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Note 3 - Acquisitions
 12 Months Ended
Dec. 31, 2023
Notes to Financial Statements  
Business Combination Disclosure [Text Block]

NOTE 3 – ACQUISITIONS

 

On November 9, 2022, the Company completed the acquisition of the assets of ATEC Systems, Inc. into ATEC Water Systems, LLC (“ATEC”), a water filtration technology company, at a purchase price of up to $2.2 million (“ATEC Acquisition”). The ATEC Acquisition is intended to enable the Company to assist water agencies in increasing supplies of potable water from contaminated groundwater sources.

 

The table below summarizes the fair value of assets acquired and liabilities Assumed in the ATEC Acquisition:

 

($ in thousands)

    
     

ASSETS

    

Inventory

  80 

Property, plant and equipment

  169 

Identifiable intangibles

  50 

Goodwill

  1,901 

Total estimated purchase price

 $2,200 

 

 

The impact of the ATEC Acquisition, which is a new water filtration technology segment for the Company, was not material to the proforma net revenue or net income of the Company’s combined operations for the year ended December 31, 2022. Net revenue and net income related to ATEC post-acquisition were not material to the Consolidated Statements of Income for the year ended December 31, 2022.

 

The Company recorded a contingent consideration liability in the amount of $1.45 million related to the purchase price of the ATEC Acquisition for amounts payable upon the sale of a requisite number of water filtration units under an asset purchase agreement.

 

Following the acquisition, the Company entered into an agreement to grant 200,000 Class P Units of ATEC to the new Chief Operating Officer of ATEC which vest ratably on an annual basis over three years. These units provide for a 20% profit participation in ATEC following a return to the Company of its initial $2.2 million investment.