Quarterly report pursuant to Section 13 or 15(d)

Acquisitions (Tables)

v3.23.2
Acquisitions (Tables)
 9 Months Ended
Jun. 30, 2023
Business Combinations [Abstract]  
Summary of Purchase Price Allocation of Purchase of Acquired Identifiable Assets, Liabilities Assumed and Goodwill The table
below outlines the purchase price allocation 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 11,484 
Debt 60 
Total liabilities assumed 16,733 
Total consideration 95,433 
Cash 7,871 
Accounts receivable 4,824 
Inventory 19,102 
Property, plant and equipment 4,678 
Intangible assets
Trade names $ 13,275 
Customer relationships 7,700 
Non-compete agreements 1,625 
Other 49 
Subtotal intangible assets 22,649 
Other 5,701 
Total assets acquired 64,825 
Total goodwill $ 30,608 
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 
The table below outlines the purchase price allocation of the purchase for Kinetic to the acquired identifiable assets, liabilities assumed and goodwill as of June 30, 2023 (in $000’s):
Total purchase price $ 24,732 
Accounts payable 571 
Accrued liabilities 1,848 
Total liabilities assumed 2,419 
Total consideration 27,151 
Cash 287 
Accounts receivable 3,073 
Inventory 6,429 
Property, plant and equipment 12,855 
Intangible assets 1,000 
Other assets 480 
Total assets acquired 24,124 
Total goodwill $ 3,027 
The table below outlines the purchase price allocation of the purchase for Better Backers to the acquired identifiable assets (in $000’s):
Total purchase price $ 3,166 
Inventory 748 
Property, plant and equipment 2,118 
Intangible assets 300 
Total assets acquired 3,166 
Summary of Summary of Proforma Information for the Company The table below presents selected proforma information for the Company for the nine-month period ended June 30, 2023, and the three and nine month period ended June 30, 2022 assuming that the acquisition had occurred on October 1, 2021 (the beginning of the Company’s 2022 fiscal year), pursuant to ASC 805-10-50 (in $000’s). This proforma information
does not purport to represent what the actual results of operations of the Company would have been had the acquisition occurred on that date, nor does it purport to predict the results of operations for future periods.
As Reported Adjustments Proforma
Live Unaudited Three Months Ended June 30, 2022 Flooring Liquidators Unaudited Three Months Ended June 30, 2022
Adjustments(1)
Live for the Three Months Ended June 30, 2022
Net revenue $ 68,269  $ 32,525  $ 100,794 
Net income $ 3,472  $ 2,562  $ (2,008) $ 4,026 
Earnings per basic common share $ 1.12  $ 1.30 
Earnings per basic diluted share $ 1.11  $ 1.29 
As Reported Adjustments Proforma
Live Unaudited Nine Months Ended June 30, 2023 Flooring Liquidators Unaudited Nine Months Ended June 30, 2023 (2)
Adjustments(1)
Live for the Nine Months Ended June 30, 2023
Net revenue $ 251,624  $ 37,702  $ 289,326 
Net income 4,462  $ (1,033) $ (2,226) $ 1,203 
Earnings per basic common share $ 1.43  $ 0.39 
Earnings per basic diluted share $ 1.42  $ 0.38 
As Reported Adjustments Proforma
Live Unaudited Nine Months Ended June 30, 2022 Flooring Liquidators Unaudited Nine Months Ended June 30, 2022
Adjustments(1)
Live for the Nine Months Ended June 30, 2022
Net revenue $ 213,133  $ 92,375  $ 305,508 
Net income $ 25,376  $ 7,783  $ (5,826) $ 27,333 
Earnings per basic common share $ 8.11  $ 8.74 
Earnings per basic diluted share $ 8.01  $ 8.62 
(1)Adjustments are related to adjustments made for the following:
•Amortization expense of definite-lived intangible assets has been adjusted based on the preliminary fair value at the acquisition date.
•Interest expense has been adjusted to include proforma interest expense that would have been incurred as a result of the acquisition financing obtained by the Company.
•Elimination of revenues and costs of revenues associated with sales between Flooring Liquidators and the Company prior to acquisition.
(2)    Amounts presented are for predecessor period.
The table below presents selected proforma information for the Company for the three and nine-month periods ended June 30, 2022, assuming that the acquisition had occurred on October 1, 2021 (the beginning of the Company’s 2022 fiscal year), pursuant to ASC 805-10-50 (in $000's). This proforma information does not purport to represent what the actual results of operations of the Company would have been had the acquisition occurred on that date, nor does it purport to predict the results of operations for future periods.
As Reported Adjustments Proforma
Live Unaudited Three Months Ended June 30, 2022 Kinetic Unaudited Three Months Ended June 30, 2022
Adjustments(1)
Live for the Three Months Ended June 30, 2022
Net revenue $ 68,269  $ 5,696  $ 73,965 
Net income $ 3,472  $ 712  $ (69) $ 4,115 
Earnings per basic common share $ 1.12  $ 1.33 
Earnings per basic diluted share $ 1.11  $ 1.31 
As Reported Adjustments Proforma
Live Unaudited Nine Months Ended June 30, 2022 Kinetic Unaudited Nine Months Ended June 30, 2022
Adjustments(1)
Live for the Nine Months Ended June 30, 2022
Net revenue $ 213,133  $ 15,418  $ 228,551 
Net income $ 25,376  $ 1,286  $ (207) $ 26,455 
Earnings per basic common share $ 8.11  $ 8.46 
Earnings per basic diluted share $ 8.01  $ 8.35 

(1) Adjustments are related to adjustments made for the following:
• Amortization expense of definite-lived intangible assets has been adjusted based on the preliminary fair value at the acquisition date.
• Interest expense has been adjusted to include proforma interest expense that would have been incurred as a result of the acquisition financing obtained by the Company.
• Certain other expenses have been adjusted to reflect the post-acquisition operating environment.