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Acquisition Related
6 Months Ended
Sep. 29, 2023
Business Combinations [Abstract]  
Acquisition Related

15. Acquisition Related

On August 7, 2023, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company (for purposes of Section ‎5.15 and applicable provisions of ‎Article IX of the Merger Agreement only), Allegro MicroSystems, LLC, a Delaware limited liability company and wholly owned subsidiary of the Company (“Merger Parent”), Silicon Structures LLC, a Delaware limited liability company and wholly owned subsidiary of Merger Parent (“Merger Sub”), Crocus, and NanoDimension Management Limited, as the representative of the Crocus shareholders. Pursuant to the terms and conditions of the Merger Agreement, on October 31, 2023 (the “Closing Date”), Merger Sub merged with and into Crocus, with Crocus continuing as the surviving corporation and as a wholly owned subsidiary of Merger Parent (the “Transaction”). The aggregate purchase price paid by the Company on the Closing Date was $420,000 in cash, subject to certain adjustments, including an offset to the purchase price in consideration of the repayment of the Crocus Loans. Due to the timing of the close of the acquisition, the Company has not completed the valuation of certain components of consideration transferred or the allocation of consideration paid to the assets acquired or liabilities assumed. The purchase accounting will be completed within the measurement period.

Notes Receivable from Crocus Technologies

On September 11, 2023, AML entered into a note purchase agreement with Crocus, wherein AML agreed to purchase subordinated promissory notes up to the principal amount of $7,000, subject to certain terms and conditions contained in the note purchase agreement. An initial promissory note to AML for a principal amount of $4,000 (the “Initial Crocus Loan”) was issued on September 11, 2023 and is included in Prepaid expenses and other current assets in the unaudited condensed consolidated balance sheets. On October 2, 2023, AML entered into an additional subordinated promissory note agreement with Crocus, wherein Crocus issued a promissory note to AML in the principal amount of $3,000 (the “Subsequent Crocus Loan,” and together with the Initial Crocus Loan, the “Crocus Loans”). Each note was to be repaid, the outstanding principal amount, together with the interest, which accrued from the date of the note, on the unpaid principal balance at a rate equal to 12.5% per annum, computed on the basis of the actual number of days elapsed and year of 365 days. All unpaid principal, together with any then unpaid an accrued interest and other amounts payable hereunder, were due and payable on the earlier of (i) September 11, 2027 or (ii) when, upon the occurrence and during the continuance of an event of default, such amounts are declared due and payable by AML or made automatically due and payable, in each case, in accordance with the terms hereof. The Crocus Loans were repaid in full in connection with the closing of the Transaction described above.