v3.26.1
Acquisition
6 Months Ended
Jun. 30, 2026
Acquisition  
Acquisition

Note 10 – Acquisition

On December 16, 2025, the Company’s subsidiary Hudson Technologies Company completed the acquisition of substantially all the business assets of Denver Refrigerants Inc. (d/b/a Refrigerants Inc.) (the “Refrigerants Inc. Acquisition”) which expands the Company’s reach in key markets for both refrigerant sales and the aftermarket supply chain of recovered refrigerant. The Company considered the guidance in ASC 805-10-55 and concluded that the transaction met the definition of a business, therefore the transaction was accounted for as a business combination. The consideration for Refrigerants Inc. Acquisition was approximately $2.2 million in cash, paid at the closing, and provides for a further contingent payment of up to $2.0 million payable, to the extent earned, approximately 17 and 29 months from the closing date. The Company estimated the fair value of this contingent earn-out liability to be $1.8 million as of December 31, 2025, and June 30, 2026, which was recorded as other liabilities on the consolidated balance sheet.

The following table summarizes the final fair values of the assets acquired and liabilities assumed from the Refrigerants Inc. Acquisition:

Consideration (in thousands)

​

​

​

​

​

Cash

  ​ ​ ​

$

2,237

Contingent consideration

​

 

1,800

Total consideration transferred

​

$

4,037

​

Identifiable assets acquired

​

​

​

​

​

​

​

​

  ​ ​ ​

Amortization life

​

Fair Value

​

  ​ ​ ​

(in months)

  ​ ​ ​

(in thousands)

Inventories

​

​

​

$

488

Fixed assets

​

36

​

​

57

Covenant not to compete

​

60

​

 

60

Customer relationships

​

24

​

 

110

Tradename

​

60

​

 

320

Total identified assets

​

​

​

​

1,035

Goodwill

​

​

​

 

3,002

Total net assets acquired

​

​

​

$

4,037

​

The Refrigerants Inc. Acquisition resulted in the recognition of $3.0 million of goodwill, which will be deductible for tax purposes. Goodwill largely consists of expected growth in revenue from new customer acquisitions over time.