GOODWILL

3 Months Ended

Mar. 31, 2022

GOODWILL

GOODWILL

5.    GOODWILL

The change in the carrying amount of goodwill for the three months ended March 31, 2022 is as follows (in thousands):

		March 31,
		2022
Beginning balance	$	106,633
Impact of measurement period adjustments of 2021 acquisitions		175
Effect of foreign currency translation		(240)
Ending balance	$	106,568

On November 2, 2021, the Company acquired 100% of the outstanding stock of ORMEC Systems Corp. (“ORMEC”), a New York headquartered developer and manufacturer of mission critical electro-mechanical automation solutions and motion control products including multi-axis controls, electronic drives and actuators for the automation and aerospace industries. On November 4, 2021, the Company acquired 100% of ALIO Industries (“ALIO”), a Colorado headquartered innovator and manufacturer of advanced linear and rotary motion systems for nano-precision applications. On December 30, 2021, the Company acquired Spectrum Controls, Inc. (“Spectrum Controls”), a Washington headquartered innovator and manufacturer of industrial Input/Output (“I/O”) and universal communications gateway products.

The initial purchase price, collectively, for ORMEC and ALIO was $33,458, and the initial purchase price of Spectrum Controls was $68,711. During the three months ended March 31, 2022, measurement period adjustments to the preliminary purchase price allocations, collectively, resulted in an increase in purchase price of $119 and an increase in goodwill of $175. During the three

months ended March 31, 2022, a settlement of certain closing working capital amounts resulted in a cash inflow of $185. The purchase price allocations for each of the three 2021 acquisitions remain preliminary and are subject to adjustments based on a determination of closing net working capital and/or certain tax matters.

The acquisition of ALIO includes contingent consideration initially measured at a fair value of $4,900. There were no changes to the estimated fair value of contingent consideration during the three months ended March 31, 2022, and the contingent consideration of $4,900 as of March 31, 2022 is included in other long-term liabilities on the condensed consolidated balance sheet. The Spectrum Controls acquisition includes two remaining payments of $12,500 each to be paid in two equal installments no later than December 31, 2022 and December 31, 2023, respectively, comprised of 50% cash and 50% in Company stock. As of March 31, 2022, $12,416 is included in accrued liabilities and $12,305 is included in other long-term liabilities on the condensed consolidated balance sheet. As of December 31, 2021, $12,388 is included in accrued liabilities and $12,277 is included in other long-term liabilities on the condensed consolidated balance sheet.