Transcat amends NEXA earn-out, expects $3.7-4.5M charge in Sep quarter

TRANSCAT INC

Amended earn-out: up to $7.125M (from $7.5M) for 2023-2025 based solely on EBITDA targets.
Total earn-out obligation estimated at $3.7M to $4.5M; one-time expense of same amount in Q2 FY24.
One-time net income reduction of $2.7M to $3.4M for quarter ending September 23, 2023.
EBITDA definition expanded to include SteriQual (from July 2023) and CQV businesses.
No earn-out payable for 2022; maximum payout if EBITDA reaches 150% of target.

item 1.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

TRANSCAT INC amended Amendment with John Cummins and Ross Lane valued at up to $7,125,000 (effective 2023-09-11).

Action: amendment
Agreement: asset purchase
Counterparty: John Cummins and Ross Lane
Value: up to $7,125,000
Effective: 2023-09-11

Exact text from the filing

On September 11, 2023, Transcat, Inc. (the “Company”) entered into an amendment (the “Amendment”) to a Share Purchase Agreement dated August 31, 2021 (the “Purchase Agreement”) with John Cummins and Ross Lane (the “Sellers”)

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TRANSCAT INC filing history →

Source: SEC EDGAR

accession 0001206774-23-001126

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