25.	COMMITMENTS AND CONTINGENCIES

Contrail Aviation Support, LLC (“Contrail Aviation”), a subsidiary of the Company, completed the purchase of all of the assets owned by Contrail Aviation Support, Inc. (the “Seller”) in

July 2016.

As part of this purchase, Contrail Aviation agreed to pay contingent additional deferred consideration of up to a maximum of

$1,500,000

per year and

$3,000,000

in the aggregate. The Company established a liability with a present value of

$2,900,000

in the initial allocation of purchase price. This is based on the expectation that the earn-out will be paid at the maximum level. The Company has paid

$2,500,000

of contingent consideration as of

March 31, 2019

and the remaining liability of

$480,000,

which includes a current portion of

$24,000

and a non-current portion of

$456,000,

is included in the “Accrued expenses” and “Other non-current liabilities”, respectively, in the consolidated balance sheet at

March 31, 2019.

Contrail Aviation entered into an Operating Agreement (the “Operating Agreement”) with the Seller providing for the governance of and the terms of membership interests in Contrail Aviation and including put and call options (“Put/Call Option”). The Put/Call Option permits the Seller to require Contrail Aviation to purchase all of the Seller’s equity membership interests in Contrail Aviation commencing on the

fifth

anniversary of the acquisition, which is on

July 18, 2021.

The Company has presented this redeemable non-controlling interest in Contrail Aviation between the liabilities and equity sections of the accompanying consolidated balance sheets.

The Company currently expects that

none

of Delphax Canada’s unsecured creditors will receive payment in connection with the ongoing bankruptcy proceedings. This is because the Company’s priority claims under the Delphax Senior Credit Agreement permitted it to foreclose upon all of Delphax Canada’s personal property and rights of undertakings. Unsecured creditors of Delphax Canada

may

attempt to advance claims against the Company, whether as direct claims or alleging successor liability in light of the foreclosure. The Company does

not

believe that any such claims will be successfully advanced and therefore expects

significant adverse effect on the Company’s financial position or results of operations as a result of such possible claims.