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ACQUISITIONS (Tables)
12 Months Ended
Dec. 31, 2024
Schedule of business combination and asset acquisition

The following table presents key information connected with our 2024, 2023 and 2022 acquisitions (dollars in thousands, except share amounts):

Assets and Operations Acquired

Acquisition Date

Shares Issued

Purchase Consideration

Acquisition related costs for Asset Acquisitions

Value of Shares Issued

Total Consideration

Segments

Eight Smaller Asset Acquisitions

Multiple 2024 Dates

$

14,591

$

31

14,622

Water Infrastructure

Bobcat

April 18, 2024

8,070

8,070

Water Infrastructure

Trinity

April 1, 2024

30,832

30,832

Water Infrastructure

Buckhorn

March 1, 2024

18,781

18,781

Water Infrastructure

Iron Mountain Energy

January 8, 2024

14,000

14,000

Water Infrastructure

Tri-State Water Logistics

January 3, 2024

58,330

58,330

Water Infrastructure

Rockies produced water gathering and disposal infrastructure

January 1, 2024

18,100

18,100

Water Infrastructure

Four Smaller Asset Acquisitions

Multiple 2023 Dates

7,293

7,293

Water Infrastructure

Asset Acquisition

April 3, 2023

4,000

4,000

Water Services

Asset Acquisition

January 31, 2023

6,250

150

6,400

Water Infrastructure

Asset Acquisition

December 2, 2022

6,000

100

6,100

Water Infrastructure

Noncontrolling Interests in Big Spring Recycling System

December 2, 2022

910,612

22,000

7,313

29,313

Water Infrastructure

Breakwater

November 1, 2022

9,181,144

16,701

88,188

104,889

Water Services & Water Infrastructure

Cypress

November 1, 2022

952,753

9,194

9,194

Water Infrastructure

Nuverra

February 23, 2022

4,203,323

35,854

35,854

Water Services & Water Infrastructure

Total

15,247,832

$

224,948

$

281

$

140,549

$

365,778

Schedule of consideration transferred and the estimated fair value of identified assets acquired and liabilities

A summary of the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed as of December 31, 2024 for the Company’s 2024 business acquisitions is located below (in thousands):

Purchase price allocation

Bobcat

Trinity

Buckhorn

Iron
Mountain
Energy

Tri-State Water
Logistics

Rockies Infrastructure

Total 2024 Acquisitions

(in thousands)

Consideration transferred

Purchase consideration

$

8,070

$

30,832

$

18,781

$

14,000

$

58,330

$

18,100

$

148,113

Total consideration transferred

8,070

30,832

18,781

14,000

58,330

18,100

148,113

Less: identifiable assets acquired and liabilities assumed

Working capital

(285)

(408)

752

(3,974)

(1,428)

(500)

(5,843)

Property and equipment

8,291

41,706

19,665

21,876

44,613

8,266

144,417

Right-of-use assets

182

1,028

1,210

Customer relationships

535

4,100

10,240

8,230

23,105

Deferred tax liabilities

(2,393)

(2,393)

Long-term ARO

(471)

(10,149)

(6,898)

(3,902)

(2,569)

(471)

(24,460)

Long-term lease liabilities

(499)

(956)

(1,455)

Total identifiable net assets acquired

8,070

30,832

15,226

14,000

50,928

15,525

134,581

Goodwill

3,555

7,402

2,575

13,532

Fair value allocated to net assets acquired

$

8,070

$

30,832

$

18,781

$

14,000

$

58,330

$

18,100

$

148,113

Bobcat Acquisition  
Schedule of consideration transferred and the estimated fair value of identified assets acquired and liabilities

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed at the date of acquisition (in thousands):

Purchase price allocation

Amount

Consideration transferred

Cash paid

$

8,070

Total consideration transferred

 

8,070

Less: identifiable assets acquired

 

Working capital

 

(285)

Property and equipment

 

8,291

Customer relationships

535

Long-term ARO

 

(471)

Total identifiable net assets acquired

 

$

8,070

Trinity Acquisition  
Schedule of consideration transferred and the estimated fair value of identified assets acquired and liabilities

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed at the date of acquisition (in thousands):

Purchase price allocation

    

Amount

Consideration transferred

 

Cash paid

$

30,832

Total consideration transferred

 

30,832

Less: identifiable assets acquired

 

  

Working capital

 

(408)

Property and equipment

 

41,706

Right-of-use assets

182

Long-term ARO

 

(10,149)

Long-term lease liabilities

(499)

Total identifiable net assets acquired

 

30,832

Fair value allocated to net assets acquired

$

30,832

Buckhorn Acquisition  
Schedule of consideration transferred and the estimated fair value of identified assets acquired and liabilities

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed at the date of acquisition (in thousands):

