Business Combination Disclosure [Text Block] | NOTE 9 BUSINESS ACQUISITIONS Elite February 2, 2023, All the goodwill related to the Elite acquisition has been allocated to the Service segment. Amortization of goodwill related to the Elite acquisition is deductible for tax purposes. The total purchase price for the assets of Elite was approximately $0.9 million, of which $0.8 million was paid in cash. Pursuant to the asset purchase agreement, the Company held back $0.1 million of the purchase price for certain potential post-closing adjustments. The following is a summary of the purchase price allocation, in the aggregate, to the fair value, based on Level 3 February 2, 2023 ( Goodwill $ 820 Plus: Accounts Receivable 62 Total Purchase Price $ 882 From the date of acquisition through the end of fiscal year 2023, Complete Calibrations September 28, 2022, All the goodwill related to the Complete Calibrations acquisition has been allocated to the Service segment. Amortization of goodwill related to the Complete Calibrations acquisition is not not The total purchase price paid for Complete Calibrations was approximately $1.2 million in cash. In connection with this transaction, the Company also entered into a Technology License Agreement with Calibration Robots Limited, an Irish company and related party to Complete Calibrations, for the use of their proprietary robotics in completing calibrations. The Technology License Agreement includes transactional royalties in the amount of 3 Euros (approximately $3.23) per calibration performed by technology covered under this license agreement, with a royalty term of up to ten March 28, 2024. March 25, 2023 The following is a summary of the purchase price allocation, in the aggregate, to the fair value, based on Level 3 September 28, 2022 ( Goodwill $ 1,123 Plus: Cash 10 Inventory 44 Total Purchase Price $ 1,177 From the date of acquisition through the end of fiscal year 2023, e2b September 27, 2022, e2b “e2b” The e2b not e2b e2b fifteen e2b The total purchase price paid for the assets of e2b third 2023, March 25, 2023, The following is a summary of the purchase price allocation, in the aggregate, to the fair value, based on Level 3 e2b’s September 27, 2022 ( Goodwill $ 1,367 Intangible Assets – Customer Base & Contracts 746 Intangible Assets – Covenant Not to Compete 396 2,509 Plus: Accounts Receivable 361 Other Current Assets 24 Property and Equipment 326 Less: Current Liabilities (121 ) Total Purchase Price $ 3,099 From the date of acquisition through the end of fiscal year 2023, e2b Alliance May 31, 2022, The Alliance goodwill is primarily attributable to the workforce acquired, as well as operational synergies and other intangibles that do not fifteen The purchase price for Alliance was approximately $4.7 million and was paid with $4.0 million in cash and the issuance of 2,284 shares of our common stock valued at $0.1 million. Pursuant to the asset purchase agreement, the Company held back $0.5 million of the purchase price for certain potential post-closing adjustments, and the purchase price will be subject to reduction by $0.5 million if a key customer relationship is not The following is a summary of the purchase price allocation, in the aggregate, to the fair value, based on Level 3 May 31, 2022 ( Goodwill $ 1,783 Intangible Assets – Customer Base & Contracts 2,320 Intangible Assets – Covenant Not to Compete 114 4,217 Plus: Accounts Receivable 343 Property and Equipment 170 Less: Current Liabilities (27 ) Total Purchase Price $ 4,703 From the date of acquisition through the end of fiscal year 2023, Tangent December 31, 2021, The Tangent goodwill is primarily attributable to the workforce acquired, as well as operational synergies and other intangibles that do not fifteen not The purchase price for Tangent was approximately $8.9 million, all paid in cash, and is subject to certain customary holdback provisions and a portion of which was placed in escrow to secure the sellers’ obligations in the event that a key employee terminates employment with Tangent on or before the first During the second 2023, second 2023, October 2022 September 2023. fourth 2023, not During the second 2023, no second 2023. 3 December 31, 2021 ( Goodwill $ 5,385 Intangible Assets – Customer Base & Contracts 4,150 Intangible Assets – Covenant Not to Compete 220 9,755 Plus: Cash 26 Accounts Receivable 187 Other Current Assets 16 Property and Equipment 203 Less: Current Liabilities (68 ) Deferred Tax Liability (1,195 ) Total Purchase Price $ 8,924 During fiscal year 2023, NEXA August 31, 2021, The NEXA goodwill is primarily attributable to the workforce acquired, as well as operational synergies and other intangibles that do not five not The purchase price for NEXA was approximately $26.2 million and was paid with $23.9 million in cash and the issuance of 34,943 shares of our common stock valued at $2.4 million. Additionally, there are potential earn-out payments of up to $7.5 million over the four August 31, 2021 March 26, 2022, 3 1 2 3 4 During the second 2023, no second 2023. 2022 first not no The following is a summary of the purchase price allocation, in the aggregate, to the fair value, based on Level 3 August 31, 2021 ( Goodwill $ 15,679 Intangible Assets – Customer Base & Contracts 5,600 Intangible Assets – Backlog 490 Intangible Assets – Covenant Not to Compete 600 22,369 Plus: Cash 3,732 Accounts Receivable 2,434 Non-Current Assets 38 Less: Current Liabilities (572 ) Deferred Tax Liability (1,769 ) Total Purchase Price $ 26,232 During fiscal year 2023, Upstate Metrology April 29, 2021, All the goodwill related to the Upstate Metrology acquisition has been allocated to the Service segment. Amortization of goodwill related to the Upstate Metrology acquisition is deductible for tax purposes. The total purchase price for the assets of Upstate Metrology was approximately $0.9 million. The following is a summary of the purchase price allocation, in the aggregate, to the fair value, based on Level 3 April 29, 2021 ( Goodwill $ 483 Plus: Current Assets 189 Non-Current Assets 270 Less: Current Liabilities (11 ) Total Purchase Price $ 931 Since this operation was integrated immediately into our existing operations, its separate contributed revenue and operating income is undeterminable. BioTek: December 16, 2020, All of the goodwill and intangible assets relating to the BioTek acquisition has been allocated to the Service segment. Intangible assets related to the BioTek acquisition are being amortized for financial reporting purposes on an accelerated basis over the estimated useful life of up to 10 years and are deductible for tax purposes. Amortization of goodwill related to the BioTek acquisition is deductible for tax purposes. The total purchase price for the assets of BioTek was approximately $3.5 million. $0.4 million of the purchase price had been put into escrow for indemnification claims, if any. This escrow was released during the fourth 2022. 3 Goodwill $ 1,063 Intangible Assets – Customer Base & Contracts 1,930 Intangible Assets – Covenant Not to Compete 100 3,093 Plus: Current Assets 406 Non-Current Assets 8 Total Purchase Price $ 3,507 The results of acquired businesses are included in Transcat’s consolidated operating results as of the dates the businesses were acquired. The following unaudited pro forma information presents the Company’s results of operations as if the acquisitions of Elite, Complete Calibration, e2b, 2021. not (Unaudited) Fiscal Year Ended March 25, March 26, March 27, (in thousands except per share information) 2023 2022 2021 Total Revenue $ 233,098 $ 217,000 $ 189,730 Net Income $ 11,419 $ 12,052 $ 6,901 Basic Earnings Per Share $ 1.51 $ 1.61 $ 0.93 Diluted Earnings Per Share $ 1.49 $ 1.59 $ 0.91 Certain of the Company’s acquisition agreements include provisions for contingent consideration and other holdback amounts. The Company accrues for contingent consideration and holdback provisions based on their estimated fair value at the date of acquisition. As of March 25, 2023, March 26, 2022, 2023, 2022 2021, During fiscal years 2023, 2022 2021, |