Quarterly report pursuant to Section 13 or 15(d)

Fathom OpCo Predecessor Period Acquisitions (Tables)

v3.22.2.2
Fathom OpCo Predecessor Period Acquisitions (Tables)
9 Months Ended
Sep. 30, 2022
Summit [Member]  
Business Acquisition [Line Items]  
Schedule of fair value of the total purchase consideration transferred

The transaction was accounted for using the acquisition method of accounting in accordance with ASC 805 - Business Combinations and the fair value of the total purchase consideration transferred consisted of the following:

 

Consideration Transferred:

 

Total

 

Cash

 

$

10,875

 

Fair value of total consideration transferred

 

$

10,875

 

Schedule of fair values of the assets and liabilities

The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the acquisition of Summit:

 

Recognized amounts of identifiable assets acquired and liabilities assumed

 

Total

 

Cash

 

$

40

 

Accounts receivable, net

 

 

627

 

Inventory

 

 

339

 

Property and equipment, net

 

 

4,371

 

Intangible assets

 

 

5,000

 

Total assets acquired

 

 

10,377

 

Accounts payable

 

 

40

 

Deferred revenue

 

 

776

 

Other current liabilities

 

 

1,418

 

Total liabilities assumed

 

 

2,234

 

Total identifiable net assets

 

 

8,143

 

Goodwill

 

$

2,732

 

Summary of the intangible assets acquired in the acquisition

Below is a summary of the intangible assets acquired in the acquisition:

 

 

 

Acquisition Date Fair Value

 

 

Estimated Life (Years)

Trade name

 

$

400

 

 

5

Customer relationships

 

 

4,600

 

 

11

 

 

$

5,000

 

 

 

Summary of Revenue and Net Loss Income Since Acquisition

The amounts of revenue and net loss of Summit since the acquisition date included in the consolidated statement of comprehensive loss for the 2021 Predecessor Period are as follows:

 

 

 

Period From January 1 - September 30, 2021 (Predecessor)

 

Revenue

 

$

4,496

 

Net loss

 

$

(1,029

)

P P C [Member]  
Business Acquisition [Line Items]  
Schedule of fair value of the total purchase consideration transferred

The transaction was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred consisted of the following:

 

Consideration Transferred:

 

Total

 

Cash

 

$

25,721

 

Fair value of total consideration transferred

 

$

25,721

 

Schedule of fair values of the assets and liabilities

The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the acquisition of PPC:

 

Recognized amounts of identifiable assets acquired and liabilities assumed

 

Total

 

Cash

 

$

162

 

Accounts receivable, net

 

 

899

 

Inventory

 

 

480

 

Fixed assets, net

 

 

2,413

 

Intangible assets

 

 

14,200

 

Total assets acquired

 

 

18,154

 

Accounts payable

 

 

148

 

Accrued expenses

 

 

79

 

Total liabilities assumed

 

 

227

 

Total identifiable net assets

 

 

17,927

 

Goodwill

 

$

7,794

 

Summary of the intangible assets acquired in the acquisition

Below is a summary of the intangible assets acquired in the acquisition:

 

 

 

Acquisition Date Fair Value

 

 

Estimated Life (Years)

Trade name

 

$

1,100

 

 

5

Customer relationships

 

 

13,100

 

 

17

Total intangible assets

 

$

14,200

 

 

 

Summary of Revenue and Net Loss Income Since Acquisition

The amounts of revenue and net loss of PPC since the acquisition date included in the consolidated statement of comprehensive loss for the 2021 Predecessor Period is as follows:

 

 

 

Period From January 1 - September 30, 2021 (Predecessor)

 

Revenue

 

$

4,571

 

Net loss

 

$

(262

)

 

Centex and Laser [Member] | Incodema Holdings LLC  
Business Acquisition [Line Items]  
Schedule of fair value of the total purchase consideration transferred

The transaction was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred consisted of the following:

 

Consideration Transferred:

 

Centex

 

 

Laser

 

 

Total

 

Cash

 

$

11,774

 

 

$

6,946

 

 

$

18,720

 

Fair value of total consideration transferred

 

$

11,774

 

 

$

6,946

 

 

$

18,720

 

