Business Combinations (Tables)
|
12 Months Ended |
Dec. 31, 2023 |
|---|
| Cohort Go [Member] |
|
| Business Acquisition [Line Items] |
|
| Summary of purchase consideration |
Pursuant to the terms of the business combination agreement, the Company acquired Cohort Go for estimated total purchase consideration of $33.0 million or $23.1 million, net of cash acquired, which consisted of (in thousands):
|
|
|
|
|
Cash consideration, net of cash acquired |
|
$ |
17,140 |
|
Estimated fair value of shares of common stock |
|
|
4,287 |
|
Estimated fair value of contingent consideration |
|
|
1,695 |
|
Total purchase consideration, net of cash acquired |
|
$ |
23,122 |
|
|
| Summary of Fair Value Of the Assets Acquired and Liabilities Assumed |
The table summarizes the allocation of the purchase consideration to the assets acquired and liabilities assumed (in thousands):
|
|
|
|
|
Cash |
|
$ |
9,880 |
|
Accounts receivable |
|
|
558 |
|
Funds receivable from payment partners |
|
|
3,767 |
|
Prepaid expenses and other current assets |
|
|
314 |
|
Other assets |
|
|
494 |
|
Goodwill |
|
|
16,197 |
|
Identifiable intangible assets |
|
|
16,408 |
|
Total assets acquired |
|
|
47,618 |
|
Deferred tax liabilities |
|
|
5,012 |
|
Deferred revenue |
|
|
264 |
|
Funds payable to clients |
|
|
4,071 |
|
Accounts payable |
|
|
1,740 |
|
Accrued expenses and other current liabilities |
|
|
3,529 |
|
Total liabilities assumed |
|
|
14,616 |
|
Net assets acquired |
|
|
33,002 |
|
Less: cash acquired |
|
|
9,880 |
|
Net assets, less cash acquired |
|
$ |
23,122 |
|
|
| Schedule of Estimated Fair Value of the Identified Intangible Assets |
The following table reflects the estimated fair values of the identified intangible assets of Cohort Go and their respective weighted-average estimated amortization periods.
|
|
|
|
|
|
|
|
|
|
|
Estimated
Fair Values |
|
|
Weighted-
Average
Amortization
Periods |
|
|
|
(in thousands) |
|
|
(years) |
|
Developed technology |
|
$ |
5,356 |
|
|
|
7 |
|
Agent and customer relationships |
|
|
11,052 |
|
|
|
13 |
|
|
|
$ |
16,408 |
|
|
|
|
|
| Summary of Unaudited Pro Forma Financial Information |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
Year Ended December 31, 2021 |
|
|
|
Actual |
|
|
Pro Forma |
|
|
Actual |
|
|
Pro Forma |
|
|
|
(in thousands) |
|
Revenue |
|
$ |
289,375 |
|
|
$ |
301,892 |
|
|
$ |
201,149 |
|
|
$ |
213,576 |
|
Net Loss |
|
$ |
(39,347 |
) |
|
$ |
(37,798 |
) |
|
$ |
(28,085 |
) |
|
$ |
(30,155 |
) |
|
| StudyLink [Member] |
|
| Business Acquisition [Line Items] |
|
| Summary of purchase consideration |
Pursuant to the terms of the business combination agreement, the Company acquired StudyLink for estimated total purchase consideration of approximately $37.6 million or $35.5 million, net of cash acquired, which consisted of (in thousands):
|
|
|
|
|
Cash consideration, net of cash acquired |
|
$ |
32,764 |
|
Estimated fair value of contingent consideration |
|
|
2,701 |
|
Total purchase consideration, net of cash acquired |
|
$ |
35,465 |
|
|
| Summary of Fair Value Of the Assets Acquired and Liabilities Assumed |
The table summarizes the preliminary allocation of the purchase consideration to the assets acquired and liabilities assumed (in thousands):
|
|
|
|
|
Cash |
|
$ |
2,108 |
|
Accounts receivable |
|
|
2,762 |
|
Prepaid expenses and other current assets |
|
|
432 |
|
Other assets |
|
|
193 |
|
Goodwill |
|
|
20,705 |
|
Identifiable intangible assets |
|
|
19,553 |
|
Total assets acquired |
|
|
45,753 |
|
Deferred tax liabilities |
|
|
2,663 |
|
Deferred revenue |
|
|
2,654 |
|
Accounts payable |
|
|
859 |
|
Accrued expenses and other current liabilities |
|
|
2,004 |
|
Total liabilities assumed |
|
|
8,180 |
|
Net assets acquired |
|
|
37,573 |
|
Less: cash acquired |
|
|
2,108 |
|
Net assets, less cash acquired |
|
$ |
35,465 |
|
|
| Schedule of Estimated Fair Value of the Identified Intangible Assets |
The following table reflects the estimated fair values of the identified intangible assets of StudyLink and their respective weighted-average estimated amortization periods.
|
|
|
|
|
|
|
|
|
|
|
Estimated Fair
Values |
|
|
Weighted-Average
Estimated Amortization
Periods |
|
|
|
(in thousands) |
|
|
(years) |
|
Developed technology |
|
$ |
7,397 |
|
|
|
7 |
|
Customer relationships |
|
|
12,027 |
|
|
|
14 |
|
Trade Name/Trademark |
|
|
129 |
|
|
|
2 |
|
|
|
$ |
19,553 |
|
|
|
|
|
| Summary of Unaudited Pro Forma Financial Information |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2023 |
|
|
Year Ended December 31, 2022 |
|
|
|
Actual |
|
|
Pro Forma |
|
|
Actual |
|
|
Pro Forma |
|
|
|
(in thousands) |
|
Revenue |
|
$ |
403,094 |
|
|
$ |
409,161 |
|
|
$ |
289,375 |
|
|
$ |
295,325 |
|
Net Loss |
|
$ |
(8,566 |
) |
|
$ |
(10,369 |
) |
|
$ |
(39,347 |
) |
|
$ |
(41,824 |
) |
|