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Income Taxes (Tables)
12 Months Ended
Dec. 31, 2025
Income Tax Disclosure [Abstract]  
Schedule of Income Tax Expense
The income tax expense (benefit) consists of the following (in thousands):
Year Ended December 31,
202520242023
Current tax expense (benefit):
Federal$(499)$11,842 $1,939 
State7,373 6,383 3,479 
Total current tax expense6,874 18,225 5,418 
Deferred tax expense (benefit):
Federal10,955 (5,608)(7,299)
State4,332 (8,096)(6,037)
Total deferred tax expense (benefit) 15,287 (13,704)(13,336)
Income tax expense (benefit)$22,161 $4,521 $(7,918)
Schedule of Cash Paid for Income Taxes, Net of Refunds
During the tax year 2025, cash paid for income taxes, net of refunds consisted of the following:
Year Ended December 31, 2025
Federal
$9,605 
California
1,228 
Pennsylvania
942 
Other States
4,667 
Foreign
— 
Total$16,442 
Additional cash flow information was as follows (in thousands):
Year Ended December 31,
202520242023
Cash paid for interest and taxes
Interest paid, net of interest rate swaps(a)$96,884 $85,662 $61,794 
Income taxes paid, net of refunds$16,442 $17,496 $10,160 
Non-cash investing activities
Property and equipment additions included in Accounts payable$4,906 $429 $579 
Non-cash financing activities
Parent issuance of Parent interests for contingent consideration - related parties$— $— $9,325 
Deferred offering costs included in Accounts payable$60 $3,488 $— 
Contribution from Legence Parent for Series A Interests and Restricted Series C Interests$30,510 $— $— 
Contribution from Legence Parent II for Series A Interests$17,805 $— $— 
TRA liability - secondary offering exchanges$58,060 $— $— 
Deferred tax asset, net of valuation allowance, recognized in connection with TRA liability - secondary offering exchanges$4,552 $— $— 
Non-cash financing activities related to IPO and Corporate Reorganization
Reclassification of Series A Interests and Restricted Series C Interests from liability to equity$36,358 $— $— 
TRA liability recognized$146,474 $— $— 
Deferred tax asset, net of valuation allowance, recognized in connection with TRA liability$28,697 $— $— 
(a)The Company classifies the cash flows resulting from its interest rate swaps in Cash provided by operating activities on the Consolidated Statements of Cash Flows consistent with the interest that is hedged. Refer to “Note 11—Derivatives” for additional information on the Company's interest rate swaps.
Schedule of Effective Income Tax Rate Reconciliation
The following table represents required disclosure pursuant to ASU 2023-09 and reconciles the U.S. federal statutory tax amount and rate to our actual global effective amount and rate for the year ended December 31, 2025:
Year Ended December 31, 2025
Income tax at the statutory federal rate$(11,580)21.0 %
State and local income taxes
Current and Deferred State Tax Provision6,910 (12.5)%
State Tax Rate & Apportionment Changes3,079 (5.6)%
Tax Credits(969)1.8 %
Changes in Valuation Allowances1,725 (3.1)%
Nontaxable or nondeductible items
Section 179D deduction(1,596)2.9 %
Series A Profits Interests6,432 (11.7)%
Indemnification Expense2,117 (3.8)%
TRA Expense Adjustment612 (1.1)%
Non-Controlling Interest14,381 (26.1)%
Goodwill Impairment5,243 (9.5)%
Other nontaxable or nondeductible items646 (1.2)%
Changes in unrecognized tax benefits(3,589)6.5 %
Other(1,250)2.2 %
Effective tax rate$22,161 (40.2)%
The following table presents the required disclosures prior to our adoption of ASU 2023-09 and reconciles the U.S. federal statutory income tax rate to the actual global effective tax rate for the years ended December 31, 2024 and 2023:
Year Ended December 31,
20242023
Income tax at the statutory federal income tax rate21.0%21.0%
Pass-through income not subject to income tax(48.7)%(15.5)%
State and local income taxes(7.7)%4.9%
Non-corporate pass-through earnings(6.2)%(1.1)%
Nondeductible transaction costs—%(3.7)%
Nondeductible earnout expenses—%(17.3)%
Section 179D deduction4.1%9.4%
Intercompany interest transfer6.8%3.0%
Stock compensation(1.9)%—%
R&D credit3.8%1.6%
Rate change30.1%(1.6)%
Return to provision adjustments(1.8)%8.2%
Goodwill impairment(16.2)%—%
Deferred tax adjustments(0.3)%7.1%
Other(2.6)%(1.5)%
Effective tax rate(19.6)%14.5%
Schedule of Components of Deferred Tax Assets and Liabilities
Significant components of the Company's net deferred tax liability as reflected in the Consolidated Balance Sheets are as follows (in thousands):
December 31,
202520242023
Deferred tax assets:
Net operating loss carryforwards$11,161 $1,417 $2,314 
Research and development credit carryforwards— — 316 
Amortization1,084 12,917 11,430 
Accrued expenses1,363 951 737 
Outside basis difference in partnerships169,244 — — 
Tax receivable agreement liability25,431 — — 
Interest carryforwards5,669 — — 
Operating lease liabilities5,410 5,667 6,368 
Other1,035 924 1,889 
Total deferred tax assets220,397 21,876 23,054 
Less: Valuation allowance(181,533)(129)— 
Net deferred tax assets$38,864 $21,747 $23,054 
Deferred tax liabilities:
Outside basis difference in partnerships(22,799)(20,875)(26,485)
Intangible assets(26,187)(28,734)(36,974)
Operating lease right-of-use-assets(4,759)(5,133)(5,818)
Property and equipment depreciation(2,064)(1,967)(2,423)
Other(55)— (26)
Total deferred tax liabilities(55,864)(56,709)(71,726)
Net deferred tax liabilities$(17,000)$(34,962)$(48,672)
Schedule of Unrecognized Tax Benefits Roll Forward
December 31,
202520242023
Unrecognized tax benefits at the beginning of period$10,358 $2,677 $2,677 
Increases based on tax positions related to the current period— — — 
Increases based on tax positions related to prior periods— 7,681 — 
Decreases based on tax positions related to prior periods(2,453)— — 
Decreases related to cash settlements with taxing authorities— — — 
Unrecognized tax benefits at the end of period$7,905 $10,358 $2,677