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Acquisitions (Tables) | 12 Months Ended
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Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract] |
Schedule of Business Acquisitions, by Acquisition | Total consideration transferred (in thousands, except number of shares and stock price):
Merger consideration shares | 530,502
BioLife stock price (as of September 1, 2021) | $ | 60.50 |
Value of issued shares | $ | 32,095 |
plus: Fair value of BioLife’s existing investment in Sexton | $ | 7,951 |
less: Net working capital adjustment | $ | (118) |
Merger Consideration | $ | 39,928 |
Total consideration transferred (in thousands, except number of shares, stock price, and consideration percentage):
BioLife shares outstanding (as of March 19, 2021) | 33,401,359
Merger consideration percentage | 19.9 | %
Merger consideration shares | 6,646,870
less: Merger consideration shares withheld to satisfy outstanding GCI stockholder obligations to GCI | 10,400
Subtotal | 6,636,470
BioLife stock price (as of May 3, 2021) | $ | 35.07 |
Value of issued shares | $ | 232,741 |
plus: Settlement of BioLife prepaid deposits | $ | 2,152 |
plus: Net settlement of BioLife accounts receivable | $ | 16 |
Merger Consideration | $ | 234,909 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The table below represents the fair value of the net assets acquired and liabilities assumed, which were recorded as of the merger date (amounts in thousands).
Cash | $ | 1,516 |
Accounts receivable, net | 492 |
Inventory | 1,310 |
Prepaid expenses and other current assets | 670 |
Property, plant and equipment, net | 737 |
Operating lease right-of-use assets, net | 470 |
Developed technology | 4,132 |
Customer relationships | 2,276 |
Tradenames | 2,324 |
Non-compete agreements | 90 |
Goodwill | 28,470 |
Accounts payable | (291) |
Lease liabilities, operating | (470) |
Deferred tax liability | (1,482) |
Other liabilities | (316) |
Fair value of net assets acquired | $ | 39,928 |
The table below represents the fair value of the net assets acquired and liabilities assumed, which were recorded as of the merger date (amounts in thousands).
Cash | $ | 43 |
Accounts receivable, net | 7,076 |
Inventory | 15,547 |
Prepaid expenses and other current assets | 639 |
Property, plant and equipment, net | 3,512 |
Operating lease right-of-use assets, net | 1,741 |
Financing lease right-of-use assets, net | 114 |
Long-term deposits and other assets | 4 |
Developed technology | 18,140 |
Customer relationships | 7,020 |
Tradenames | 26,640 |
Non-compete agreements | 1,240 |
In-process research and development | 67,440 |
Goodwill | 137,822 |
Accounts payable | (9,837) |
Line of credit | (4,231) |
Lease liabilities, operating | (1,880) |
Lease liabilities, financing | (114) |
Long-term debt | (4,410) |
Deferred tax liability | (24,133) |
Other liabilities | (7,464) |
Fair value of net assets acquired | $ | 234,909 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | The fair value of Sexton’s identifiable intangible assets and useful lives are as follows (amounts in thousands, except years):
| Fair Value |  | Useful Life (Years)
Developed technology | $ | 4,132 |  |  | 5 - 9
Customer relationships | 2,276 |  |  | 2
Tradenames | 2,324 |  |  | 11
Non-compete agreements | 90 |  |  | 1
Total identifiable intangible assets | $ | 8,822 |  |  |
The fair value of Global Cooling’s identifiable intangible assets and useful lives are as follows (amounts in thousands, except years):
| Fair Value |  | Useful Life (Years)
Developed technology | $ | 18,140 |  |  | 6
Customer relationships | 7,020 |  |  | 12
Tradenames | 26,640 |  |  | 15
Non-compete agreements | 1,240 |  |  | 4
In-process research and development | 67,440 |  |  | N/A
Total identifiable intangible assets | $ | 120,480 |  |  |
Business Acquisition, Pro Forma Information | The following unaudited pro forma financial information presents the combined results of operations of Sexton as if the acquisition had occurred on January 1, 2021 after giving effect to certain pro forma adjustments. These pro forma adjustments include intangible amortization, stock-based compensation expense and salary expense related to a key employee, and the income tax effect of the adjustments made:
(In thousands) | 2021 (unaudited)
Total revenue | $ | 122,494 |
Net loss | $ | (9,860) |
The following unaudited pro forma financial information presents the combined results of operations of Global Cooling as if the acquisition had occurred on January 1, 2021 after giving effect to certain pro forma adjustments. These pro forma adjustments include intangible amortization, amortization of increased inventory basis, depreciation expense, lease expense, transaction costs, interest expense, stock-based compensation expense and salary expense related to a key employee, and the income tax effect of the adjustments made:
(In thousands) | 2021 (unaudited)
Total revenue | $ | 143,732 |
Net income (loss) | $ | (16,375) |

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- Definition Tabular disclosure of the characteristics, including initial carrying value, residual amount, weighted average useful life, of finite-lived intangible assets acquired during the period by major class. A major class is composed of intangible assets that can be grouped together because they are similar, either by nature or by their use in the operations of the company. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-1 + Details
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- Definition Tabular disclosure of a material business combination completed during the period, including background, timing, and recognized assets and liabilities. This table does not include leveraged buyouts. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479328/805-10-50-3 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479328/805-10-50-2 + Details
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- Definition Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Paragraph 1 -Section 50 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479907/805-20-50-1 + Details
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