schedule of Pro Forma Results
The tables below reflect pro forma revenues and net income for the three and nine months ended September 30, 2026 and 2025, as if the Omega Acquisition and the GESA Acquisition each occurred on January 1, 2025. Because the HVMVLV Acquisition closed during the third quarter of 2025, the Company’s reported results for the three and nine months ended September 30, 2025 include HVMVLV only from the acquisition date. The Company has included HVMVLV in the pro forma information below so that the 2025 comparative periods reflect HVMVLV for the full period, on the same basis as the Omega Acquisition and the GESA Acquisition. The tables below reflect pro forma revenues and net income for the three and nine months ended September 30, 2025, as if the HVMVLV Acquisition occurred on January 1, 2024. The “Pro forma Solaris and HVMVLV” amounts represent the Company’s results as reported for the 2025 periods, including the Company’s own revenue and net income, combined with HVMVLV’s results for the period before the acquisition date. HVMVLV is included in the Company’s reported results for the full three and nine months ended September 30, 2026, so no HVMVLV pro forma adjustment is reflected in the 2026 periods.
The pro-forma results include non-recurring adjustments to remove the acquisition-related costs described above from the three and nine months ended September 30, 2026, and the inclusion of those costs in the corresponding 2025 periods. These unaudited pro forma amounts are not necessarily indicative of the actual results that would have been achieved during the periods presented, nor do they predict future performance.
Three Months Ended September 30, 2026
As ReportedPro FormaPro FormaPro Forma
unauditedSolarisGESAOmegaCombined
Revenue$341.1 $— $126.9 $468.0 
Net income $39.3 $1.4 $12.5 $53.2 
Three Months Ended September 30, 2025
As ReportedPro formaPro FormaPro FormaPro Forma
unauditedSolarisHVMVLVGESAOmegaCombined
Revenue$166.8 $17.3 $18.8 $42.4 $245.3 
Net income$24.8 $1.3 $(1.6)$1.0 $25.5 
Nine Months Ended September 30, 2026
As ReportedPro FormaPro FormaPro Forma
unauditedSolarisGESAOmegaCombined
Revenue$756.7 $96.3 $396.4 $1,249.4 
Net income$96.6 $1.5 $87.6 $185.7 
Nine Months Ended September 30, 2025
As ReportedPro formaPro FormaPro FormaPro Forma
unauditedSolarisHVMVLVGESAOmegaCombined
Revenue$442.5 $41.5 $57.7 $118.8 $660.5 
Net income$61.9 $12.2 $(12.5)$10.4 $72.0