Description of Business (Tables)
|
9 Months Ended |
Mar. 31, 2025 |
SGI |
|
Description Of Business [Line Items] |
|
Schedule of Business Acquisitions, Purchase Price and Fair values of Assets Acquired and Liabilities Assumed |
The following table summarizes the purchase price recorded and fair values of assets acquired and liabilities assumed through our acquisition of SGI as of the acquisition date (in thousands):
|
|
|
|
|
|
|
|
|
Cash |
|
|
|
|
$ |
46,000 |
|
|
Common stock |
|
|
|
|
|
43,618 |
|
|
Holdback consideration - common stock |
|
|
|
|
|
1,818 |
|
|
Repayment of debt |
|
|
|
|
|
11,017 |
|
|
Settlement of pre-existing payables due to A-Mark |
|
|
|
|
|
419 |
|
|
Noncontrolling interest |
|
|
|
|
|
408 |
|
|
Total purchase price |
|
|
|
|
$ |
103,280 |
|
|
|
|
|
|
|
|
|
|
Cash |
|
|
|
|
$ |
11,264 |
|
|
Receivables, net |
|
|
|
|
|
25,164 |
|
|
Inventories |
|
|
|
|
|
102,587 |
|
|
Other current assets |
|
|
|
|
|
4,558 |
|
|
Property, plant, and equipment, net |
|
|
|
|
|
6,108 |
|
|
Operating lease right of use assets |
|
|
|
|
|
12,047 |
|
|
Trade names |
|
|
|
|
|
4,000 |
|
|
In-process research and development |
|
|
|
|
|
1,500 |
|
|
Developed technology |
|
|
|
|
|
1,500 |
|
|
Existing customer relationships |
|
|
|
|
|
12,000 |
|
|
Other long-term assets |
|
|
|
|
|
2,058 |
|
|
Total identifiable assets acquired |
|
|
|
|
|
182,786 |
|
|
Product financing arrangements |
|
|
|
|
|
(52,020 |
) |
|
Accounts payable and other payables |
|
|
|
|
|
(9,789 |
) |
|
Deferred revenue and other advances |
|
|
|
|
|
(9,381 |
) |
|
Accrued liabilities |
|
|
|
|
|
(9,915 |
) |
|
Operating lease liability |
|
|
|
|
|
(12,347 |
) |
|
Other liabilities |
|
|
|
|
|
(532 |
) |
|
Net identifiable assets acquired |
|
|
|
|
|
88,802 |
|
|
Goodwill |
|
|
|
|
|
14,478 |
|
|
Total purchase price |
|
|
|
|
$ |
103,280 |
|
|
|
Summary of Pro forma Consolidated Results of Operations |
The following unaudited pro forma consolidated results of operations for the three and nine months ended March 31, 2025 and 2024 assumes that the acquisition of SGI occurred as of July 1, 2023 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
Nine Months Ended March 31, |
|
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
Revenues |
|
$ |
3,041,632 |
|
|
$ |
2,701,112 |
|
|
$ |
8,677,884 |
|
|
$ |
7,425,215 |
|
Net income (loss) |
|
$ |
(12,411 |
) |
|
$ |
4,408 |
|
|
$ |
4,172 |
|
|
$ |
33,277 |
|
|
Pinehurst |
|
Description Of Business [Line Items] |
|
Schedule of Business Acquisitions, Purchase Price and Fair values of Assets Acquired and Liabilities Assumed |
The following table summarizes the purchase price recorded and fair values of assets acquired and liabilities assumed through our acquisition of Pinehurst as of the acquisition date (in thousands):
|
|
|
|
|
|
|
|
|
Cash |
|
|
|
|
$ |
6,500 |
|
|
Pre-existing equity method investment |
|
|
|
|
|
6,933 |
|
|
Repayment of debt |
|
|
|
|
|
16,903 |
|
|
Contingent consideration |
|
|
|
|
|
700 |
|
|
Settlement of pre-existing receivables due from A-Mark |
|
|
|
|
|
(4,325 |
) |
|
Total purchase price |
|
|
|
|
$ |
26,711 |
|
|
|
|
|
|
|
|
|
|
Cash |
|
|
|
|
$ |
4,334 |
|
|
Receivables, net |
|
|
|
|
|
4,481 |
|
|
Inventories |
|
|
|
|
|
18,378 |
|
|
Other current assets |
|
|
|
|
|
2,665 |
|
|
Property, plant, and equipment, net |
|
|
|
|
|
763 |
|
|
Operating lease right of use asset |
|
|
|
|
|
1,734 |
|
|
Trade names |
|
|
|
|
|
1,000 |
|
|
Existing customer relationships |
|
|
|
|
|
1,000 |
|
|
Total identifiable assets acquired |
|
|
|
|
|
34,355 |
|
|
Accounts payable and other payables |
|
|
|
|
|
(2,380 |
) |
|
Deferred revenue and other advances |
|
|
|
|
|
(1,655 |
) |
|
Accrued liabilities |
|
|
|
|
|
(210 |
) |
|
Operating lease liability |
|
|
|
|
|
(1,734 |
) |
|
Other liabilities |
|
|
|
|
|
(4,167 |
) |
|
Net identifiable assets acquired |
|
|
|
|
|
24,209 |
|
|
Goodwill |
|
|
|
|
|
2,502 |
|
|
Total purchase price |
|
|
|
|
$ |
26,711 |
|
|
|
Summary of Pro forma Consolidated Results of Operations |
The following unaudited pro forma consolidated results of operations for the three and nine months ended March 31, 2025 and 2024 assumes that the acquisition of Pinehurst occurred as of July 1, 2023 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
Nine Months Ended March 31, |
|
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
Revenues |
|
$ |
3,005,510 |
|
|
$ |
2,615,927 |
|
|
$ |
8,491,777 |
|
|
$ |
7,201,371 |
|
Net income (loss) |
|
$ |
(849 |
) |
|
$ |
6,454 |
|
|
$ |
12,443 |
|
|
$ |
30,133 |
|
|