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Acquisitions and Dispositions (Tables)
12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Schedule of Fair Value of Consideration Exchanged
The following table summarizes the fair value of consideration exchanged as a result of the C Acquisition:
Cash consideration(1)
$197,966
Share consideration(2)
96,200
Total consideration$294,166
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(1) Includes the cash purchase price of $200.0 million adjusted for certain closing specified liabilities as specified in the C Acquisition Purchase Agreement.
(2) Represents 10,000,000 shares of our Class A common stock at a price of $9.62 per share, which is based on the closing stock price of our Class A common stock on the Closing Date.
The following table summarizes the fair value of consideration exchanged as a result of the HuffPost Acquisition:
Fair value of common stock issued(1)
$24,064 
Working capital adjustments$(490)
Total consideration$23,574 
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(1) – Represents 8,625,234 shares of Legacy BuzzFeed common stock issued at a value of $2.79 per share. The fair value per share was determined using Level 3 inputs using a combination of a market approach based on guideline public companies and an income approach based on estimated discounted cash flows.
Schedule of Purchase Price Allocation for the Assets Acquired and Liabilities Assumed The following table summarizes the determination of the fair value of identifiable assets acquired and liabilities assumed from the C Acquisition. During the year ended December 31, 2022, the Company finalized the fair value of assets acquired and liabilities assumed. Measurement period adjustments were reflected during the year ended December 31,
2022, which is the period in which the adjustments occurred. The adjustments resulted from new information obtained about facts and circumstances that existed as of the acquisition date.
PreliminaryMeasurement Period AdjustmentsFinal
Cash$2,881 $— $2,881 
Accounts receivable22,581 11 22,592 
Prepaid and other current assets17,827 281 18,108 
Property and equipment332 (15)317 
Intangible assets119,100 — 119,100 
Goodwill189,391 (909)188,482 
Accounts payable(2,661)— (2,661)
Accrued expenses(12,319)(803)(13,122)
Accrued compensation(12,867)349 (12,518)
Deferred revenue(5,855)(48)(5,903)
Deferred tax liabilities(22,776)1,134 (21,642)
Other liabilities(1,468)— (1,468)
Total consideration for Complex Networks$294,166  $294,166 
The following table summarizes the determination of the fair value of identifiable assets acquired and liabilities assumed from the HuffPost Acquisition. During the year ended December 31, 2021, the Company finalized the fair value of assets acquired and liabilities assumed. Measurement period adjustments were reflected in the fourth quarter of 2021, which is the period in which the adjustments occurred. The adjustments resulted from deferred income tax adjustments.
PreliminaryMeasurement
Period
Adjustments
Final
Cash and cash equivalents$5,513 $— 5,513 
Accounts receivable3,383 — 3,383 
Prepaid and other current assets611 — 611 
Deferred tax assets116 15 131 
Property and equipment620 — 620 
Intangible assets19,500 — 19,500 
Goodwill5,927 (437)5,490 
Accounts payable(1,410)— (1,410)
Accrued expenses(4,249)— (4,249)
Deferred tax liabilities(4,251)422 (3,829)
Other liabilities(63)— (63)
Noncontrolling interests(2,123)— (2,123)
Total consideration for HuffPost$23,574 $— $23,574 
Schedule of Estimated Fair Value of Each of the Identifiable Intangible Assets
The table below indicates the estimated fair value of each of the identifiable intangible assets:
Asset Fair ValueWeighted Average
Useful Life (Years)
Trademarks & tradenames97,000 15
Customer relationships17,000 4
Developed technology5,100 3
Schedule of Company's Pro Forma Combined Revenues and Net Income The following table presents the Company’s pro forma combined revenue and net loss.
Year Ended December 31,
20212020
Revenue$510,714 $439,399 
Net loss$(6,703)$(3,827)