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v3.21.2

Acquisitions (Tables) | 9 Months Ended | 12 Months Ended
--- | --- | ---
Sep. 30, 2021 | Dec. 31, 2020
Summary of the fair value of identifiable assets acquired and liabilities assumed | The following table summarizes the preliminary allocation of the purchase consideration to the fair value of the assets acquired and liabilities assumed (in thousands):
Cash and cash equivalents |  | $ | 12,155 |
Accounts receivable and other current assets |  |  | 21,840 |
Intangible assets |  |  |  |
Customer Relationships—estimated useful life of 12 years |  |  | 155,000 |
Developed Technology—estimated useful life of 6 years |  |  | 77,000 |
Tradename—estimated useful life of 5 years |  |  | 8,000 |
Goodwill |  |  | 776,147 |
Operating lease right-of-use assets |  |  | 8,130 |
Property and equipment, net |  |  | 1,897 |
Finance lease right-of-use assets |  |  | 43,156 |
Other assets |  |  | 3,191 |
Accounts payable, accrued liabilities and other current liabilities |  |  | (15,540 | )
Deferred revenue |  |  | (5,600 | )
Operating lease liabilities |  |  | (8,130 | )
Finance lease liabilities |  |  | (43,156 | )
Deferred income tax liability |  |  | (66,273 | )
Total purchase consideration |  | $ | 967,817 |
The following table summarizes the fair value of identifiable assets acquired and liabilities assumed (in thousands):
Cash |  | $ | 1,043 |
Accounts receivable and other current assets |  |  | 1,457 |
Intangible assets |  |  |  |
Apps—estimated useful life of 5 years |  |  | 17,040 |
Tradename—estimated useful life of 5 years |  |  | 260 |
Developed Technology—estimated useful life of 2 years |  |  | 590 |
Property, equipment and other tangible asset s |  |  | 369 |
Goodwill |  |  | 9,805 |
Accounts payable, accrued liabilities and other liabilities |  |  | (4,935 | )
Total purchase consideration |  | $ | 25,629 |
The following table summarizes the fair value of identifiable assets acquired and liabilities assumed (in thousands):
Cash |  | $ | 2,787 |
Accounts receivable, net |  |  | 1,850 |
Intangible assets |  |  |  |
Apps—estimated useful life of 5 years |  |  | 44,000 |
Tradename—estimated useful life of 5 years |  |  | 900 |
Goodwill |  |  | 20,198 |
Other tangible assets |  |  | 131 |
Accounts payable |  |  | (2,492 | )
Other liabilities |  |  | (11,142 | )
Total valuation |  |  | 56,232 |
Redeemable noncontrolling interes t |  |  | (2,556 | )
Total purchase consideration |  | $ | 53,676 |
The following table summarizes the fair value of identifiable assets acquired and liabilities assumed (in thousands):
Cash |  | $ | 37,767 |
Accounts receivable and other current assets |  |  | 27,284 |
Intangible assets |  |  |  |
Tradename—estimated useful life of 10 years |  |  | 13,000 |
Apps—estimated useful life of 3—5 years |  |  | 272,000 |
Intellectual property license—useful life of 2 years |  |  | 28,551 |
Goodwill |  |  | 82,353 |
Right-of-use assets under operating leases |  |  | 125,639 |
Property, equipment and other tangible assets |  |  | 42,312 |
Accounts payable, accrued liabilities and other liabilitie s |  |  | (81,591 | )
Deferred revenue |  |  | (43,200 | )
License obligation |  |  | (35,685 | )
Operating lease liabilities |  |  | (139,875 | )
Total purchase consideration |  | $ | 328,555 |
| The following table summarizes the allocation of the purchase price and the identifiable assets acquired as of the amendment date (in thousands):
Cash |  | $ | 714 |
Accounts receivable |  |  | 6,398 |
Prepaid expenses and other current assets |  |  | 121 |
Intangible assets: |  |  |  |
Tradename—estimated useful life of 5 years |  |  | 230 |
Games—estimated useful life of 3 years |  |  | 10,220 |
User install base—estimated useful life of 3 months |  |  | 400 |
Goodwill |  |  | 61,790 |
Property and equipment |  |  | 42 |
Other assets |  |  | 17 |
Accounts payable |  |  | (2,947 | )
Accrued expenses |  |  | (3,049 | )
Total purchase price |  | $ | 73,936 |
Contingent consideration |  |  | (52,429 | )
Cash consideration |  | $ | 21,507 |
The following table summarizes the allocation of the purchase price and the identifiable assets acquired as of the closing date (in thousands):
Cash |  | $ | 1,093 |
Accounts receivable |  |  | 52 |
Prepaid expenses and other current assets |  |  | 11 |
Intangible assets: |  |  |  |
Developed technology—estimated useful life of 3 years |  |  | 3,200 |
Goodwill |  |  | 30,038 |
Property and equipment |  |  | 32 |
Other assets |  |  | 334 |
