M&A - BEL FUSE INC /NJ

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Form Type: 10-K

Filing Date: 2025-02-28

Corporate Action: Acquisition

Type: Update

Accession Number: 000143774925005652

Filing Summary: Bel Fuse Inc. reports on its acquisition of Enercon, with a redeemable noncontrolling interest recorded at a fair value of $72.4 million as of the acquisition date. Valuation inputs included projected EBITDA for fiscal year 2026, a market price risk adjustment of 8.4%, and a volatility measure of 51%. Goodwill related to the acquisition is provisional and primarily attributable to expected synergies and intangible assets. Deferred taxes have been established for step-ups in inventory and assets, and all goodwill will be tax-deductible over 15 years. The report outlines the financial impact on the company, including assumptions related to inventory valuations and fair value determinations for property and equipment, which are still under review.

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Additional details:

Redeemable Noncontrolling Interest Fair Value: 72.4 million


Ebitda Projection Year: 2026


Market Price Risk Adjustment: 8.4%


Goodwill Deductibility Period: 15 years


Related Party Loan Payable Amount: 4.9 million


Step Up In Inventory Fair Value: 2.4 million


Property Plant Equipment Step Up: 3.7 million


Form Type: 8-K/A

Filing Date: 2025-01-29

Corporate Action: Acquisition

Type: Update

Accession Number: 000143774925002138

Filing Summary: Bel Fuse Inc. announces the completion of its acquisition of 80% of Enercon Technologies, Ltd. on November 14, 2024. This acquisition was made in accordance with a Share Purchase Agreement dated September 19, 2024. This Amendment No. 1 to Form 8-K serves to provide the necessary financial statements and pro forma financial information as required by the SEC regulations. The document includes the audited financial statements of Enercon for the years ended December 31, 2023 and 2022, as well as the unaudited interim financial statements for the nine-month periods ended September 30, 2024 and 2023. Additionally, it presents unaudited pro forma combined financial information reflecting the newly acquired Enercon alongside Bel's financials.

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Additional details:

Financial Statements Of Acquired Business: Audited Financial Statements of Enercon Technologies, Ltd. for the years ended December 31, 2023 and 2022


Unaudited Interim Financial Statements: Unaudited Interim Financial Statements of Enercon Technologies, Ltd. for the nine-month periods ending September 30, 2024 and 2023


Pro Forma Financial Information: Unaudited Pro Forma Combined Financial Information of Bel Fuse Inc. and Enercon Technologies, Ltd.


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