Note 9 - Subsequent Events

6 Months Ended

Jun. 30, 2024

Notes to Financial Statements

Subsequent Events [Text Block]

(9) SUBSEQUENT EVENTS

On July 15, 2024, we acquired all issued and outstanding shares of stock of Nobl, Inc., a company with rounding solutions for healthcare organizations. The acquisition expands our service offerings in patient and employee experience, enhancing our ability to provide real-time feedback. In accordance with the Stock Purchase Agreement, we paid $5.5 million of the all-cash consideration at closing subject to a customary working capital adjustment. The closing payment was funded through borrowings on our Line of Credit. The Stock Purchase Agreement also provides for up to $1.0 million in earn-out payments in the event certain performance-based measures are met during the period following the acquisition through June 30, 2026. Acquisition related expenses of $42,000 are included in Selling, General and Administrative expenses for three and six-month periods ending June 30, 2024. We are currently finalizing the accounting for this transaction and expect to complete our preliminary allocation of the purchase consideration to the assets acquired and liabilities assumed by the end of the third quarter of 2024. Pro-forma information has not been presented because the amounts are insignificant.

On August 5, 2024, we amended our Credit Agreement for our Credit Facilities. The amended Credit Agreement extends the maturity date of our Line of Credit to May 2027. The balance outstanding on our Term Loan is payable in equal monthly installments amortized over a ten-year period and bears interest at a floating rate equal to the 30-day SOFR plus 235 basis points. The Delayed Draw Term Loan is payable in equal monthly installments amortized over a ten-year period.  All outstanding principal and accrued interest on the Term Loan and Delayed Draw Term Loan is payable in May 2027. The amendment also extends the use of the Delayed Draw Term Loan to capital expenditures and revises the building renovations excluded from the fixed charge coverage ratio covenant from $25 million to $27.5 million.