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Acquisitions (Tables) | 3 Months Ended
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Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract] |
Summary of Purchase Price Allocation of Purchase of Acquired Identifiable Assets, Liabilities Assumed and Goodwill | The fair value of the purchase price components was $1.8 million, as detailed below (in $000's):
Cash |  | $ | 1,034 |
Additional consideration |  | 425 |
Holdback |  | 300 |
Purchase price |  | $ | 1,759 |
The table below outlines the purchase price allocation of the purchase for CRO to the acquired identifiable assets, liabilities assumed and goodwill as of December 31, 2023 (in $000’s):
Total purchase price |  |  | $ | 1,759 |
Accounts payable |  |  | 770 |
Accrued liabilities |  |  | 1,298 |
Total liabilities assumed |  |  | 2,068 |
Total consideration |  |  | 3,827 |
Accounts receivable |  |  | 259 |
Inventory |  |  | 1,406 |
Property, plant and equipment |  |  | 261 |
Intangible assets |  |  |
Non-compete agreement |  | 1,190 |  |
Subtotal intangible assets |  |  | 1,190 |
Other assets |  |  | 286 |
Total assets acquired |  |  | 3,402 |
Total goodwill |  |  | $ | 425 |
The fair value of the purchase price components outlined above was approximately $2.0 million, as detailed below (in $000's):
Cash |  | $ | 500 |
Deferred consideration |  | 1,200 |
Earnout |  | 301 |
Purchase price |  | $ | 2,001 |
The table below outlines the purchase price allocation of the purchase for Johnson to the acquired identifiable assets, liabilities assumed and goodwill as of December 31, 2023 (in $000’s):
Total purchase price |  |  | $ | 2,001 |
Accounts payable |  |  | 1,017 |
Accrued liabilities |  |  | 1,141 |
Total liabilities assumed |  |  | 2,158 |
Total consideration |  |  | 4,159 |
Accounts receivable |  |  | 1,252 |
Inventory |  |  | 1,127 |
Property, plant and equipment |  |  | 157 |
Intangible assets |  |  |
Customer relationships |  | $ | 1,301 |  |
Non-compete agreement |  | 306 |  |
Subtotal intangible assets |  |  | 1,607 |
Other assets |  |  | 16 |
Total assets acquired |  |  | 4,159 |
Total goodwill |  |  | $ | — |
The fair value of the purchase price components outlined above was $26.8 million due to fair value adjustments for the contingent consideration, cash acquired, and working capital adjustments, as detailed below (in $000's):
Purchase price |  | $ | 25,000 |
Fair value of earnout |  | 2,675 |
Cash from balance sheet |  | 1,602 |
Working capital adjustment |  | (2,500) |
Net purchase price |  | $ | 26,777 |
The table below outlines the purchase price allocation of the purchase for PMW to the acquired identifiable assets, liabilities assumed and goodwill (in $000’s):
Net purchase price |  | $ | 26,777 |
Accounts payable |  | 10,788 |
Accrued liabilities |  | 4,995 |
Total liabilities assumed |  | 15,783 |
Total consideration |  | 42,560 |
Cash |  | 1,602 |
Accounts receivable |  | 12,613 |
Inventory |  | 6,266 |
Property, plant and equipment |  | 13,616 |
Intangible assets |  | 3,600 |
Other assets |  | 849 |
Total assets acquired |  | 38,546 |
Total goodwill |  | $ | 4,014 |
The table below outlines the purchase price allocation, as revised, of the purchase for Flooring Liquidators to the acquired identifiable assets, liabilities assumed and goodwill (in $000’s):
Purchase price |  |  | $ | 78,700 |
Accounts payable |  |  | 5,189 |
Accrued liabilities |  |  | 10,700 |
Debt |  |  | 60 |
Total liabilities assumed |  |  | 15,949 |
Total consideration |  |  | 94,649 |
Cash |  |  | 9,131 |
Accounts receivable |  |  | 4,824 |
Inventory |  |  | 19,402 |
Property, plant and equipment |  |  | 4,643 |
Intangible assets |  |  |
Trade names | $ | 13,275 |  |  |
Customer relationships | 7,700 |  |  |
Non-compete agreements | 1,625 |  |  |
Other | 49 |  |  |
Subtotal intangible assets |  |  | 22,649 |
Other |  |  | 2,581 |
Total assets acquired |  |  | 63,230 |
Total goodwill |  |  | $ | 31,419 |
Schedule of Asset Acquisition | The table below outlines the purchase price allocation of the purchase for Cal Coast to the acquired identifiable assets (in $000’s):
Property, plant and equipment |  | $ | 35 |
Intangible assets |  |
Customer relationships |  | 785 |
Trade name |  | 425 |
Non-compete agreement |  | 55 |
Total intangible assets |  | 1,265 |
Total assets acquired |  | $ | 1,300 |
Schedule of Business Acquisitions, by Acquisition | The fair value of the purchase price components outlined above was $78.7 million due to fair value adjustments for the Note, and restricted stock, as detailed below (in $000's).
Purchase price |  | $ | 83,800 |
Fair value adjustment, sellers note |  | (3,300) |
Fair value adjustment, restricted stock |  | (1,800) |
Net purchase price |  | $ | 78,700 |

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- Definition Tabular disclosure of asset acquisition. + References Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 805 -SubTopic 50 -Name Accounting Standards Codification -Section 15 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480123/805-50-15-3 + Details
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- Definition Tabular disclosure of a material business combination completed during the period, including background, timing, and recognized assets and liabilities. This table does not include leveraged buyouts. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479328/805-10-50-3 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479328/805-10-50-2 + Details
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- Definition Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Paragraph 1 -Section 50 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479907/805-20-50-1 + Details
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