Business Acquisitions (Tables)
|
12 Months Ended |
Dec. 31, 2018 |
|---|
| Business Acquisition [Line Items] |
|
| Business Acquisition, Pro Forma Information |
Pro forma financial information is presented for informational purposes and is not indicative of the results of operations that would have been achieved if the acquisitions had taken place as of the beginning of 2017.
|
|
|
|
|
|
|
|
Year Ended |
|
|
December 31, 2017 |
Revenues |
|
$ |
724,618 |
|
Net loss |
|
(21,194 |
) |
Net loss per share: |
|
|
Basic |
|
$ |
(0.48 |
) |
Diluted |
|
$ |
(0.48 |
) |
|
| FinaConnect, Inc. |
|
| Business Acquisition [Line Items] |
|
| Summary of consideration transferred in the acquisition |
The consideration transferred in the acquisition was as follows:
|
|
|
|
|
Cash consideration |
$ |
6,425 |
|
Contingent consideration liability |
1,929 |
|
Working capital adjustment |
269 |
|
Cash acquired |
(1 |
) |
Total |
$ |
8,622 |
|
|
| Summary of the estimated fair values of the assets acquired and liabilities assumed |
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition:
|
|
|
|
|
Total tangible assets acquired |
$ |
430 |
|
Total liabilities assumed |
(400 |
) |
Identifiable intangible assets |
3,800 |
|
Goodwill |
4,792 |
|
Total net assets acquired |
$ |
8,622 |
|
|
| Summary of intangible assets acquired, estimated useful lives and amortization method |
A summary of estimated intangible assets acquired, estimated useful lives and amortization methods is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Estimated |
|
Amortization |
|
|
Amount |
|
Useful Life in Years |
|
Method |
Customer list |
|
$ |
2,800 |
|
|
12 |
|
Accelerated |
Proprietary technology |
|
900 |
|
|
5 |
|
Straight-line |
Trade names and domains |
|
100 |
|
|
2 |
|
Straight-line |
Total |
|
$ |
3,800 |
|
|
|
|
|
|
| Wheelhouse Analytics, LLC |
|
| Business Acquisition [Line Items] |
|
| Summary of consideration transferred in the acquisition |
The consideration transferred in the acquisition was as follows:
|
|
|
|
|
Cash consideration |
$ |
13,299 |
|
Contingent consideration liability |
2,364 |
|
Purchase consideration liability |
887 |
|
Working capital adjustment |
110 |
|
Cash acquired |
(80 |
) |
Total |
$ |
16,580 |
|
|
| Summary of the estimated fair values of the assets acquired and liabilities assumed |
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition:
|
|
|
|
|
Total tangible assets acquired |
$ |
385 |
|
Total liabilities assumed |
(1,420 |
) |
Identifiable intangible assets |
6,600 |
|
Goodwill |
11,015 |
|
Total net assets acquired |
$ |
16,580 |
|
|
| Summary of intangible assets acquired, estimated useful lives and amortization method |
A summary of estimated intangible assets acquired, estimated useful lives and amortization method is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Estimated |
|
Amortization |
|
|
Amount |
|
Useful Life in Years |
|
Method |
Customer list |
|
$ |
4,000 |
|
|
15 |
|
Accelerated |
Proprietary technology |
|
2,500 |
|
|
6 |
|
Straight-line |
Trade names and domains |
|
100 |
|
|
2 |
|
Straight-line |
Total |
|
$ |
6,600 |
|
|
|
|
|
|
| FolioDynamix |
|
| Business Acquisition [Line Items] |
|
| Summary of consideration transferred in the acquisition |
The consideration transferred in the acquisition was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Measurement |
|
|
|
|
Preliminary |
|
Period |
|
Revised |
|
|
Estimate |
|
Adjustments |
|
Estimate |
Cash consideration |
|
$ |
187,580 |
|
|
$ |
12,297 |
|
|
$ |
199,877 |
|
Purchase consideration liability |
|
12,297 |
|
|
(12,297 |
) |
|
— |
|
Working capital and other adjustments |
|
(3,893 |
) |
|
(2,849 |
) |
|
(6,742 |
) |
Total |
|
$ |
195,984 |
|
|
$ |
(2,849 |
) |
|
$ |
193,135 |
|
|
| Summary of the estimated fair values of the assets acquired and liabilities assumed |
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Measurement |
|
|
|
|
Preliminary |
|
Period |
|
Revised |
|
|
Estimate |
|
Adjustments |
|
Estimate |
Cash and cash equivalents |
|
$ |
4,876 |
|
|
$ |
— |
|
|
$ |
4,876 |
|
Accounts receivable |
|
4,962 |
|
|
— |
|
|
4,962 |
|
Prepaid expenses and other current assets |
|
1,600 |
|
|
2,173 |
|
|
3,773 |
|
Property and equipment, net |
|
927 |
|
|
— |
|
|
927 |
|
Other non-current assets |
|
441 |
|
|
— |
|
|
441 |
|
Identifiable intangible assets |
|
117,700 |
|
|
18,000 |
|
|
135,700 |
|
Goodwill |
|
97,248 |
|
|
(17,357 |
) |
|
79,891 |
|
Total assets acquired |
|
227,754 |
|
|
2,816 |
|
|
230,570 |
|
Accounts payable |
|
(5,358 |
) |
|
— |
|
|
(5,358 |
) |
Accrued expenses |
|
(7,173 |
) |
|
(734 |
) |
|
(7,907 |
) |
Deferred tax liability |
|
(18,245 |
) |
|
(5,055 |
) |
|
(23,300 |
) |
Deferred revenue |
|
(930 |
) |
|
124 |
|
|
(806 |
) |
Other non-current liabilities |
|
(64 |
) |
|
— |
|
|
(64 |
) |
Total liabilities assumed |
|
(31,770 |
) |
|
(5,665 |
) |
|
(37,435 |
) |
Total net assets acquired |
|
$ |
195,984 |
|
|
$ |
(2,849 |
) |
|
$ |
193,135 |
|
|
| Summary of intangible assets acquired, estimated useful lives and amortization method |
A summary of estimated identifiable intangible assets acquired, estimated useful lives and amortization method is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
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|
Measurement |
|
|
|
|
|
|
|
|
Preliminary |
|
Period |
|
Revised |
|
Estimated |
|
Amortization |
|
|
Estimate |
|
Adjustments |
|
Estimate |
|
Useful Life in Years |
|
Method |
Customer list |
|
$ |
95,000 |
|
|
$ |
18,500 |
|
|
$ |
113,500 |
|
|
13 |
|
Accelerated |
Proprietary technology |
|
18,000 |
|
|
(500 |
) |
|
17,500 |
|
|
5 |
|
Straight-line |
Trade names and domains |
|
4,700 |
|
|
— |
|
|
4,700 |
|
|
6 |
|
Straight-line |
Total |
|
$ |
117,700 |
|
|
$ |
18,000 |
|
|
$ |
135,700 |
|
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