Variable Interest Entities (Tables)

9 Months Ended

Sep. 30, 2022

Adsmurai

Variable Interest Entity [Line Items]

Summary of Preliminary Purchase Price Allocation

The following is a summary of the preliminary purchase price allocation (in millions):

Cash	$	7.4
Accounts receivable		12.2
Other assets		0.7
Fixed assets		2.8
Intangible assets subject to amortization		8.2
Goodwill		13.2
Current liabilities		(14.6	)
Deferred tax		(2.0	)
Debt		(2.8	)
Noncontrolling interest		(12.3	)
Convertible loan		(12.8	)

Intangible assets subject to amortization acquired includes:

Intangible Asset	Estimated Fair Value (in millions)		Weighted average life (in years)
Advertiser relationships	$	4.7	7.0
Existing technology		2.4	5.0
Trade name		1.1	5.0

Summary of Intangible Assets Subject to Amortization Acquired

Intangible assets subject to amortization acquired includes:

Intangible Asset	Estimated Fair Value (in millions)		Weighted average life (in years)
Advertiser relationships	$	4.7	7.0
Existing technology		2.4	5.0
Trade name		1.1	5.0

Schedule of Unaudited Pro Forma Information

The following unaudited pro forma information has been prepared to give effect to the Company’s consolidation of Adsmurai as if the transaction had occurred on January 1, 2021. This pro forma information was adjusted to exclude acquisition fees and costs of $0.2 million for each of the three- and nine-month periods ended September 30, 2022, which were expensed in connection with the transaction. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had this transaction occurred on such date, nor does it purport to predict the results of operations for any future periods.

In thousands, except share and per share data	Three-Month Period				Nine-Month Period
	Ended September 30,				Ended September 30,
	2022		2021		2022		2021
Pro Forma:
Total revenue	$	244,963	$	208,321	$	688,241	$	552,915
Net income (loss) attributable to common stockholders	$	9,706	$	12,205	$	20,557	$	25,511
Basic and diluted earnings per share:
Net income (loss) per share, attributable to common stockholders, basic	$	0.11	$	0.14	$	0.24	$	0.30
Net income (loss) per share, attributable to common stockholders, diluted	$	0.11	$	0.14	$	0.23	$	0.29
Weighted average common shares outstanding, basic		84,945,873		85,390,333		85,469,675		85,207,992
Weighted average common shares outstanding, diluted		87,417,501		88,315,732		87,671,726		87,694,395

Jack of Digital

Variable Interest Entity [Line Items]

Reconciliation of Changes in Noncontrolling Interests

The table below presents the reconciliation of changes in noncontrolling interests (in thousands):

	Three-Month Period					Nine-Month Period
	Ended September 30,					Ended September 30,
	2022			2021		2022			2021
Beginning balance	$	-		$	-	$	-		$	-
Initial fair value of noncontrolling interests		12,897			-		12,897			-
Net income (loss) attributable to noncontrolling interest		(303	)		-		(303	)		-
Ending balance	$	12,594		$	-	$	12,594		$	-

The changes in the carrying amount of goodwill for each of the Company’s operating segments for the nine-month period ended September 30, 2022 are as follows (in thousands):

	December 31,		Purchase Price		Additions From		September 30,
(in thousands)	2021		Adjustments		VIEs		2022
Television	$	40,549	$	-	$	-	$	40,549
Digital		31,159		1,451		13,556		46,166
Consolidated	$	71,708	$	1,451	$	13,556	$	86,715

Schedule of carrying amount of goodwill

The changes in the carrying amount of goodwill for each of the Company’s operating segments for the nine-month period ended September 30, 2022 are as follows (in thousands):

	December 31,		Purchase Price		Additions From		September 30,
(in thousands)	2021		Adjustments		VIEs		2022
Television	$	40,549	$	-	$	-	$	40,549
Digital		31,159		1,451		13,556		46,166
Consolidated	$	71,708	$	1,451	$	13,556	$	86,715