Quarterly report pursuant to Section 13 or 15(d)

Business Combinations (Tables)

v3.19.3
Business Combinations (Tables)
9 Months Ended
Sep. 30, 2019
Performance Bridge [Member]  
Summary of Fair Value of Purchase Price Consideration

The following table summarizes the fair value of the purchase price consideration for the acquisition of Performance Bridge:

 

Acquisition consideration

Amount

 

Cash consideration at closing

$

1,220

 

Equity consideration at closing

 

3,938

 

Working capital adjustment

 

34

 

Contingent earnout consideration

 

3,770

 

   Estimated purchase price

$

8,962

 

Summary of Preliminary and Final Purchase Price Allocations

The Company’s allocation of the purchase price as of the August 21, 2018 closing date under the acquisition method of accounting was preliminary until the Company had the information required to make a determination of deferred taxes.  In the third quarter of 2019, the Company updated the purchase price allocation based on its determination of the value of the deferred tax liability. The purchase price allocation is based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition.  The preliminary and final purchase price allocations are presented in the table below:

 

 

Purchase price allocation:

Preliminary

 

Final

 

   Cash

$

2,283

 

$

2,283

 

   Accounts receivable

 

3,551

 

 

3,551

 

   Prepaid and other current assets

 

23

 

 

23

 

   Property and equipment

 

43

 

 

43

 

   Intangible assets

 

5,800

 

 

5,800

 

   Accounts payable

 

(1,402

)

 

(1,402

)

   Accrued expenses and other current liabilities

 

(4,337

)

 

(4,337

)

   Accrued compensation

 

(42

)

 

(42

)

   Deferred tax liability

 

-

 

 

(1,575

)

Identifiable net assets acquired

$

5,919

 

$

4,344

 

Goodwill

 

3,043

 

 

4,618

 

Total purchase price

$

8,962

 

$

8,962

 

Summary of Details of Acquired Intangible Assets

The following table presents details of the acquired intangible assets of Performance Bridge:

 

 

Estimated Useful Life (in years)

 

 

Fair Value

 

Customer relationships

 

5.0

 

 

$

5,100

 

Noncompete agreement

 

4.0

 

 

 

700

 

Total intangible assets

 

 

 

 

$

5,800

 

Wazee Digital Inc [Member]  
Summary of Fair Value of Purchase Price Consideration

The following table summarizes the fair value of the purchase price consideration for the acquisition of Wazee Digital:

 

Acquisition consideration

Amount

 

Cash consideration at closing

$

7,423

 

Equity consideration at closing

 

5,129

 

   Total

$

12,552

 

 

Summary of Preliminary and Final Purchase Price Allocations

The allocation of the purchase price as of the August 31, 2018 closing date under the acquisition method of accounting is presented in the table below. The purchase price allocation is based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition:

 

Purchase price allocation:

Amount

 

   Cash

$

975

 

   Accounts receivable

 

2,396

 

   Prepaid and other current assets

 

376

 

   Property and equipment

 

292

 

   Intangible assets

 

13,300

 

   Accounts payable

 

(825

)

   Accrued expenses and other current liabilities

 

(3,516

)

   Accrued compensation

 

(850

)

   Other long-term liabilities

 

(700

)

Identifiable net assets acquired

$

11,448

 

Goodwill

 

1,104

 

Total purchase price

$

12,552

 

Summary of Details of Acquired Intangible Assets

The following table presents details of the acquired intangible assets of Wazee Digital:

 

 

Estimated Useful Life (in years)

 

 

Fair Value

 

Developed technology

 

5.0

 

 

$

9,100

 

Customer relationships

 

5.0

 

 

 

4,200

 

Total intangible assets

 

 

 

 

$

13,300

 

Machine Box, Inc. [Member]  
Summary of Fair Value of Purchase Price Consideration

The following table summarizes the fair value of the initial purchase price consideration for the acquisition of Machine Box:

 

Acquisition consideration

Amount

 

Cash consideration at closing

$

423

 

Equity consideration at closing

 

1,061

 

   Total

$

1,484

 

Summary of Preliminary and Final Purchase Price Allocations

The Company’s allocation of the purchase price as of the September 6, 2018 closing date under the acquisition method of accounting was preliminary until the Company had the information required to make a determination of deferred taxes. In the third quarter of 2019, the Company updated the purchase price allocation based on the determination of the value of the deferred tax liability. The purchase price allocation is based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition.  The preliminary and final purchase price allocations are presented in the table below:

 

 

Purchase price allocation:

Preliminary

 

Final

 

   Cash

$

25

 

$

25

 

   Intangible assets

 

700

 

 

700

 

   Accrued expenses

 

(375

)

 

(375

)

   Deferred tax liability

 

-

 

 

(246

)

Identifiable net assets acquired

$

350

 

$

104

 

Goodwill

 

1,134

 

 

1,380

 

Total purchase price

$

1,484

 

$

1,484

 

Summary of Details of Acquired Intangible Assets

 

The following table presents details of the acquired intangible assets of Machine Box:

 

 

Estimated Useful Life (in years)

 

 

Fair Value

 

Developed technology

 

5.0

 

 

$

500

 

Trademarks and tradenames

 

2.3

 

 

 

100

 

Noncompete agreement

 

3.0

 

 

 

100

 

Total intangible assets

 

 

 

 

$

700