Purchase price allocation

Amount

Consideration transferred

Purchase consideration

$

18,781

Total consideration transferred

18,781

Less: identifiable assets acquired and liabilities assumed

Working capital

752

Property and equipment

19,665

Customer relationships

4,100

Deferred tax liabilities

(2,393)

Long-term ARO

(6,898)

Total identifiable net assets acquired

15,226

Goodwill

3,555

Fair value allocated to net assets acquired

$

18,781

Iron Mountain Energy Acquisition  
Schedule of consideration transferred and the estimated fair value of identified assets acquired and liabilities

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed at the date of acquisition (in thousands):

Purchase price allocation

Amount

Consideration transferred

Cash paid

$

14,000

Total consideration transferred

14,000

Less: identifiable assets acquired and liabilities assumed

  

Working capital

(3,974)

Property and equipment

21,876

Long-term ARO

(3,902)

Total identifiable net assets acquired

14,000

Goodwill

Fair value allocated to net assets acquired

$

14,000

Tri-State Water Logistics Acquisition  
Schedule of consideration transferred and the estimated fair value of identified assets acquired and liabilities

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed at the date of acquisition (in thousands):

Purchase price allocation

Amount

Consideration transferred

Cash paid

$

58,330

Total consideration transferred

58,330

Less: identifiable assets acquired and liabilities assumed

  

Working capital

(1,428)

Property and equipment

44,613

Right-of-use assets

1,028

Customer relationships

10,240

Long-term ARO

(2,569)

Long-term lease liabilities

(956)

Total identifiable net assets acquired

50,928

Goodwill

7,402

Fair value allocated to net assets acquired

$

58,330

Rockies produced water gathering and disposal infrastructure Acquisition  
Schedule of consideration transferred and the estimated fair value of identified assets acquired and liabilities

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed at the date of acquisition (in thousands):

Purchase price allocation

Amount

Consideration transferred

Cash paid

$

18,100

Total consideration transferred

18,100

Less: identifiable assets acquired and liabilities assumed

  

Working capital

(500)

Property and equipment

8,266

Customer relationships

8,230

Long-term ARO

(471)

Total identifiable net assets acquired

15,525

Goodwill

2,575

Fair value allocated to net assets acquired

$

18,100

Breakwater Energy Services LLC  
Schedule of consideration transferred and the estimated fair value of identified assets acquired and liabilities

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed as of the date of acquisition (in thousands):

Purchase price allocation

Amount

Consideration transferred

Class A common stock (9,181,144 shares)(1)

$

88,188

Cash paid

16,701

Total consideration transferred

 

104,889

Less: identifiable assets acquired and liabilities assumed

 

Working capital

 

22,444

Property and equipment

 

69,506

Right-of-use assets

 

180

Customer relationships

40,060

Other long-term assets

120

Long-term debt

(1,979)

Long-term lease liabilities

(125)

Noncontrolling interest(2)

(30,000)

Total identifiable net assets acquired

100,206

Goodwill

 

4,683

Fair value allocated to net assets acquired

 

$

104,889

(1)During the year ended December 31, 2023, the parties agreed that 46,888 shares of Class A common stock would be returned to Select related to working capital adjustments. These shares were cancelled in 2023.
(2)The noncontrolling interests acquired on November 1, 2022 were subsequently purchased on December 2, 2022, thereby giving the Company 100% ownership of BSRS.
Cypress Environmental Solutions, LLC  
Schedule of consideration transferred and the estimated fair value of identified assets acquired and liabilities

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed as of the date of acquisition (in thousands):

Purchase price allocation

Amount

Consideration transferred

(in thousands)

Class A common stock (952,753 shares)

$

9,194

Total consideration transferred

 

9,194

Less: identifiable assets acquired and liabilities assumed

 

Working capital

 

(42)

Property and equipment

 

8,192

Customer relationships

3,894

Long-term ARO

(2,850)

Total identifiable net assets acquired

9,194

Fair value allocated to net assets acquired

 

$

9,194

Nuverra Acquisition  
Schedule of consideration transferred and the estimated fair value of identified assets acquired and liabilities

The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed as of the date of acquisition (in thousands):

Purchase price allocation

Amount

Consideration transferred

(in thousands)

Class A common stock (4,203,323 shares)

$

35,854

Total consideration transferred

 

35,854

Less: identifiable assets acquired and liabilities assumed

 

Working capital

 

6,893

Property and equipment

 

65,780

Right-of-use assets

 

2,931

Other long-term assets

100

Long-term debt

(18,780)

Long-term ARO

(12,980)

Other long-term liabilities

(1,439)

Total identifiable net assets acquired

42,505

Bargain Purchase Gain

 

(6,651)

Fair value allocated to net assets acquired, net of bargain purchase gain

 

$

35,854