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Acquisitions (Tables)
12 Months Ended
Dec. 31, 2022
Cisneros Interactive  
Summary of Purchase Price Allocation

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

 

Cash

$

8.7

 

Accounts receivable

 

50.5

 

Other assets

 

8.3

 

Intangible assets subject to amortization

 

41.7

 

Goodwill

 

10.5

 

Current liabilities

 

(48.1

)

Deferred tax

 

(10.9

)

Redeemable noncontrolling interest

 

(30.8

)

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)

 

Publisher relationships

$

34.4

 

10.0

 

Advertiser relationships

 

5.2

 

4.0

 

Trade name

 

1.7

 

2.5

 

Non-Compete agreements

 

0.4

 

4.0

 

Reconciliation of Changes in Redeemable Noncontrolling Interests

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

 

 

Years Ended December 31,

 

 

2021

 

 

2020

 

Beginning balance

$

33,285

 

 

$

-

 

Initial fair value of redeemable noncontrolling interests

 

-

 

 

 

30,762

 

Net income (loss) attributable to redeemable noncontrolling interest

 

5,938

 

 

 

2,523

 

Acquisition of redeemable noncontrolling interest

 

(39,223

)

 

 

-

 

Ending balance

$

-

 

 

$

33,285

 

 

Schedule of Unaudited Pro Forma Information This pro forma information does not purport to represent what the actual results of operations of the Company would have been had this acquisition 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

 

Year Ended

 

 

 

 

December 31,

 

 

 

 

2020

 

 

Pro Forma:

 

 

 

 

Total revenue

 

$

488,137

 

 

Net income (loss) attributable to common stockholders

 

$

(86

)

 

 

 

 

 

 

Basic and diluted earnings per share:

 

 

 

 

Net income (loss) per share, attributable to common stockholders, basic and diluted

 

$

(0.00

)

 

 

 

 

 

 

Weighted average common shares outstanding, basic and diluted

 

 

84,231,212

 

 

MediaDonuts  
Summary of Purchase Price Allocation

Cash

$

4.3

 

Accounts receivable

 

9.9

 

Other assets

 

1.8

 

Intangible assets subject to amortization

 

22.8

 

Goodwill

 

13.2

 

Current liabilities

 

(10.1

)

Deferred tax

 

(4.0

)

Debt

 

(1.7

)

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)

 

Publisher relationships

$

16.9

 

10.0

 

Advertiser relationships

 

3.7

 

4.0

 

Trade name

 

2.0

 

5.0

 

Non-Compete agreements

 

0.2

 

4.0

 

Schedule of Unaudited Pro Forma Information

The following unaudited pro forma information has been prepared to give effect to the Company’s acquisition of MediaDonuts as if the acquisition had occurred on January 1, 2020. This pro forma information was adjusted to exclude acquisition fees and costs of $0.7 million for the year ended December 31, 2021, which were expensed in connection with the acquisition. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had this acquisition 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

 

Year Ended

 

 

Year Ended

 

 

 

 

December 31,

 

 

December 31,

 

 

 

 

2021

 

 

2020

 

 

Pro Forma:

 

 

 

 

 

 

 

Total revenue

 

$

781,835

 

 

$

372,519

 

 

Net income (loss) attributable to common stockholders

 

$

32,997

 

 

$

(522

)

 

 

 

 

 

 

 

 

 

Basic and diluted earnings per share:

 

 

 

 

 

 

 

Net income (loss) per share, attributable to common stockholders, basic

 

$

0.39

 

 

$

(0.01

)

 

Net income (loss) per share, attributable to common stockholders, diluted

 

$

0.38

 

 

$

(0.01

)

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding, basic

 

 

85,301,603

 

 

 

84,231,212

 

 

Weighted average common shares outstanding, diluted

 

 

87,910,603

 

 

 

84,231,212

 

 

 

365 Digital  
Summary of Purchase Price Allocation

Cash

$

0.5

 

Accounts receivable

 

1.1

 

Intangible assets subject to amortization

 

2.2

 

Goodwill

 

3.7

 

Current liabilities

 

(1.4

)

Deferred tax

 

(0.6

)

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)

 

Publisher relationships

$

1.7

 

9.0

 

Advertiser relationships

 

0.2

 

4.0

 

Trade name

 

0.2

 

5.0

 

Non-Compete agreements

 

0.1

 

4.0

 

Schedule of Unaudited Pro Forma Information

The following unaudited pro forma information has been prepared to give effect to the Company’s acquisition of 365 Digital as if the acquisition had occurred on January 1, 2020. This pro forma information was adjusted to exclude acquisition fees and costs of $0.2 million for the year ended December 31, 2021, which were expensed in connection with the acquisition. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had this acquisition 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

 

Year Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2021

 

 

2020

 

Pro Forma:

 

 

 

 

 

 

Total revenue

 

$

762,300

 

 

$

344,965

 

Net income (loss) attributable to common stockholders

 

$

30,642

 

 

$

(3,747

)

 

 

 

 

 

 

 

Basic and diluted earnings per share:

 

 

 

 

 

 

Net income (loss) per share, attributable to common stockholders, basic

 

$

0.36

 

 

$

(0.04

)

Net income (loss) per share, attributable to common stockholders, diluted

 

$

0.35

 

 

$

(0.04

)

 

 

 

 

 

 

 

Weighted average common shares outstanding, basic

 

 

85,301,603

 

 

 

84,231,212

 

Weighted average common shares outstanding, diluted

 

 

87,910,603

 

 

 

84,231,212