In January 2023, the Company acquired all outstanding shares of immerok GmbH (“Immerok”), an Apache Flink stream processing managed services company, for purchase consideration of $54.9 million in cash. The Company acquired Immerok primarily for its talent and developed technology. In allocating the purchase consideration, the Company recorded $9.1 million of cash acquired, $2.6 million as a developed technology intangible asset, to be amortized on a straight-line basis over an estimated useful life of five years, and $43.5 million of goodwill. The goodwill is primarily attributed to the assembled workforce and expected synergies arising from the acquisition, and is not deductible for income tax purposes.

The Company also entered into holdback agreements with certain employees of Immerok, pursuant to which the Company will pay up to an aggregate of $52.3 million in cash. The vesting and payout of the holdback is subject to continued employment and achievement of certain milestones over three years, and is recorded as post-combination compensation expense within operating expenses over the requisite service period for accounting purposes. The Company recognized compensation expense of $4.3 million related to the holdback agreements for both the three months ended June 30, 2024 and 2023, and $8.7 million for both the six months ended June 30, 2024 and 2023.

In December 2023, the Company acquired certain assets of Noteable, Inc. for purchase consideration of $10.0 million in cash. The Company has accounted for this transaction as a business combination. In allocating the purchase consideration, the Company recorded $1.5 million as a developed technology intangible asset, to be amortized on a straight-line basis over an estimated useful life of one year, and $8.5 million of goodwill, which is deductible for income tax purposes. The purchase price allocation is subject to measurement period adjustments until December 2024.

Transaction costs associated with each of the business combinations above were not material during the three and six months ended June 30, 2024 and 2023 and were recorded as general and administrative expenses in the condensed consolidated statements of operations.

No changes were made to the carrying values of goodwill during the six months ended June 30, 2024. Goodwill as of June 30, 2024 and December 31, 2023 was $52.0 million.

Intangible assets, net consisted of the following (in thousands):


	June 30, 2024
	Gross		Accumulated Amortization			Net
Developed technology	$	4,056	$	(1,567	)	$	2,489
Total	$	4,056	$	(1,567	)	$	2,489


	December 31, 2023
	Gross		Accumulated Amortization			Net
Developed technology	$	4,056	$	(564	)	$	3,492
Total	$	4,056	$	(564	)	$	3,492

Amortization expense was not material for the three and six months ended June 30, 2024 and 2023.

As of June 30, 2024, future amortization expense is expected to be as follows (in thousands):


Year Ending December 31,	Amount
Remainder of 2024	$	944
2025		511
2026		511
2027		511
2028		12
Total	$	2,489