XML 43 R28.htm IDEA: XBRL DOCUMENT v3.25.2
Nu Aire Acquisition (Tables)
 3 Months Ended
Jul. 31, 2025
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Schedule of Business Acquisitions, by Acquisition
The following table summarizes the aggregate acquisition consideration for Nu Aire:
($ in thousands)
Cash paid to Nu Aire$29,669 
Subordinated Promissory Notes due to Nu Aire23,000 
Payment of Nu Aire transaction expenses311 
Purchase Price$52,980 
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The purchase price recorded for Nu Aire was allocated as follows:
($ in thousands)
Final Allocation As Adjusted
Assets acquired:
Cash and cash equivalents$1,245 
Receivables
10,650 
Inventories
15,522 
Prepaid expenses and other current assets852 
Property, plant and equipment
7,349 
Other intangible assets
18,600 
Goodwill12,487 
Right of use assets7,376 
Other assets7 
Total assets acquired
74,088 
Liabilities assumed:
Current portion of operating lease liabilities(965)
Accounts payable(4,318)
Employee compensation and amounts withheld(2,642)
Deferred revenue(935)
Other accrued expenses(1,591)
Long-term portion of operating lease liabilities(5,167)
Deferred income taxes
(5,490)
Total liabilities assumed
(21,108)
Aggregate acquisition consideration
$52,980 
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination
The amounts allocated to intangible assets are as follows:

($ in thousands)
Fair Value
Estimated Useful Life
Customer relationships$9,800 10 years
Trade names and trademarks4,900 indefinite
Developed technology3,900 7 years
Intangible assets acquired$18,600 
Schedule of Indefinite-Lived Intangible Assets Acquired as Part of Business Combination
The amounts allocated to intangible assets are as follows:

($ in thousands)
Fair Value
Estimated Useful Life
Customer relationships$9,800 10 years
Trade names and trademarks4,900 indefinite
Developed technology3,900 7 years
Intangible assets acquired$18,600 
Business Acquisition, Pro Forma Information
The following unaudited supplemental pro forma combined financial information presents the Company's results of operations for the three months ended July 31, 2024 as if the acquisition of Nu Aire had occurred on May 1, 2023. The pro forma financial information is presented for comparative purposes only and is not necessarily indicative of the Company's operating results that may have actually occurred had the acquisition of Nu Aire been completed on May 1, 2023. In addition, the unaudited pro forma financial information does not give effect to any anticipated cost savings, operating efficiencies, or other synergies that may be associated with the Transaction, or any estimated costs that have been or will be incurred by the Company to integrate the assets and operations of Nu Aire.
Three Months Ended July 31,
($ in thousands, except per share amounts)
20252024
(actual)
(pro forma)
Net sales
$71,104 $65,448 
Net earnings
$3,093 $4,273 
Net earnings per share attributable to Kewaunee Scientific Corporation stockholders:
Basic
$1.08 $1.50 
Diluted
$1.04 $1.44