Cactus International Acquisition (Tables)

3 Months Ended

Mar. 31, 2026

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

Schedule of Purchase Price Consideration

The estimated purchase price consideration is $362.0 million and is summarized as follows:

	Purchase Price Consideration
Initial cash payment (1)(2)	$	344,500
Minimum cash amount at closing	45,500
Working capital and other	(34,235)
Deferred Payment (3)	6,266
Fair value of consideration	$	362,031

(1) The cash consideration was funded utilizing cash on hand.

(2) The total cash consideration transferred is subject to potential working capital and capital expenditure adjustments.

(3) Represents the estimated fair value of our deferred consideration payment of $10.0 million, subject to contractual adjustments, discounted at present value and payable to the Seller on the first anniversary of the Transaction Date.

Schedule of Preliminary Purchase Price Allocation

The following table summarizes the preliminary allocation of the purchase price to the identifiable assets acquired and liabilities assumed based on their estimated fair values as the acquisition date:

Cash and cash equivalents	$	70,000
Receivables	241,530
Inventories	137,053
Prepaid expenses and other current assets	2,234
Property and equipment	55,450
Operating lease right-of-use assets	16,188
Identifiable intangible assets	228,800
Other noncurrent assets	17,090
Total assets acquired (A)	768,345
Accounts payable	151,979
Accrued expenses and other current liabilities	43,884
Finance lease obligations	78
Operating lease liabilities	17,119
Deferred tax liabilities	38,559
Other non-current liabilities	33,698
Total liabilities assumed (B)	285,317
Net identifiable assets acquired (C) = (A)-(B)	$	483,028
Fair value of the mezzanine classified non-controlling interest (D)	146,738
Fair value of the other non-controlling interest (E)	19,565
Goodwill (F)	45,306
Total consideration to be transferred (G) = (C) - (D) - (E) + (F)	$	362,031

Schedule of Identifiable Intangible Assets Acquired

The following table presents the details of identifiable intangible assets acquired and the respective estimated useful lives:

(in thousands)	Estimated useful life	Amount
Customer relationships	15.0 years	$	169,670
Developed technology	10.0 years	40,360
Backlog	1.0 year	18,770
Total identifiable intangible assets		$	228,800

Schedule of Unaudited Proforma Results

	Three Months Ended March 31
	2025
Revenues	$	422,572
Net Income attributable to Cactus, Inc.	41,767