Acquisition (Tables)

6 Months Ended

Jun. 30, 2022

Summary of Identified Assets Acquired and Liabilities Assumed at Acquisition Date

The following table presents the preliminary purchase price allocation recorded in the Company’s consolidated balance sheet as of the acquisition date, adjustments made during the measurement period ended June 30, 2022, and the final purchase price allocation:

	Preliminary Purchase Price Adjustment		2021 Measurement Period Adjustments				2022 Measurement Period Adjustments			Final Acquisition Date Purchase Price Allocation
	(In thousands)
Assets:
Cash and cash equivalent		1,080		-				-			1,080
Accounts receivables		692		(389	)			-			303
Renewal commissions receivable		199,575		(46,128	)			(11,863	)		141,584
Other assets		15,705		-				-			15,705
Intangible assets		162,000		(6,000	)			-			156,000
Goodwill		224,180		30,973				8,553			263,706
Total assets		603,232		(21,544	)			(3,310	)		578,378

Liabilities:
Accounts payable and accrued expenses		8,785		(4,195	)	⁽¹⁾		-			4,590
Deferred tax liability		65,425		(13,482	)			(3,310	)		48,633
Other liabilities		10,046		-				-			10,046
Total liabilities		84,256		(17,677	)			(3,310	)		63,269
Net assets acquired		518,976		(3,867	)			-			515,109

Temporary Stockholders' Equity:
Redeemable noncontrolling interests		8,437		-				-			8,437
Total temporary stockholders' equity		8,437									8,437

⁽¹⁾	The Company also recognized an adjustment during the measurement period to reclassify certain amounts from a payable to a reduction in the renewal commissions receivable.

Summary of Unaudited Proforma Information

The following unaudited pro forma consolidated financial information combines the unaudited results of the Company for the three and six months ended June 30, 2021 and the unaudited results of e-TeleQuote for the three and six months ended June 30, 2021, and assumes that the e-TeleQuote acquisition, which closed on July 1, 2021, was completed on January 1, 2021 (the first day of fiscal 2021). The pro forma consolidated financial information has been calculated after applying adjustments for amortization expense of acquired intangible assets and the consequential tax effect. These pro forma results have been prepared for comparative purpose only and do not purport to be indicative of the operating results of the Company that would have been achieved had the e-TeleQuote acquisition actually taken place on January 1, 2021. In addition, these results are not intended to project future results and do not reflect events that may occur including, but not limited to, revenue enhancements, cost savings or operating synergies that the Company may achieve as a result of the Acquisition.

	Three months ended June 30, 2021		Six months ended June 30, 2021
	(in thousands)
Revenue	$	682,190	$	1,357,658
Net income (loss)		121,680		218,041