Acquisitions and Divestitures (Tables)

12 Months Ended

Dec. 31, 2025

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

Schedule of Allocation of the Purchase Price Consideration of the Fair Value of Assets Acquired and Liabilities Assumed

The allocation of the purchase consideration to the estimated fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands):


Cash	$	2,671
Working capital	19,969
Property, plant and equipment	6,707
Acquired intangible assets	66,900
Other assets	671
Other liabilities	(17,220)
Goodwill	38,281
Fair value of purchase consideration	$	117,979

The preliminary allocation of the purchase consideration to the estimated fair value of the assets acquired and liabilities assumed in the acquisitions of the three metal roofing businesses is as follows as of the respective date of the acquisitions (in thousands):


Cash	$	2,241
Working capital	10,118
Property, plant and equipment	5,094
Acquired intangible assets	36,710
Other assets	10,628
Other liabilities	(8,514)
Goodwill	52,577
Fair value of purchase consideration	$	108,854

The allocation of the purchase consideration to the estimated fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands):



Working capital	$	827
Property, plant, and equipment	195
Acquired intangible assets	6,310
Other assets	134
Other liabilities	(72)
Goodwill	3,023
Fair value of purchase consideration	$	10,417

Schedule of Acquired Intangible Assets

The intangible assets acquired in this acquisition consisted of the following (in thousands):


	Fair Value		Weighted-Average Amortization Period

Trademarks	$	6,800	20 years

Customer relationships	56,600		15 years
Backlog	3,500		Less than 1 year
Total	$	66,900

The intangible assets acquired in the three metal roofing business acquisitions consisted of the following (in thousands):


	Fair Value		Weighted-Average Amortization Period

Trademarks	$	4,250	5 -11 years

Customer relationships	32,460		9 - 12 years
Total	$	36,710

The intangible assets acquired in this acquisition consisted of the following (in thousands):


	Fair Value		Weighted-Average Amortization Period

Trademarks	$	250	3 years

Customer relationships	6,060		12 years
Total	$	6,310

Schedule of Business Combination Costs

The acquisition-related costs consisted of the following for the years ended December 31 (in thousands):


	2025		2024		2023
Cost of sales	$	—	$	—	$	12
Selling, general and administrative costs	13,869		491		253
Total acquisition related costs	$	13,869	$	491	$	265

Business Combination, Pro Forma Information

The following unaudited pro forma financial information represents a summary of the consolidated results of continuing operations of the Company, assuming these acquisitions had been completed on January 1, 2024 for the years ended December 31 (in thousands):


	2025		2024
Net sales	$	1,164,020	$	1,219,058
Operating income	$	129,633	$	158,616

- Definition

Tabular disclosure of business combination. Includes, but is not limited to, recognized asset and liability.

+ References + Details

GIBRALTAR INDUSTRIES, INC. 10-K