Schedule of fair values of the assets and liabilities

The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the acquisition of Centex and Laser:

 

 

 

Acquisition Date Fair Value

 

 

 

Centex

 

 

Laser

 

Recognized amounts of identifiable assets acquired and liabilities assumed

 

 

 

 

 

 

Cash

 

$

-

 

 

$

68

 

Accounts receivable, net

 

 

1,775

 

 

 

900

 

Inventory

 

 

524

 

 

 

622

 

Prepaid expenses

 

 

108

 

 

 

1

 

Fixed assets, net

 

 

1,787

 

 

 

760

 

Intangible assets

 

 

6,243

 

 

 

3,557

 

Other assets

 

 

1

 

 

 

2

 

Total assets acquired

 

 

10,438

 

 

 

5,910

 

Accounts payable

 

 

252

 

 

 

568

 

Paycheck Protection Program (PPP) loan

 

 

649

 

 

 

-

 

Accrued expenses

 

 

271

 

 

 

27

 

Other current liabilities

 

 

23

 

 

 

44

 

Other noncurrent liabilities

 

 

1,234

 

 

 

703

 

Total liabilities assumed

 

 

2,429

 

 

 

1,342

 

Total identifiable net assets

 

 

8,009

 

 

 

4,568

 

Goodwill

 

$

3,765

 

 

$

2,378

 

Summary of the intangible assets acquired in the acquisition

Below is a summary of the intangible assets acquired in the acquisition:

 

 

 

Acquisition Date
Fair Value – Centex

 

 

Estimated Life (Years)

Trade name

 

$

510

 

 

5

Customer relationships

 

 

5,733

 

 

17

Total intangible assets

 

$

6,243

 

 

 

 

 

 

Acquisition Date
Fair Value – Laser

 

 

Estimated Life (Years)

Trade name

 

$

290

 

 

5

Customer relationships

 

 

3,267

 

 

17

Total intangible assets

 

$

3,557

 

 

 

 

Summary of Revenue and Net Loss Income Since Acquisition

The combined amounts of revenue and net loss of Centex and Laser since the acquisition date included in the consolidated statement of comprehensive loss for the 2021 Predecessor Period and is as follows:

 

 

 

 

Period From January 1 - September 30, 2021 (Predecessor)

 

Revenue

 

 

$

5,756

 

Net loss

 

 

$

(677

)

Micropulse West [Member] | Incodema Holdings LLC  
Business Acquisition [Line Items]  
Schedule of fair value of the total purchase consideration transferred

The transaction was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred consisted of the following:

 

Consideration Transferred:

 

Total

 

Cash

 

$

12,452

 

Contingent consideration

 

 

1,295

 

Fair value of total consideration transferred

 

$

13,747

 

Schedule of fair values of the assets and liabilities

The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the acquisition of Micropulse West:

 

Recognized amounts of identifiable assets acquired and liabilities assumed

 

Total

 

Cash

 

$

70

 

Accounts receivable, net

 

 

866

 

Inventory

 

 

333

 

Other current assets

 

 

10

 

Fixed assets, net

 

 

2,490

 

Intangible assets

 

 

7,000

 

Total assets acquired

 

 

10,769

 

Accounts payable

 

 

139

 

Accrued expenses

 

 

13

 

Other current liabilities

 

 

99

 

Total liabilities assumed

 

 

251

 

Total identifiable net assets

 

 

10,518

 

Goodwill

 

$

3,229

 

Summary of the intangible assets acquired in the acquisition

Below is a summary of the intangible assets acquired in the acquisition:

 

 

 

Acquisition Date Fair Value

 

 

Estimated Life (Years)

Trade name

 

$

600

 

 

5

Customer relationships

 

 

6,400

 

 

17

Total intangible assets

 

$

7,000

 

 

 

Summary of Revenue and Net Loss Income Since Acquisition

The amounts of revenue and net loss of Micropulse West since the acquisition date included in the 2021 Predecessor Period consolidated statement of comprehensive loss is as follows:

 

 

 

 

Period From January 1 - September 30, 2021 (Predecessor)

 

Revenue

 

 

$

3,022

 

Net loss

 

 

$

(187

)