v3.25.4
ACQUISITION
12 Months Ended
Dec. 31, 2025
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
ACQUISITION ACQUISITION:
In April 2024, we completed the acquisition of 100% of the interests of NCS Global Services LLC (NCS), a U.S.-based IT infrastructure and asset management business, for a purchase price of $39.6. The purchase price was funded with the revolving portion of our credit facility (see note 11). The NCS acquisition agreement also includes a potential earn-out of up to $20 if certain adjusted earnings before interest, taxes, depreciation and amortization targets are achieved during the period from May 2024 to April 2025. At the date of acquisition, we estimated the fair value of such potential earn-out to be $6.6 and recorded purchase consideration of $46.2 for the fair value of the acquired assets (including $3.5 of cash) and liabilities on our consolidated balance sheet.
Details of our final purchase price allocation for the NCS acquisition are as follows:
Cash and cash equivalents$3.5 
A/R and other current assets
3.0 
ROU assets
5.2 
PP&E
0.4 
Computer software assets and intellectual property1.3 
Customer and brand intangible assets28.6 
Goodwill
19.4 
Accounts payable and accrued liabilities(2.5)
Lease liabilities(5.2)
Deferred income tax liabilities(7.5)
$46.2 
We engaged third-party consultants to provide valuations of acquired intangible assets and the potential earn-out as of the date of acquisition. The valuation of the intangible assets and the potential earn-out was primarily based on the income approach using a discounted cash flow model and forecasts based on management's subjective estimates and assumptions. Various Level 2 and 3 data inputs of the fair value measurement hierarchy (defined in note 2(q)) were used in the valuation of the foregoing assets.

As a result of the NCS acquisition, our amortization of customer and brand intangible assets increased by approximately $3 annually.
In connection with the NCS acquisition, we recorded acquisition costs of $1.6 in 2024. See note 14 for all acquisition costs incurred in 2023, 2024 and 2025.