On December 27, 2024, the Company acquired Qubitekk Federal, LLC (“Qubitekk”) for total consideration of approximately $22.1 million of cash consideration, of which $15.5 million was paid at closing, with the remainder to be paid over the next eighteen months, subject to reductions for indemnities, working capital adjustments, and certain other conditions that existed at the acquisition date. The holdback liabilities are recorded in accrued expenses and other current liabilities and other noncurrent liabilities on the consolidated balance sheets. The acquisition supports the Company’s quantum networking capabilities by expanding its quantum networking expertise and technology portfolio. The Company incurred approximately $1.5 million in acquisition costs, which were primarily related to fees associated with financial and legal advisors and were recorded in general and administrative expenses in the consolidated statements of operations for the year ended December 31, 2024.

The Company utilized a benchmarking approach based on comparable transactions within the Company's industry peer group to determine the preliminary fair values of intangible assets acquired. Upon completion of the final purchase price allocation, the final fair values of assets acquired and resulting goodwill may differ materially from the preliminary assessment.

The following table summarizes the preliminary fair values of Qubitekk assets acquired as of the acquisition date (in thousands):


Accounts receivable	$	400
Prepaid expenses and other current assets		531
Intangible assets		11,900
Goodwill		9,220
Other noncurrent assets		3
Total fair value of net assets acquired	$	22,054

The goodwill of $9.2 million is primarily attributable to Qubitekk's specialized assembled workforce and expected future synergies from combining operations. We expect the goodwill from this acquisition will be deductible for income tax purposes. Identifiable intangibles recognized consists of $7.7 million in customer relationships and $4.0 million in developed technology, each with useful lives of 5 years, and $0.2 million in trademarks with an indefinite useful life.

The Company has included the revenue and expenses of Qubitekk in its consolidated financial statements from the date of acquisition. Qubitekk's financial results are not material to the Company's results of operations. No summarized unaudited pro forma results are provided for the Qubitekk acquisition due to the immateriality of this acquisition relative to the Company's consolidated financial position and results of operations.