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Business Acquisitions | 12 Months Ended
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Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract] |
Business Acquisitions | Business Acquisitions TIE Kinetix Effective September 13, 2023, we acquired all of the outstanding equity ownership interests of TIE Kinetix Holding B.V. ("TIE Kinetix"), a leading provider of supply chain digitalization including EDI and e-invoicing in Europe and the United States. Pursuant to the definitive agreement, the purchase price was €63.9 million ($68.7 million at the September 13, 2023 exchange rate), net of cash acquired. The purchase accounting for the acquisition has not been finalized as of December 31, 2023; provisional amounts are primarily related to intangible assets and tax components. We expect to finalize the allocation of the purchase price within the one-year measurement period following the acquisition. The goodwill associated with the acquisition is not deductible for income tax purposes. Purchase Price Allocation We accounted for the acquisition as a business combination. We allocated the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date:
(in thousands) |  | Acquisition Date Estimated Fair Value as of September 30, 2023 |  | Adjustment |  | Acquisition Date Estimated Fair Value as of December 31, 2023 |
Cash paid |  | $ | 73,558 |  |  | $ | — |  |  | $ | 73,558 |  |
Estimated fair value of assets and liabilities acquired: |  |  |  |  |  |  |
Cash |  | $ | 4,859 |  |  | $ | — |  |  | $ | 4,859 |  |
Accounts receivable |  | 1,347 |  |  | (80) |  |  | 1,267 |  |
Other assets |  | 2,981 |  |  | 659 |  |  | 3,640 |  |
Intangible assets |  |  |  |  |  |  |
Subscriber relationships |  | 18,183 |  |  | 11,137 |  |  | 29,320 |  |
Developed technology |  | 12,122 |  |  | (4,279) |  |  | 7,843 |  |
Current liabilities |  | (3,606) |  |  | (232) |  |  | (3,838) |  |
Deferred revenue |  | (6,421) |  |  | — |  |  | (6,421) |  |
Deferred income tax liabilities, net |  | (6,112) |  |  | (1,757) |  |  | (7,869) |  |
Total fair value of assets and liabilities acquired |  | $ | 23,353 |  |  | $ | 5,448 |  |  | $ | 28,801 |  |
Goodwill |  | $ | 50,205 |  |  | $ | (5,448) |  |  | $ | 44,757 |  |
The following table summarizes the estimated useful lives for each acquired intangible asset, each of which are subject to finalization:
| Estimated Useful Life
Subscriber relationships | 8.0 years
Developed technology | 6.0 years
Other Acquisition Activity In the year ended December 31, 2023, we had other acquisition activity resulting in a total purchase price of $1.5 million, paid in cash. Assets acquired were primarily comprised of developed technology and customer relationships, totaling $0.9 million of estimated fair value. The remainder of the consideration transferred, $0.6 million, was allocated to goodwill. Effective October 4, 2022, we acquired all of the outstanding equity ownership interests of Canadian based InterTrade Systems Inc. ("InterTrade"), a leading EDI provider within the apparel and general merchandising markets. Pursuant to the definitive agreement, the purchase price was $49.1 million, including estimated post-closing adjustments. In the year ended December 31, 2023, provisional amounts were adjusted by $3.1 million, primarily relating to a $3.9 million decrease in estimated value of intangible assets and the corresponding $1.0 million change to the deferred tax position, with the offsets to goodwill. The purchase accounting was finalized in the year ended December 31, 2023. Effective July 19, 2022, we acquired all of the outstanding equity ownership interests of GCommerce, Inc. ("GCommerce"), a leading EDI provider within the automotive aftermarket industry. Pursuant to the definitive agreement, the purchase price was $45.1 million, including post-closing adjustments. In the year ended December 31, 2023, provisional amounts were adjusted by $1.6 million, primarily relating to a $1.5 million decrease in the estimated value of deferred income tax assets, with the corresponding offset to goodwill. The purchase accounting was finalized in the year ended December 31, 2023.

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479907/805-20-50-5 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//805/tableOfContent + Details
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