Subsequent Events |
6 Months Ended |
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Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events |
17. Subsequent Events On July 15, 2022, the Company completed the acquisition of Project Design Consultants, LLC pursuant to the Membership Interest Purchase Agreement, dated July 15, 2022 (the “Agreement”), among the Company, Project Design Consultants LLC, Project Design Consultants Holdings, Inc. (“PDC Holdings”) and certain key shareholders of PDC Holdings. The aggregate consideration was approximately $11.0 million which consisted of (i) $5.0 million in cash (ii) non-negotiable promissory notes in the aggregate amount of $2.0 million, subject to adjustment and (iii) a convertible promissory note (the “Convertible Note”) in the principal amount of $4.0 million. The Convertible Note accrues interest at a fixed rate of 4.75% per annum and may be convertible in whole or in part at any time to Bowman common stock at a conversion price of $14.00 per share. For the period ending December 31, 2021, the Company recorded an uncertain tax position of $1.9 million for being on an impermissible method in deducting stock-based compensation expense for income tax purposes consistent with the timing as recognized for book purposes. The Company filed Form 3115 with the Internal Revenue Service requesting to change from the impermissible method to a permissible method. On July 27, 2022 the change in accounting method was approved by the IRS. In the third quarter of 2022, the Company will therefore record a reversal of the uncertain tax position, establishment of a deferred tax liability for the 481(a) amount and a reduction in tax expense for the related tax deductions in excess of book expenses.
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