XML 20 R9.htm IDEA: XBRL DOCUMENT v3.24.2.u1
Note 2 - Acquisitions
 6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Mergers, Acquisitions and Dispositions Disclosures [Text Block]

Note 2 - Acquisitions

 

Asset Acquisitions

 

TEC, The Employment Company

On  December 4, 2023 we completed our acquisition of the customer relationships and certain other assets of TEC in accordance with the terms of the Asset Purchase Agreement dated  October 23, 2023 (the “TEC Agreement”). TEC was a premier provider of industrial staffing services to the employers in Northwest and Central Arkansas for over 40 years.

 

The following table summarizes the estimated fair values of the identifiable assets acquired as of the acquisition date:

 

Cash consideration

 $9,750 

Total consideration

 $9,750 
     

Customer relationships

 $9,750 

 

We determined the TEC transaction was an asset acquisition for accounting purposes as substantially all of the fair value of the gross assets acquired was concentrated in the customer relationships. Accordingly, no pro forma financial information is presented.

 

Franchise royalties attributable to the acquiree of approximately $367 thousand are included in our consolidated statement of income for the three months ended June 30, 2024 and approximately $714 thousand are included in our consolidated statement of income for the six months ended June 30, 2024.

 

Immediately after the acquisition, we sold all of the assets acquired. In connection with their purchase, the buyers executed franchise agreements with us and became franchisees. The aggregate sale price for the assets was approximately $7.6 million. In conjunction with the sale of assets acquired in this transaction, we recognized a loss of approximately $2.1 million related to incentives given to the purchasers of the TEC assets by HQI which is reflected on the line item, "Other miscellaneous expense," in our consolidated statement of income for the year ended December 31, 2023.