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Business Combinations (Tables)
9 Months Ended
Sep. 30, 2020
Connexient  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of Connexient made by the Company (in thousands):

 

 

 

Connexient

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

849

 

Prepaid expenses and other current assets

 

 

518

 

Property and equipment

 

 

9

 

Acquired technology

 

 

1,220

 

Trade names

 

 

630

 

Customer relationships

 

 

7,800

 

Goodwill

 

 

14,343

 

Other assets

 

 

238

 

Total assets acquired

 

 

25,607

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

751

 

Accrued expenses

 

 

208

 

Deferred revenue

 

 

2,420

 

Deferred tax liabilities

 

 

2,011

 

Other liabilities

 

 

211

 

Net assets acquired

 

$

20,006

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

10,991

 

Fair value of common stock issued

 

 

9,015

 

Total

 

$

20,006

 

CNL Software Limited  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of CNL Software made by the Company (in thousands):

 

 

 

CNL Software

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

1,979

 

Prepaid expenses and other current assets

 

 

1,095

 

Property and equipment

 

 

731

 

Acquired technology

 

 

2,150

 

Trade names

 

 

1,080

 

Customer relationships

 

 

5,500

 

Goodwill

 

 

30,734

 

Other assets

 

 

1,314

 

Total assets acquired

 

 

44,583

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

315

 

Accrued expenses

 

 

1,653

 

Deferred revenue

 

 

5,700

 

Deferred tax liabilities

 

 

1,659

 

Other liabilities

 

 

1,276

 

Net assets acquired

 

$

33,980

 

Consideration paid

 

 

 

 

Cash paid, net of cash acquired

 

$

18,030

 

Fair value of common stock issued

 

 

15,950

 

Total

 

$

33,980

 

One2Many Group B.V.  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of one2many made by the Company (in thousands):

 

 

 

one2many

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

521

 

Other current assets

 

 

1,441

 

Property and equipment

 

 

19

 

Acquired technology

 

 

970

 

Trade names

 

 

580

 

Customer relationships

 

 

3,100

 

Goodwill

 

 

10,704

 

Other assets

 

 

176

 

Total assets acquired

 

 

17,511

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

72

 

Accrued expenses

 

 

636

 

Deferred revenue

 

 

1,460

 

Deferred tax liabilities

 

 

985

 

Other current liabilities

 

 

136

 

Net assets acquired

 

$

14,222

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

6,563

 

Fair value of common stock issued

 

 

5,469

 

Contingent consideration

 

 

2,190

 

Total

 

$

14,222

 

Techwan SA  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of Techwan made by the Company (in thousands):

 

 

 

Techwan

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

921

 

Other current assets

 

 

235

 

Acquired technology

 

 

1,160

 

Trade names

 

 

580

 

Customer relationships

 

 

5,100

 

Goodwill

 

 

12,797

 

Other assets

 

 

254

 

Total assets acquired

 

 

21,047

 

Liabilities assumed

 

 

 

 

Accrued expenses

 

 

673

 

Deferred revenue

 

 

1,190

 

Deferred tax liabilities

 

 

957

 

Other current liabilities

 

 

927

 

Net assets acquired

 

$

17,300

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

9,301

 

Fair value of common stock issued

 

 

5,074

 

Acquisition-related deferred common stock consideration

 

 

895

 

Contingent consideration

 

 

2,030

 

Total

 

$

17,300

 

SnapComms Limited  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of SnapComms made by the Company (in thousands):

 

 

 

SnapComms

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

1,808

 

Other current assets

 

 

280

 

Property and equipment

 

 

118

 

Acquired technology

 

 

2,230

 

Trade names

 

 

960

 

Customer relationships

 

 

13,200

 

Goodwill

 

 

23,455

 

Other assets

 

 

943

 

Total assets acquired

 

 

42,994

 

Liabilities assumed

 

 

 

 

Accrued expenses

 

 

503

 

Deferred revenue

 

 

4,040

 

Deferred tax liabilities

 

 

4,970

 

Other liabilities

 

 

742

 

Net assets acquired

 

$

32,739

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

9,858

 

Fair value of common stock issued

 

 

17,685

 

Acquisition-related deferred consideration

 

 

3,149

 

Contingent consideration

 

 

2,047

 

Total

 

$

32,739

 

NC4 Inc. and NC4 Public Sector LLC  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of NC4 made by the Company (in thousands):

 

 

 

NC4

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

2,611

 

Other current assets

 

 

530

 

Property and equipment

 

 

75

 

Acquired technology

 

 

5,210

 

Trade names

 

 

8,610

 

Customer relationships

 

 

35,490

 

Goodwill

 

 

40,384

 

Total assets acquired

 

 

92,910

 

Liabilities assumed

 

 

 

 

Deferred revenue

 

 

7,540

 

Other current liabilities

 

 

917

 

Net assets acquired

 

$

84,453

 

Consideration paid

 

 

 

 

Cash paid

 

$

51,655

 

Fair value of common stock issued

 

 

32,798

 

Total

 

$

84,453

 

Summary of Unaudited Pro Forma Results of Operations

The following tables reflect the unaudited pro forma combined results of operations as if the acquisition of NC4 had taken place on January 1, 2018. The unaudited pro forma financial information includes the effects of certain adjustments, including the amortization of acquired intangible assets and the associated tax effect and the elimination of the Company’s and the acquiree’s non-recurring acquisition related expenses (in thousands, except per share amounts):

 

 

 

Revenue

 

 

Net loss

 

 

Basic and Diluted Loss Per Share

 

From the acquisition date to September 30, 2019

 

$

2,040

 

 

$

(1,465

)

 

*

 

For the three months ended September 30, 2019 pro forma

 

 

54,352

 

 

 

(13,387

)

 

$

(0.40

)

For the nine months ended September 30, 2019 pro forma

 

 

154,719

 

 

 

(45,875

)

 

 

(1.38

)