| Allocated Purchase Price Table |
We allocated the purchase price for InstaManager, VMM, Notivus, and Kigo as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
InstaManager |
|
VMM |
|
Notivus |
|
Kigo |
|
|
(in thousands) |
Intangible assets |
|
|
|
|
|
|
|
|
Developed technologies |
|
$ |
4,490 |
|
|
$ |
671 |
|
|
$ |
1,840 |
|
|
$ |
2,570 |
|
Client relationships |
|
— |
|
|
200 |
|
|
— |
|
|
1,120 |
|
Trade names |
|
527 |
|
|
— |
|
|
— |
|
|
602 |
|
Goodwill |
|
4,135 |
|
|
358 |
|
|
2,852 |
|
|
32,996 |
|
Deferred revenue |
|
(33 |
) |
|
— |
|
|
(156 |
) |
|
— |
|
Deferred tax liabilities, net |
|
— |
|
|
— |
|
|
— |
|
|
(495 |
) |
Net other assets (liabilities) |
|
55 |
|
|
— |
|
|
(141 |
) |
|
(547 |
) |
Total purchase price |
|
$ |
9,174 |
|
|
$ |
1,229 |
|
|
$ |
4,395 |
|
|
$ |
36,246 |
|
The preliminary allocation of each purchase price, including the effects of the measurement period adjustments described above, was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NWP |
|
AssetEye |
|
eSupply |
|
(in thousands) |
Restricted cash |
$ |
4,960 |
|
|
$ |
— |
|
|
$ |
— |
|
Accounts receivable |
7,902 |
|
|
90 |
|
|
259 |
|
Property, equipment, and software |
3,194 |
|
|
— |
|
|
— |
|
Intangible assets: |
|
|
|
|
|
Developed product technologies |
2,740 |
|
|
1,638 |
|
|
2,160 |
|
Client relationships |
12,900 |
|
|
1,041 |
|
|
1,390 |
|
Trade names |
709 |
|
|
6 |
|
|
35 |
|
Goodwill |
33,520 |
|
|
3,154 |
|
|
3,216 |
|
Deferred tax assets, net |
11,173 |
|
|
— |
|
|
— |
|
Other assets, net of other liabilities |
3,065 |
|
|
8 |
|
|
71 |
|
Accounts payable and accrued liabilities |
(6,962 |
) |
|
— |
|
|
(147 |
) |
Client deposits held in restricted accounts |
(5,018 |
) |
|
— |
|
|
— |
|
Deferred revenue |
— |
|
|
(16 |
) |
|
(29 |
) |
Deferred tax liabilities, net |
— |
|
|
(1,010 |
) |
|
— |
|
Total purchase price |
$ |
68,183 |
|
|
$ |
4,911 |
|
|
$ |
6,955 |
|
We allocated the purchase price of Indatus and VRX as follows:
|
|
|
|
|
|
|
|
|
|
|
|
Indatus |
|
VRX |
|
|
(in thousands) |
Accounts receivable |
|
$ |
646 |
|
|
$ |
— |
|
Intangible assets: |
|
|
|
|
Developed product technologies |
|
13,400 |
|
|
794 |
|
Client relationships |
|
9,770 |
|
|
11 |
|
Trade names |
|
83 |
|
|
— |
|
Goodwill |
|
25,575 |
|
|
1,186 |
|
Other liabilities, net of other assets |
|
(57 |
) |
|
— |
|
Total purchase price |
|
$ |
49,417 |
|
|
$ |
1,991 |
|
|
| Pro Forma Financial Information |
The following table presents unaudited pro forma results of operations for the years ended December 31, 2016 and 2015 as if the aforementioned acquisitions had occurred at the beginning of each period presented. The pro forma financial information includes the business combination accounting effects resulting from these acquisitions, including $1.4 million and $7.3 million of amortization charges from acquired intangible assets as of December 31, 2016 and 2015, respectively. We prepared the pro forma financial information for the combined entities for comparative purposes only, and it is not indicative of what actual results would have been if the acquisitions had occurred at the beginning of the periods presented, or of future results.
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
2016
Pro Forma
|
|
2015
Pro Forma
|
|
|
(in thousands, except per share amounts) |
|
|
(unaudited) |
Total revenue |
|
$ |
578,985 |
|
|
$ |
534,625 |
|
Net income (loss) |
|
$ |
16,065 |
|
|
$ |
(12,075 |
) |
Net income (loss) per share: |
|
|
|
|
Basic and diluted |
|
$ |
0.21 |
|
|
$ |
(0.16 |
) |
|