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Acquisition of Conductive Transfers

3 Months Ended

Mar. 31, 2025

Acquisition of Conductive Transfers

Acquisition of Conductive Transfers

Note 3 – Acquisition of Conductive Transfers

On December 20, 2024, we acquired substantially all of the operating assets of Conductive Transfers Limited and its affiliate Global Print Solutions Limited (collectively, “Conductive Transfers”), England-based designers and manufacturers of wearables and smart textiles, conductive ink, and other printed electronics, pursuant to an Asset Sale Agreement (the “Asset Purchase Agreement”) by and among the Company’s wholly owned United Kingdom subsidiary, Conductive Transfers International Limited, and Conductive Transfers. Under the terms of the Asset Purchase Agreement, the purchase price was GB£250,000 (approximately $314,000) which was paid to the sellers in cash on the acquisition date.

The following table summarizes the fair values of the assets acquired at the acquisition date (in thousands).

​

​	​	​	​
Inventories		$	21
Property and equipment	​		238
Net identifiable tangible assets acquired	​		259
Developed technology	​		55
Net assets acquired	​	$	314

​

The following represents pro forma consolidated statement of operations information as if Conductive Transfers had been included in our consolidated results for the three-month periods ended March 31, 2025 and 2024 (unaudited):

​

​	​	​	​	​	​	​
​		Pro Forma
​	​	Three Months Ended March 31,
​		2025			2024
​	​	(in thousands)
Revenue	​	$	2,664	​	$	3,311
Net (loss)	​	$	(805)	​	$	(736)

​

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- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

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