Veritone, Inc. Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Business Combinations (Tables)

Business Combinations (Tables)

12 Months Ended

Dec. 31, 2018

Summary of Fair Value of Purchase Price Consideration

The following table summarizes the fair value of purchase price consideration to acquire Performance Bridge:


Acquisition consideration	Amount
Cash consideration at closing	$	1,220
Equity consideration at closing		3,938
Contingent earnout		3,770
Total	$	8,928

Purchase Price Allocation Based Upon an Estimate of Fair Value of Assets Acquired and Liabilities Assumed

The following allocation of the purchase price as of the August 21, 2018 closing date under the acquisition method of accounting is preliminary as to the determination of deferred taxes as the information is not available at the time of this filing. 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:

Preliminary purchase price allocation	Amount
Cash	$	2,283
Accounts receivable		3,551
Prepaid and other current assets		23
Property and equipment		43
Intangible assets		5,800
Accounts payable		(1,402	)
Accrued expenses and other current liabilities		(4,337	)
Accrued compensation		(42	)
Identifiable net assets acquired	$	5,919
Goodwill		3,009
Total purchase price	$	8,928

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 purchase price consideration to acquire Wazee Digital:


Acquisition consideration	Amount
Cash consideration at closing	$	7,423
Equity consideration at closing		5,129
Total	$	12,552

Purchase Price Allocation Based Upon an Estimate of Fair Value of Assets Acquired and Liabilities Assumed

The following is an allocation of the purchase price as of the August 31, 2018 closing date under the acquisition method of accounting and is preliminary as to the determination of deferred taxes as the information is not available at the time of this filing. 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:

Preliminary purchase price allocation:	Amount
Cash	$	975
Accounts receivable		2,396
Prepaid and other current assets		376
Property and equipment		292
Acquired intangible assets		13,300
Accounts payable		(825	)
Accrued expenses and other current liabilities		(3,639	)
Accrued compensation		(850	)
Other long-term liabilities		(700	)
Identifiable net assets acquired	$	11,325
Goodwill		1,227
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

Summary of Unaudited Pro Forma Combined Financial Information

The following table presents unaudited pro forma combined financial information for each of the periods presented, as if the acquisition of Wazee Digital had occurred at the beginning of fiscal year 2017:

	Year Ended
	December 31,
	2018			2017
Net revenue - pro forma combined	$	39,196		$	33,719
Net loss - pro forma combined		(62,086	)		(63,882	)
Accretion of redeemable convertible preferred stock	—				(4,470	)
Net loss attributable to common stockholders - pro forma combined	$	(62,086	)	$	(68,352	)

Summary of Adjustments Included in Unaudited Pro Forma Combined Net Revenues

The following adjustments were included in the unaudited pro forma combined net revenues:

	Year Ended
	December 31,
	2018		2017
Net revenue	$	27,047	$	14,413
Add: Net revenue - acquired business		12,149		19,306
Net revenue - pro forma combined	$	39,196	$	33,719

Summary of Unaudited Adjustments Included in Unaudited Pro Forma Combined Net Loss

The following unaudited adjustments were included in the unaudited pro forma combined net loss:

	Year Ended
	December 31,
	2018			2017
Net loss attributable to common stockholders	$	(61,104	)	$	(64,071	)
Add: Results of operations - acquired business		570			(1,737	)
Less: Pro forma adjustments
Depreciation and amortization		1,552			2,544
Net loss - pro forma combined	$	(62,086	)	$	(68,352	)

Net loss per share - pro forma combined:
Basic and diluted	$	(3.35	)	$	(6.06	)

Shares used to compute net loss per share - pro forma combined:
Basic and diluted		18,515			11,275

Machine Box, Inc. [Member]

Summary of Fair Value of Purchase Price Consideration

The following table summarizes the fair value of purchase price consideration to acquire Machine Box:


Acquisition consideration	Amount
Cash consideration at closing	$	423
Equity consideration at closing		1,061
Total	$	1,484

Purchase Price Allocation Based Upon an Estimate of Fair Value of Assets Acquired and Liabilities Assumed

The following is an allocation of the purchase price as of the September 6, 2018 closing date under the acquisition method of accounting and is preliminary as to the determination of deferred taxes as the information is not available at the time of this filing. 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:

Preliminary purchase price allocation:	Amount
Cash	$	25
Intangible assets		700
Accrued expenses		(375	)
Identifiable net assets acquired	$	350
Goodwill		1,134
Total purchase price	$	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