BUSINESS COMBINATIONS (Tables)

9 Months Ended

Sep. 30, 2022

The following summarizes the purchase consideration (in thousands):


Base cash consideration	$	180,000
Closing adjustment	13,863
Fair value of Earn-Out Amount	52,395
Total Purchase Price	$	246,258

Summary of Preliminary Allocation of the Purchase Price to Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed

The Company recorded the fair value of the purchase price to tangible and identifiable intangible assets acquired and liabilities assumed as follows (in thousands):


Cash and cash equivalents	$	2,664
Accounts receivable	15,868
Inventories	76,879
Prepaid expenses and other current assets	1,322
Property, plant and equipment, net	3,134
Operating lease right-of-use assets	7,585
Intangible assets	104,500

Other assets	1,189
Total assets acquired	213,141
Accounts payable	5,251
Accrued expenses and other current liabilities	10,576
Current portion of operating lease liabilities	1,435
Operating lease liabilities, less current portion	6,150
Deferred tax liabilities, net	24,234

Total liabilities assumed	47,646
Net assets acquired	165,495
Goodwill	80,763
Total Purchase Price	$	246,258

Summary of Preliminary Values Allocated to Identifiable Intangible Assets and Their Estimated Useful Lives

The values allocated to identifiable intangible assets and their estimated useful lives are as follows:


Identifiable intangible assets	Fair Value (in thousands)		Useful Life (in years)
Customer relationships	$	55,700	10
Tradenames	48,800		25
	$	104,500

Summary of Pro Forma Financial Information

The following unaudited pro forma financial information summarizes the results of operations of the Company for the three and nine months ended September 30, 2021 as though the Wholesome acquisition had occurred on January 1, 2020 (in thousands):


	Pro Forma Statement of Operations

	Three Months Ended September 30, 2021		Nine Months Ended September 30, 2021
Revenue	$	128,941	$	381,639
Net income	$	9,551	$	10,656