Business Combinations and Asset Acquisitions (Tables)
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9 Months Ended |
Sep. 25, 2021 |
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| Business Combination and Asset Acquisition [Abstract] |
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| Schedule of Recognized Identified Assets Acquired and Liabilities Assumed |
The following tables summarize the fair values of consideration transferred and the fair values of identified assets acquired, and liabilities assumed at the date of acquisition:
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| Fair Value of Consideration Transferred |
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| Cash |
9,383,460 |
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| Hold Back Liability |
1,350,000 |
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| Total Fair Value of Consideration Transferred |
$ |
10,733,460
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| Recognized Amounts of Identifiable Assets Acquired and Liabilities Assumed |
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| Cash |
169,485 |
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| Accounts receivable |
1,100,533 |
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| Other current assets |
102,521 |
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| Property and equipment |
196,561 |
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| Identifiable intangible assets |
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| Customer relationships |
2,470,000 |
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| Backlog |
280,000 |
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| Trademark |
1,450,000 |
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| Recognized amounts of identifiable liabilities assumed |
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| Accounts payable |
(473,353) |
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| Accrued expenses |
(152,191) |
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| Other liabilities |
(1,395,911) |
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| Total identifiable net assets |
3,747,645
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| Goodwill |
6,985,815
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The following tables summarize the fair value of consideration transferred and the fair value of identified assets acquired, and liabilities assumed at the date of acquisition:
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| Fair Value of Consideration Transferred |
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| Cash |
$ |
169,172,537
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| Recognized Amounts of Identifiable Assets Acquired and Liabilities Assumed |
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| Cash |
207,655 |
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| Accounts receivable |
8,501,810 |
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| Inventories |
9,075,049 |
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| Property and equipment |
7,802,720 |
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| Other assets |
29,280 |
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| Identifiable intangible assets |
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| Customer relationships |
26,320,000 |
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| Backlog |
3,130,000 |
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| Trademark |
20,850,000 |
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| Recognized amounts of identifiable liabilities assumed |
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| Accounts payable |
(8,011,998) |
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| Accrued expenses |
(571,375) |
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| Other liabilities |
(887,271) |
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| Total identifiable net assets |
66,445,870
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| Goodwill |
102,726,667
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| Business Acquisition, Pro Forma Information |
The amounts of revenue and net income of ACT included in the results from the transaction date of August 31, 2021 through September 25, 2021 are as follows:
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Periods from September 1, 2021 through September 25, 2021 |
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| Revenue |
$ |
981,976 |
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Net Income |
26,038 |
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The amounts of revenue and net income of DBCI included in the Consolidated Statements of Operations and Comprehensive Income from the transaction date of August 17, 2021 through September 25, 2021 are as follows:
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Period from August 18, 2021 through September 25, 2021 |
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| Revenue |
$ |
8,456,455 |
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Net Income |
565,265 |
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The following unaudited pro forma information has been prepared as if the DBCI and ACT acquisitions had taken place on December 29, 2019. The Company prepared the table based on certain estimates and assumptions. These estimates and assumptions were made solely for the purposes of developing such unaudited pro forma information and have not been adjusted to provided period over period comparability.
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Three Months Period Ended |
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Nine Months Period Ended |
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September 25, |
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September 26, |
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September 25, |
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September 26, |
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2021 |
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2020 |
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2021 |
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2020 |
| Revenue |
$ |
199,314,429 |
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$ |
160,977,239 |
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$ |
574,135,446 |
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$ |
468,372,347 |
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Net Income |
17,097,308 |
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19,848,627 |
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35,272,653 |
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43,221,338 |
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| Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination |
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition:
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Fair Value |
Useful Lives |
Customer Relationships |
$ |
2,470,000 |
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P15Y |
Backlog |
280,000 |
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P3M |
Trade Name |
1,450,000 |
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Indefinite |
Identifiable Intangible Assets |
$ |
4,200,000
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The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition:
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Fair Value |
Useful Lives |
Customer Relationships |
$ |
26,320,000 |
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P15Y |
Backlog |
3,130,000 |
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P4M |
Trade Name |
20,850,000 |
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Indefinite |
Identifiable Intangible Assets |
$ |
50,300,000
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