15. SUBSEQUENT EVENTS

On July 9, 2021, the Company acquired all of the outstanding equity interests of HE-DI S.r.l., an Italian limited liability company, the owner of 100% of the share capital of NEM S.r.l. (“NEM”), an Italian limited liability. The acquisition was completed pursuant to a Sale and Purchase Agreement among the Company and the shareholders of NEM.  

Initial consideration paid at closing, net of cash acquired, totaled €48,860, or $57,933, and included 134,621 shares of the Company’s common stock and cash of €39,974, or $47,397. In accordance with the terms of the Sale and Purchase Agreement, the sellers are eligible for an additional cash earn-out potential of €5,400, or $6,403, based on defined performance targets. The cash consideration was funded with borrowings on the Company’s credit facility.  

NEM is an innovative hydraulic solutions company providing customized material handling, construction, industrial vehicle, and agricultural applications to its global customer base, predominantly in Europe and Asia. NEM is ideally located in northern Italy’s Emilia Romagna region, one of the world’s most innovative and technology-friendly areas in the hydraulics industry.  

The Company determined the acquisition of NEM was not a significant acquisition under Rule 3-05 of Regulation S-X.