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ASSET PURCHASE
9 Months Ended
Sep. 30, 2018
Asset Purchase Agreement [Abstract]  
ASSET PURCHASE

NOTE 2.  ASSET PURCHASE

 

In June 2018, we entered into a stalking horse asset purchase agreement (the “Asset Purchase Agreement”) with Geokinetics, Inc. (“GEOK”), pursuant to which we agreed to purchase substantially all of the assets of GEOK (the “Purchased Assets”) and acquire certain liabilities related thereto in a transaction to be effected in GEOK’s bankruptcy proceeding under Chapter 11 of Title 11 of the United States Bankruptcy Code.  

 

In July 2018, the United States Bankruptcy Court for the Southern District of Texas approved the Asset Purchase Agreement, and we completed the acquisition of the Purchased Assets for $18.4 million.  In connection with the closing, we entered into a new acquisition purchase money facility of approximately $23.4 million in aggregate principal amount of borrowings, secured by the Purchased Assets, to fund the acquisition and pay related transaction costs.  

 

The acquisition was accounted for as an asset acquisition, which requires that the total purchase price, including transaction costs, be allocated to the assets acquired and the liabilities assumed based on their relative fair values.  

 

The purchase price and the fair values of the acquired assets and assumed liabilities are as follows:

 

Purchase price

 

$

18,411

 

Transaction advisory fees and other acquisition costs

 

 

3,338

 

Total purchase price

 

$

21,749

 

 

 

 

 

 

Accounts receivable

 

$

8,589

 

Property and equipment

 

 

12,484

 

Intangible assets, net

 

 

3,642

 

Accrued liabilities

 

 

(110

)

Deferred revenue

 

 

(2,856

)

Net assets acquired

 

$

21,749

 

 

The intangible asset relates to GEOK’s intellectual property and will be amortized over a 15 year period.  Amortization expense for the three months ended September 30, 2018 was $0.04 million and is included in “Selling, general and administrative expenses” on our unaudited condensed consolidated statements of operations.