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Acquisition of Kodiak Carbonic
 9 Months Ended
Sep. 30, 2025
Acquisition of Kodiak Carbonic [Abstract]  
ACQUISITION OF KODIAK CARBONIC

2. ACQUISITION OF KODIAK CARBONIC.

 

On January 1, 2025, Alto Carbonic purchased 100% of the equity interests in Kodiak Carbonic, LLC, a beverage-grade liquid CO2 processor, for $7.6 million in cash. Alto Carbonic’s facility is co-located at the Company’s Columbia ethanol plant. The acquisition has provided the Company further vertical integration and access to new markets in the liquid CO2 market out of its Columbia plant.

 

Kodiak Carbonic’s unaudited net sales for the three months ended September 30, 2025 and 2024 were $2.6 million and $1.4 million and its unaudited net income was $1.7 million and $0.5 million, respectively. Kodiak Carbonic’s unaudited net sales for the nine months ended September 30, 2025 and 2024 were $7.0 million and $4.1 million and its unaudited net income was $4.6 million and $1.4 million, respectively. The following table presents the Company’s unaudited pro forma combined financial information assuming the acquisition occurred on January 1, 2024 (dollars in thousands except per share amounts):

 

   Three Months Ended
September 30,		 
   2025   2024 
         
Revenues – pro forma  $240,986   $253,200 
Net income (loss) attributable to common stockholders – pro forma  $13,889   $(2,189)
Basic and diluted net income (loss) per share – pro forma  $0.19   $(0.03)

 

   Nine Months Ended
September 30,		 
   2025   2024 
         
Revenues – pro forma  $685,962   $733,043 
Net loss attributable to common stockholders – pro forma  $(9,414)  $(16,603)
Basic and diluted net loss per share – pro forma  $(0.13)  $(0.23)

The following allocation of the estimated purchase price assumes, with the exception of property and equipment and intangibles, that carrying values approximate fair value. Estimates of uncollectible accounts receivable are not considered material due to the short-term nature and customer collection history. The purchase price allocation is as follows (in thousands):

 

Cash and equivalents  $290 
Accounts receivable   219 
Inventories   154 
Other assets   16 
      
Total current assets   679 
      
Property and equipment   3,564 
Total tangible assets  $4,243 
Current liabilities  $360 
Total liabilities  $360 
      
Net tangible assets acquired  $3,883 
Customer relationships   3,685 
Total Purchase Price  $7,568 

 

For the identifiable intangible assets, the Company has estimated 9 years for useful lives for customer relationships. For the three and nine months ended September 30, 2025, the Company recorded amortization of these intangibles of $102,000 and $306,000, respectively. The Company did not incur any material acquisition costs.