Drilling Tools International Corp
For the period ended Mar 31, 2025. Filed May 14, 2025.
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Mar 31, 2025 · Filed May 14, 2025
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The allocation of the purchase is as follows:
| Assets | Preliminary March 15, 2024 | Measurement Period Adjustments | As adjusted March 15, 2024 |
|---|---|---|---|
| Cash | $2,674 | $— | $2,674 |
| Accounts receivable, net | 3,781 | — | 3,781 |
| Inventories, net | 4,282 | — | 4,282 |
| Prepaid expenses and other current assets | 189 | — | 189 |
| Property, plant and equipment , net | 1,647 | — | 1,647 |
| Operating lease ROU asset | 315 | — | 315 |
| Intangible assets, net | 8,065 | — | 8,065 |
| Goodwill | 2,618 | 526 | 3,144 |
| Total assets acquired | $23,571 | $526 | $24,097 |
| Liabilities | |||
| Accounts payable | 2,656 | — | 2,656 |
| Accrued expenses and other current liabilities | (295) | 526 | 231 |
| Current portion of operating lease liabilities | 95 | — | 95 |
| Operating lease liabilities, less current portion | 180 | — | 180 |
| Total liabilities assumed | $2,636 | $526 | $3,162 |
| Total consideration transferred | $20,935 | $— | $20,935 |
The excess of the purchase price over the fair values of the net identifiable tangible and intangible assets acquired has been assigned to goodwill. Goodwill represents the future benefits as a result of the acquisition that will enhance the services available to both new and existing customers and increase the Company’s competitive position. Goodwill will be evaluated for impairment at least annually. Goodwill attributable to the CTG Acquisition is not deductible for tax purposes.
During the year ended December 31, 2024, a measurement period adjustment was identified as it relates to assumed accrued liabilities. The total measurement period adjustment was $0.5 million. The measurement period adjustment impacted the goodwill recognized on March 15, 2024. As of March 31, 2024, the Company is complete with the process of allocating the purchase price and valuing the acquired assets and liabilities assumed.
The following table sets forth the amounts allocated to the identified intangible assets, the estimated useful lives of those intangible assets as of the CTG Acquisition Date, and the methodologies used to determine the fair values of those intangible assets ($ in thousands):
| Fair value | Useful life(in years) | Fair value methodology | |
|---|---|---|---|
| Intangible assets | |||
| Trade names | $819 | 15 | Relief from royalty method |
| Developed Technology | 3,269 | 20 | Relief from royalty method |
| Customer relationships | 3,977 | 20 | Multi-period excess earnings method of the income approach |
| Total intangible assets | $8,065 | ||
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