NOTE 4. Acquisition

On June 7, 2019, we completed the acquisition of Systron Donner Inertial, Inc. (“SDI”), a private-equity backed navigation systems provider with a scalable, chip-based platform for higher volume gyro applications utilizing Quartz MEMS technology. The total purchase price was approximately $25.0 million, consisting of (i) approximately $22.0 million in cash after working capital adjustments and (ii) the issuance of 811,000 shares of common stock with an aggregate value of approximately $3.0 million as of the closing date.

Following the closing, we incorporated SDI’s products into our navigation product line and have included the financial results of SDI in our condensed consolidated financial statements beginning on the acquisition date. Net revenue and net loss of SDI of $6.3 million and $0.9 million, respectively, is included in our condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2020. Net revenue and net loss of SDI of $14.4 million and $0.8 million, respectively, is included in our condensed consolidated statements of operations and comprehensive loss for the six months ended March 31, 2020.

Purchase Price Allocation

The total purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date.

The Company finalized the allocation of the purchase price in the quarter ended March 31, 2020, which resulted in no change from the preliminary purchase price recorded at September 30, 2019.

The table below represents the purchase price allocation to the assets acquired and liabilities assumed of SDI based on their estimated fair values as of the acquisition date. The fair values assigned to assets acquired and liabilities assumed were based on management’s best estimates and assumptions at the acquisition date.


			Weighted
			Average Useful
(in thousands)	Amount		Life (years)
Purchase price	$	24,978
Developed technology		250	7
Cash acquired		541
Inventories		8,522
Accounts receivable		4,291
Other assets		355
Land and building		12,890
Equipment		2,913
Net liabilities assumed		(4,853)

Goodwill	$	69

Pro Forma Financial Information

The following unaudited pro forma financial information presented for the three and six months ended March 31, 2020 and 2019 does not purport to be indicative of the results of operations that would have been achieved had the acquisition been consummated on October 1, 2018, nor of the results which may occur in the future. The pro forma amounts are based upon available information and certain assumptions that the Company believes are reasonable.


	For the three months ended				For the six months ended
	March 31,				March 31,
(in thousands, except per share data)	2020		2019		2020		2019
Revenue	$	23,850	$	28,527	$	49,332	$	60,922
Net loss	$	(5,081)	$	(6,355)	$	(6,416)	$	(13,039)
Net loss per basic and diluted share	$	(0.18)	$	(0.23)	$	(0.22)	$	(0.47)
Weighted-average number of basic and diluted shares outstanding		29,033		27,652		28,931		27,592