Accounts payable |  |  | (2,124 | )
Other current liabilities |  |  | (1 | )
Total purchase price |  | $ | 32,635 |
Issuance of common stock |  |  | (735 | )
Cash consideration |  | $ | 31,900 |
The following table summarizes the fair value of identifiable assets acquired and liabilities assumed (in thousands):
Cash |  | $ | 1,043 |
Accounts receivable and other current assets |  |  | 1,457 |
Intangible assets |  |  |  |
Apps—estimated useful life of 5 years |  |  | 17,040 |
Tradename—estimated useful life of 5 years |  |  | 260 |
Developed Technology—estimated useful life of 2 years |  |  | 590 |
Property, equipment and other tangible assets |  |  | 369 |
Goodwill |  |  | 9,805 |
Accounts payable, accrued liabilities and other liabilities |  |  | (4,935 | )
Total purchase consideration |  | $ | 25,629 |
The following table summarizes the fair value of identifiable assets acquired and liabilities assumed (in thousands):
Cash |  | $ | 2,787 |
Accounts receivable, net |  |  | 1,850 |
Intangible Assets |  |  |  |
Apps—estimated useful life of 5 years |  |  | 44,000 |
Tradename—estimated useful life of 5 years |  |  | 900 |
Goodwill |  |  | 20,198 |
Other tangible assets |  |  | 131 |
Accounts payable |  |  | (2,492 | )
Other liabilitie s |  |  | (11,142 | )
Total valuation |  |  | 56,232 |
Redeemable noncontrolling interest |  |  | (2,556 | )
Total purchase consideration |  | $ | 53,676 |
The following table summarizes the fair value of identifiable assets acquired and liabilities assumed (in thousands):
Cash |  | $ | 37,767 |
Accounts receivable and other current assets |  |  | 27,284 |
Intangible assets |  |  |  |
Tradename—estimated useful life of 10 years |  |  | 13,000 |
Apps—estimated useful life of 3—5 years |  |  | 272,000 |
IP license—useful life of 2 years |  |  | 28,551 |
Goodwill |  |  | 82,353 |
Right-of-use assets under operating leases |  |  | 125,639 |
Property, equipment and other tangible assets |  |  | 42,312 |
Accounts payable, accrued liabilities and other liabilitie s |  |  | (81,591 | )
Deferred revenue |  |  | (43,200 | )
License obligations |  |  | (35,685 | )
Operating lease liabilities |  |  | (139,875 | )
Total purchase consideration |  | $ | 328,555 |
Supplemental Pro Forma Information | The unaudited supplemental pro forma information below presents the combined historical results of operations of the Company, Machine Zone and Adjust for each of the periods presented as if Adjust had been acquired as of January 1, 2020 and Machine Zone had been acquired as of January 1, 2019 (in thousands):
|  | Three Months Ended September 30, |  |  | Nine Months Ended September 30, |
|  | 2020 |  |  | 2021 |  |  | 2020 |  |  | 2021 |
Revenue |  | $ | 429,062 |  |  | $ | 727,633 |  |  | $ | 1,156,144 |  |  | $ | 2,034,908 |
Net income (loss) |  |  | (102,917 | ) |  |  | (51 | ) |  |  | (230,779 | ) |  |  | 3,963 |
The unaudited supplemental pro forma information above include the following adjustments to net income (loss) in the appropriate pro forma periods (in thousands):
|  | Three Months Ended September 30, |  |  | Nine Months Ended September 30, |
|  | 2020 |  |  | 2021 |  |  | 2020 |  |  | 2021 |
An (increase) in amortization expense related to the fair value of acquired identifiable intangible assets, net of the amortization expense already reflected in actual historical result s |  | $ | (5,934 | ) |  | $ | — |  |  | $ | (42,058 | ) |  | $ | (7,325 | )
A net increase in revenue related to fair value adjustment |  |  | 22,542 |  |  |  | 682 |  |  |  | 31,584 |  |  |  | 1,219 |
A decrease (increase) in expenses related to transaction expenses |  |  | — |  |  |  | — |  |  |  | (2,617 | ) |  |  | 14,115 |
An decrease (increase) in interest expense related to new debt financing, net of interest expense related to pre-existing debt settled as part of the acquisitions |  |  | (2,652 | ) |  |  | — |  |  |  | 97,107 |  |  |  | (2,640 | )
A (decrease) in other income—liability classified warrants |  |  | — |  |  |  | — |  |  |  | (1,730 | ) |  |  | — |
An (increase) in tax provision |  |  | (3,201 | ) |  |  | (156 | ) |  |  | (18,877 | ) |  |  | (1,232 | )
| The following table includes unaudited pro forma results (in thousands, except per share data):
|  | Year Ended December 31, |
|  | 2019 |  |  | 2020 |
Revenue |  | $ | 1,332,476 |  |  | $ | 1,625,476 |
Net (loss) |  |  | (105,353 | ) |  |  | (179,415 | )
Net (loss) per share — basic and diluted |  | $ | (0.50 | ) |  | $ | (0.83 | )

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