Business Combinations |
12 Months Ended |
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Dec. 30, 2023 | |
| Business Combination and Asset Acquisition [Abstract] | |
| Business Combinations | BUSINESS COMBINATIONS
In the second quarter of 2022, the Company acquired assets in business combinations for an aggregate purchase consideration of $6,532 in cash and $886 in contingent consideration. The final purchase price allocations were $771 to tangible assets, $6,065 to intangible assets, and $582 to goodwill. The primary reasons for the business combinations are to augment and expand the Company's core competencies.
The contingent consideration liability associated with the business combinations in 2022 was based on the achievement of certain milestones over a three-year period, and the seller's continued employment with the business. Under the terms of the purchase agreement, the contingent consideration consisted of three earn-out periods capped at $500 per earn-out period. The maximum earn-out was $1,500 per the asset purchase agreement. As of the acquisition date, the contingent consideration had a fair value of $886. The estimated fair value of the contingent consideration liability as of the date of acquisition was determined using an option pricing method based upon available information and certain assumptions known and contains key inputs that are unobservable in the market, which represents a Level 3 measurement within the fair value hierarchy.
As of December 31, 2022, the contingent consideration had a fair value of $886. During 2023, the employee resigned from the business, which consequently terminated the employment relationship and the remaining contingent consideration of $548 was forfeited. This non-cash gain on contingent consideration is included in the change in "Other liabilities" line item on the Company’s consolidated statements of cash flows. Contingent consideration is included in Fair Value Measures above.
Pro forma results of operations have not been presented because the effects of the acquisitions were not material to the Company’s Financial Statements.
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