ACQUISITIONS

6 Months Ended

Jun. 30, 2022

ACQUISITIONS

ACQUISITIONS

NOTE 2.     ACQUISITIONS

SL Power Electronics Corporation

On April 25, 2022, we acquired 100% of the issued and outstanding shares of capital stock of SL Power Electronics Corporation ("SL Power"), which is based in Calabasas, California. We accounted for this transaction as a business combination. This acquisition added complementary products to Advanced Energy’s medical power offerings and extends our presence in several advanced industrial markets.

The components of the fair value of the total consideration transferred were as follows:

Cash paid for acquisition	$	146,863
Less cash acquired		(3,484)
Total fair value of purchase consideration	$	143,379

We allocated the purchase price to the assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date, with the excess allocated to goodwill. The following table summarizes the estimated preliminary values of the assets acquired and liabilities assumed.

	Fair Value
Current assets and liabilities, net	$	12,320
Property and equipment		4,177
Operating lease right-of-use assets		4,996
Deferred tax asset		546
Intangible assets		55,300
Goodwill (deductible for tax purposes)		71,036
Operating lease liability		(4,996)
Total fair value of net assets acquired	$	143,379

Goodwill represents SL Power’s assembled workforce and expected operating synergies from combining operations. We are still evaluating the fair value for the assets acquired and liabilities assumed. Accordingly, the purchase price allocation presented above is preliminary. SL Power’s results of operations were included in our consolidated financial statements from the date of acquisition. During the three and six months ended June 30, 2022, SL Power contributed $12.9 million in revenue to our Consolidated Statements of Operations.

TEGAM, Inc.

On June 1, 2021, we acquired 100% of the issued and outstanding shares of capital stock of TEGAM, Inc., which is based in Geneva, Ohio. We accounted for this transaction as a business combination. This acquisition added metrology and calibration instrumentation to Advanced Energy’s RF process power solutions in our Semiconductor and Industrial and Medical markets.

The components of the fair value of the total consideration transferred were as follows:

Cash paid at closing	$	15,430
Cash paid for indemnity holdback released in June 2022		1,800
Less cash acquired		(177)
Total fair value of purchase consideration	$	17,053

We allocated the purchase price to the assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date, with the excess allocated to goodwill. The following table summarizes the values of the assets acquired and liabilities assumed.

	​ Fair Value
Current assets and liabilities, net	$	3,475
Property and equipment		755
Operating lease right-of-use assets		425
Intangible assets		6,900
Goodwill (deductible for tax purposes)		5,917
Other non-current assets		31
Other non-current liabilities		(25)
Operating lease liability		(425)
Total fair value of net assets acquired	$	17,053

Goodwill represents TEGAM’s assembled workforce and expected operating synergies from combining operations. TEGAM’s results of operations were included in our consolidated financial statements from the date of acquisition.