Ingevity Corp

Index

Note 16: Acquisitions

Ozark Materials

On October 3, 2022, pursuant to that certain Equity Purchase Agreement (the “Purchase Agreement”), by and among Ingevity, Ozark Materials, LLC (“OM”), Ozark Logistics, LLC (“OL” and, together with OM, “Ozark Materials”) and Ozark Holdings, Inc. (“Seller”), we completed the acquisition of all of the issued and outstanding limited liability company membership interests of Ozark Materials for an aggregate purchase price of $344.5 million (the "Acquisition"). The purchase price allocation was finalized in the third quarter of 2023, with no material adjustments recorded. The Acquisition has been integrated into our Performance Chemicals reportable segment and is included within our road technologies product line. We funded the Acquisition through a combination of borrowings under our existing credit facilities and cash on hand.

The Acquisition is not considered significant to our Consolidated Financial Statements for all periods presented; therefore, proforma results of operations have not been presented.

Acquisition and other-related (income) costs

Costs incurred to complete and integrate acquisitions and other strategic investments are expensed as incurred on our consolidated statement of operations. The following table summarizes the costs incurred associated with these combined activities.

(1) Fair value of finished goods inventories acquired included a step-up in the value of $1.8 million, of which $0.9 million was expensed

during each of the years ended December 31, 2023 and 2022, respectively. The expense is included within "Cost of sales" on the consolidated

statement of operations. Inventories are accounted for on a FIFO basis of accounting.