| Schedule of Consideration Transferred |
Total consideration transferred of $460.0 million for the 2026 acquisitions consists of the following, subject to customary post‑closing purchase price adjustments (in thousands):
| | | | | | | | | | | | | | | | | | | Bowers | | Metrix | | Total | | Cash | $ | 283,104 | | | $ | 25,181 | | | $ | 308,285 | | | Issuance of Legence Corp. Class A Common Stock | 98,635 | | | 7,802 | | | 106,437 | | | Deferred consideration | 44,941 | | | — | | | 44,941 | | | Holdback | — | | | 299 | | | 299 | | | Total consideration transferred | $ | 426,680 | | | $ | 33,282 | | | $ | 459,962 | |
Total consideration transferred of $21.5 million for the 2025 acquisitions consists of the following (in thousands): | | | | | | | | | | | | | | | | | | | IMD | | Other 2025 Acquisition | | Total | | Cash | $ | 9,265 | | | $ | 6,909 | | | $ | 16,174 | | | Issuance of Legence Corp. Class A Common Stock | 3,589 | | | 449 | | | 4,038 | | | Holdback | 1,000 | | | 250 | | | 1,250 | | | Total consideration transferred | $ | 13,854 | | | $ | 7,608 | | | $ | 21,462 | |
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| Schedule of Asset and Liabilities |
A summary of the purchased assets and liabilities for the 2026 acquisitions acquired at their fair value was as follows (in thousands): | | | | | | | | | | | | | | | | | | | Bowers | | Metrix | | Total | | Cash | $ | 27,934 | | | $ | 34 | | | $ | 27,968 | | | Accounts receivable | 180,536 | | | 3,267 | | | 183,803 | | | Contract assets | 67,416 | | | 1,115 | | | 68,531 | | | Prepaid expenses and other current assets | 3,432 | | | 81 | | | 3,513 | | | Property and equipment | 15,611 | | | 359 | | | 15,970 | | | Operating lease right-of-use assets | 21,679 | | | 902 | | | 22,581 | | | Goodwill | 72,197 | | | 7,574 | | | 79,771 | | | Intangible assets | 302,000 | | | 24,200 | | | 326,200 | | | Other assets | 468 | | | — | | | 468 | | | 691,273 | | | 37,532 | | | 728,805 | | | | | | | | | Accounts payable | (79,834) | | | (47) | | | (79,881) | | | Accrued compensation and benefits | (28,156) | | | — | | | (28,156) | | | Accrued and other current liabilities | (11,505) | | | (4) | | | (11,509) | | | Contract liabilities | (123,752) | | | (3,298) | | | (127,050) | | | Current portion of operating lease liabilities | (4,000) | | | (180) | | | (4,180) | | | Current portion of long-term debt | (1,276) | | | — | | | (1,276) | | | Long-term debt, net of current portion | (1,391) | | | — | | | (1,391) | | | Operating lease liabilities, net of current portion | (14,679) | | | (721) | | | (15,400) | | | (264,593) | | | (4,250) | | | (268,843) | | | Net acquired assets | $ | 426,680 | | | $ | 33,282 | | | $ | 459,962 | |
Finite-lived intangible assets that are being amortized using the straight-line method over their estimated lives at the applicable acquisition dates in 2026 consist of the following (in thousands, except weighted-average useful lives): | | | | | | | | | | | | | | | | | | | | | | | | | Bowers | | Metrix | | Total | | Weighted-
average
Useful Life
(in years) | | Customer relationships | $ | 199,900 | | | $ | 19,100 | | | $ | 219,000 | | | 11.0 | | Trade names | 46,600 | | | — | | | 46,600 | | | 10.0 | | Contract backlog | 55,500 | | | 5,100 | | | 60,600 | | | 2.0 | | $ | 302,000 | | | $ | 24,200 | | | $ | 326,200 | | | |
A summary of the purchased assets and liabilities for the 2025 acquisitions acquired at their fair value was as follows (in thousands): | | | | | | | | | | | | | | | | | | | IMD | | Other 2025 Acquisition | | Total | | Cash | $ | — | | | $ | 76 | | | $ | 76 | | | Accounts receivable | 3,293 | | | 989 | | | 4,282 | | | Contract assets | 419 | | | 225 | | | 644 | | | Prepaid expenses and other current assets | — | | | 3 | | | 3 | | | Property and equipment | 1,318 | | | 23 | | | 1,341 | | | Operating lease right-of-use assets | 634 | | | 121 | | | 755 | | | Goodwill | 3,232 | | | 3,139 | | | 6,371 | | | Intangible assets | 7,690 | | | 4,070 | | | 11,760 | | | Other assets | — | | | 8 | | | 8 | | | 16,586 | | | 8,654 | | | 25,240 | | | | | | | | | Accounts payable | (1,100) | | | (64) | | | (1,164) | | | Accrued compensation and benefits | (215) | | | (74) | | | (289) | | | Accrued and other current liabilities | (152) | | | (18) | | | (170) | | | Contract liabilities | (631) | | | (769) | | | (1,400) | | | Current portion of operating lease liabilities | (238) | | | (104) | | | (342) | | | Operating lease liabilities, net of current portion | (396) | | | (17) | | | (413) | | | (2,732) | | | (1,046) | | | (3,778) | | | Net acquired assets | $ | 13,854 | | | $ | 7,608 | | | $ | 21,462 | |
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| Schedule of Supplemental Pro Forma Information |
The following unaudited supplemental pro forma results of operations for Legence are presented as if the Bowers acquisition had been consummated on January 1, 2025. There is no pro forma information included for the three and six months ended June 30, 2026, as the Company’s actual financial results for the period fully reflect the acquisition of Bowers. Pro forma results for the Metrix acquisition are not presented as they are not material to the Company’s Condensed Consolidated Financial Statements. These unaudited supplemental pro forma results are provided for illustrative purposes only and may not be indicative of the actual results that would have been achieved by the combined companies or the future results of the combined companies (in thousands). | | | | | | | | | | | | | Three Months Ended
June 30, 2025 | | Six Months Ended
June 30, 2025 | | Revenue | $ | 795,369 | | | $ | 1,478,106 | | | Net income (loss) attributable to Legence | $ | (7,790) | | | $ | (39,351) | |
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