| Schedule of Allocations of Purchase Price |
Assets acquired and liabilities assumed as of the acquisition date are presented in the following table:
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January 26, 2024 Opening Balance Sheet as Reported at March 31, 2024 |
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Adjustments |
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January 26, 2024 Opening Balance Sheet as Reported at December 31, 2024 |
Consideration Transferred |
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| Cash consideration paid |
$ |
100,499 |
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$ |
— |
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$ |
100,499 |
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| Liabilities under tax receivable agreement |
13,270 |
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— |
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13,270 |
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| Common shares |
32,795 |
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(1,967) |
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30,828 |
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| Series B preferred shares |
207,880 |
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(12,473) |
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195,407 |
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| Series C preferred shares |
56,713 |
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(3,403) |
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53,310 |
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| Opco C-2 preferred units |
359,493 |
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(21,570) |
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337,923 |
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| Extinguishment of Omni's indebtedness |
1,543,003 |
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— |
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1,543,003 |
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| Total purchase price (fair value of consideration) |
2,313,653 |
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(39,413) |
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2,274,240 |
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| Fair Value of Assets Acquired and Liabilities Assumed |
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| Cash and cash equivalents acquired |
78,260 |
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(10,977) |
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67,283 |
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| Accounts receivable |
181,570 |
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10,441 |
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192,011 |
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| Property and equipment |
75,292 |
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14,082 |
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89,374 |
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| Other assets |
35,639 |
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(3,084) |
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32,555 |
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| Operating lease right-of-use assets |
234,025 |
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13,665 |
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247,690 |
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| Customer relationships |
1,062,729 |
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(158,929) |
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903,800 |
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| Non-compete agreements |
42,509 |
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(19,109) |
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23,400 |
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| Trademarks and other |
42,510 |
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(19,410) |
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23,100 |
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| Total assets acquired |
1,752,534 |
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(173,321) |
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1,579,213 |
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| Current liabilities |
156,408 |
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(368) |
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156,040 |
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| Finance lease obligations |
14,606 |
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2,977 |
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17,583 |
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| Operating lease liabilities |
234,025 |
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13,844 |
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247,869 |
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| Other liabilities |
643 |
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(559) |
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84 |
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| Deferred income taxes |
133,673 |
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22,127 |
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155,800 |
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| Total liabilities assumed |
539,355 |
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38,021 |
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577,376 |
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| Goodwill |
$ |
1,100,474 |
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$ |
171,929 |
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$ |
1,272,403 |
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