| Summary of Allocation of Acquisition & Merger Consideration |
The following table summarizes the fair value of the Broadbean Acquisition Consideration:
|
|
|
|
|
Broadbean Acquisition Consideration |
|
Amount |
|
Cash consideration at closing |
|
$ |
53,301 |
|
The allocation of the Broadbean Acquisition Consideration to tangible and intangible assets acquired and liabilities assumed is based on estimated fair values and is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Allocation of Broadbean Acquisition Consideration** |
|
As Reported |
|
|
Measurement Period Adjustment |
|
|
As Adjusted |
|
Cash and cash equivalents |
|
$ |
3,029 |
|
|
$ |
4 |
|
|
$ |
3,033 |
|
Accounts receivable, net |
|
|
7,910 |
|
|
|
(93 |
) |
|
|
7,817 |
|
Prepaid expenses and other current assets |
|
|
1,008 |
|
|
|
(1 |
) |
|
|
1,007 |
|
Property, equipment and improvements, net |
|
|
4,348 |
|
|
|
(4,005 |
) |
|
|
343 |
|
Intangible assets |
|
|
27,500 |
|
|
|
— |
|
|
|
27,500 |
|
Other assets |
|
|
1,115 |
|
|
|
2,371 |
|
|
|
3,486 |
|
Total assets acquired |
|
|
44,910 |
|
|
|
(1,724 |
) |
|
|
43,186 |
|
Accounts payable |
|
|
1,369 |
|
|
|
(262 |
) |
|
|
1,107 |
|
Deferred revenue |
|
|
10,134 |
|
|
|
(105 |
) |
|
|
10,029 |
|
Other accrued liabilities |
|
|
4,565 |
|
|
|
489 |
|
|
|
5,054 |
|
Other non-current liabilities |
|
|
7,565 |
|
|
|
(947 |
) |
|
|
6,618 |
|
Total liabilities assumed |
|
|
23,633 |
|
|
|
(825 |
) |
|
|
22,808 |
|
Identifiable net assets acquired |
|
|
21,277 |
|
|
|
(899 |
) |
|
|
20,378 |
|
Goodwill |
|
|
31,947 |
|
|
|
976 |
|
|
|
32,923 |
|
Total purchase consideration |
|
$ |
53,224 |
|
|
$ |
77 |
|
|
$ |
53,301 |
|
**The excess of the total consideration over the tangible assets, identifiable intangible assets, and assumed liabilities is recorded as goodwill. Goodwill is primarily attributable to opportunities to cross-sell into our Commercial Enterprise customer base and to the assembled workforce. Tax deductible goodwill generated from the acquisition is $3,728.
|
| Summary of Valuation of Intangible Assets |
The valuation of the intangible assets acquired along with their estimated useful lives, is as follows:
|
|
|
|
|
|
|
|
|
Estimated
Fair Value |
|
|
Estimated Useful Lives (in years) |
Customer relationships |
|
$ |
17,200 |
|
|
5 |
Developed technology |
|
|
10,300 |
|
|
4 |
Total intangible assets |
|
$ |
27,500 |
|
|
|
|
| Summary of Unaudited Proforma Information |
The unaudited pro forma financial information was as follows:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31, |
|
|
Three Months Ended
March 31, |
|
|
|
2024 |
|
|
2023 |
|
Net revenue |
|
$ |
31,636 |
|
|
$ |
38,559 |
|
Loss before provision for income taxes |
|
|
(26,243 |
) |
|
|
(24,701 |
) |
Net loss |
|
|
(25,198 |
) |
|
|
(24,072 |
) |
|