Annual report [Section 13 and 15(d), not S-K Item 405]

Note 21 - Acquisitions

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Note 21 - Acquisitions
 12 Months Ended
Dec. 31, 2025
Notes to Financial Statements  
Business Combination [Text Block]

21. Acquisitions

 

On November 3, 2025, the Company acquired substantially all of the assets of Venco Venturo Industries LLC and Venturo Truck Equipment Center LLC, a manufacturer of cranes, hoists and crane service bodies, for the purpose of expanding the Company's product line in its Work Truck Attachments segment.  Total consideration paid was $27,254, including an initial working capital adjustment of $327, which was financed with cash on hand and revolver borrowings under the Company’s credit facility.  The working capital adjustment was further adjusted to increase the purchase price by $927 which the Company paid after the date of these financial statements. The Company incurred $1,521 of transaction expenses related to this acquisition that are included in selling, general and administrative expense in the Consolidated Statements of Income in the year ended December 31, 2025.

 

The following table summarizes the preliminary allocation of the purchase price paid or payable, and the preliminary subsequent working capital adjustment to the fair value of the net assets acquired as of the acquisition date:

 

Accounts receivable

   $ 4,337  

Inventories

     11,950  

Prepaids and other current assets

     32  

Property and equipment

     1,803  

Goodwill

     3,645  

Intangible assets

     8,900  

Other assets - long term

     1,754  

Accounts payable and other liabilities

     (5,167 )

Total

   $ 27,254  

 

The goodwill for the acquisition is a result of acquiring and retaining the existing workforces and expected synergies from integrating the operations into the Company, all of which has been allocated to the Work Truck Attachments reportable segment. The Company expects to be able to deduct amortization of goodwill for income tax purposes over a fifteen-year period starting at the date of acquisition. The acquired intangible assets include customer relationships of $6,550 being amortized over fifteen years, noncompetition agreements of $300 being amortized over three years, backlog of $100 being amortized over one year, and tradenames of $1,950, which is indefinite-lived.

 

The acquisition was accounted for under the purchase method, and accordingly, the results of operations are included in the Company's financial statements from the date of acquisition. From the date of acquisition through December 31, 2025, the Venco Venturo assets contributed $2,763 of revenues and $83 of pre-tax operating loss. Pro forma information is not presented as the impact is not material.