On May 23, 2024, the Company acquired certain assets of Elite First Aid, Inc ("Elite First Aid"). Based in Wake Forest, NC, Elite First Aid is a leading supplier of tactical, trauma and emergency medical products.

The fair value of consideration transferred is as follows:

(dollars in 000’s):


Cash	$	6,141
Contingent consideration	$	500
Holdback	$	500
Total	$	7,141

The purchase price was allocated to assets acquired as follows (in thousands):


Assets:
Accounts Receivable	$	113
Inventory		1,127
Prepaid Expense		212
Intangible Assets
Customer list		2,290
Tradename		1,260
Non-Compete		420
Goodwill		1,719
Total assets	$	7,141

The acquisition was accounted for as a business combination, pursuant to ASC 805 – Business Combinations. All assets acquired in the acquisition are included in the Company’s United States operating segment. Intangible assets include Customer List, Trade Names, Non-Compete Agreements, and Goodwill, and each were recorded at fair value as of the acquisition date using Level 3 inputs. The useful lives of the identified intangible assets range from 5 years to 15 years. The non-compete has an estimated useful life of 5 years. The tradename and customer list both have 15-year estimated useful lives. The weighted average amortization period of intangibles acquired during the year is 13 years. The excess purchase price over the fair value of the net assets acquired was recorded as goodwill, which is primarily attributable to expanded market opportunities for emergency response products. All goodwill is deductible for tax purposes.

The purchase price for the assets was $7,141,000. At closing, the Company paid $6,141,000 to Elite First Aid; the balance of the purchase price, $1,000,000, is subject to holdbacks as follows: (a) $500,000, the payment of which is contingent upon certain revenue milestones during any consecutive 12-month period from May 31, 2024 to December 31, 2025; and (b) $500,000, which is subject to a 13-month holdback as a non-exclusive source of recovery primarily to satisfy indemnification claims under the Asset Purchase Agreement. The $500,000 contingent payment is reported in other long term liabilities and the $500,000 holdback is reported in other current liabilities on the consolidated balance sheet as of December 31, 2024.

Management has determined that providing supplemental pro forma financial information reflecting the combined results of operations as if the acquisition had occurred at the beginning of the prior period is not required, as the impact on the Company’s financial position and results of operations is not significant.

The results of Elite First Aid have been included in the Company’s consolidated financial statements from the acquisition date forward, with no material impact on reported revenue or net income.

On November 1, 2023, the Company sold the assets of its Camillus Cutlery and Cuda business lines (the “Business”) to GSM Holdings, Inc., a Delaware corporation (“GSM Holdings”), pursuant to an Asset Purchase Agreement entered into on the same date.

The sale price of the Business was $19.8 million. At closing, GSM Holdings paid $18.3 million to the Company; the balance of the purchase price, $1.5 million, was subject to a 12-month holdback as a non-exclusive source of recovery primarily to satisfy indemnification claims under the Asset Purchase Agreement. In November 2024, the Company received payment of $1.1 million, net of related costs. The divestiture resulted in a gain of $12.6 million, which was recorded within Other Income, net in the consolidated statements of operations. The gain, net of tax, was approximately $9.6 million.

Sales of Camillus and Cuda products represented approximately 6% of the total net sales in 2023. The divestiture did not meet the criteria for reporting as discontinued operations.