On June 1, 2022, the Company purchased certain assets of Live Safely Products, LLC (d/b/a “Safety Made”) for approximately $11 million, including $1.5 million of which is contingent upon meeting certain annual financial targets during a two-year period. Based in Keene, NH, Safety Made is a leading manufacturer of first aid kits for the promotional products industry.

The purchase price was allocated to assets acquired as follows (in thousands):


Assets:
Accounts Receivable	$	512
Inventory		944
Prepaid Expense		14
Property, plant and equipment		877
Intangible Assets
Backlog		23
Non-Compete		920
Tradename		1,990
Customer list		2,210
Goodwill		3,389
Total assets	$	10,879

The acquisition was accounted for as a business combination, pursuant to ASC 805 – Business Combinations. All assets acquired in the acquisition are included in the Company’s United States operating segment. Intangible assets include Customer List, Trade Names, Non-Compete Agreements, and Goodwill. The useful lives of the identified intangible assets range from 5 years to 15 years.

As part of the acquisition of Safety Made, $1.5 million of the purchase price was placed in escrow to be paid to the sellers, contingent on the acquired business meeting certain revenue milestones over a two-year period, commencing on the date of the acquisition. The fair value of the contingent liability at each reporting date is based on certain estimates and judgements made by management. Those estimates are made from the most relevant data available at that time and include historical data and future projections. On June 1, 2023, the Escrow Agent disbursed to the Seller a payment of $750,000, as determined by the calculation outlined in the purchase agreement. At December 31, 2023, the fair value of the remaining contingent consideration was $750,000.

The remaining $750,000 contingent payment that is being held in escrow is classified as restricted cash and is recorded in other current assets on the consolidated balance sheet.

On November 1, 2023, the Company sold the assets of its Camillus Cutlery and Cuda business lines (the “Business”) to GSM Holdings, Inc., a Delaware corporation (“GSM Holdings”), pursuant to an Asset Purchase Agreement entered into on the same date.

The purchase price for the Business was $19.8 million. At closing, GSM Holdings paid $18.3 million to the Company; the balance of the purchase price, $1.5 million, is subject to a 12-month holdback as a non-exclusive source of recovery primarily to satisfy indemnification claims under the Asset Purchase Agreement. The divestiture resulted in a gain of $12.6 million, which was recorded within Other Income, net in the consolidated statements of operations. The gain, net of tax, was approximately $9.6 million.

Sales of Camillus and Cuda products represented approximately 6% of the total net sales in 2023. The divestiture did not meet the criteria for reporting as discontinued operations.