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Business Combinations | 9 Months Ended
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Sep. 30, 2022
Business Combinations [Abstract] |
Business Combinations | 4. Business Combinations PayVeris, LLC On September 1, 2021, the Company completed its acquisition of PayVeris, LLC ("Payveris") by acquiring all outstanding equity interests for a total purchase price of approximately $145.5 million, comprised of $85.1 million in cash and 2,364,270 shares of the Company's Class A common stock with a fair value of approximately $60.4 million. Payveris is a payments processing company for financial institutions. The acquisition is expected to increase the addressable market opportunity for the Company's existing solutions while also enhancing Payveris’ platform with real-time capabilities, enhanced electronic bill presentment and additional payment options for banks, credit unions and financial institutions of all sizes. The acquisition was accounted for as a business combination and, accordingly, the total fair value of purchase consideration was allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values on the acquisition date. The major classes of assets and liabilities to which the Company has allocated the fair value of purchase consideration were as follows (in thousands):
Accounts receivable | $ | 1,026 |
Prepaid expenses and other current assets |  | 237 |
Intangible assets, includes software acquired |  | 38,498 |
Property and equipment |  | 77 |
Goodwill |  | 108,950 |
Restricted funds held for financial institutions |  | 31,459 |
Financial institution funds in-transit |  | (31,459 | )
Accounts payable |  | (194 | )
Accrued liabilities |  | (265 | )
Deferred revenue |  | (2,805 | )
Total | $ | 145,524 |
The finalization of purchase price allocation did not result in any changes to the preliminary estimate. The Company recorded a measurement period adjustment of $8.5 million during the fourth quarter of 2021 to decrease trademarks and increase goodwill related to the refinement of in puts in the acquisition valuation. There were no measurement period adjustments during the three and nine months ended September 30, 2022. The goodwill recognized was primarily attributed to increased synergies that are expected to be achieved from the integration of Payveris and the assembled workforce. The goodwill is deductible for income tax purposes. The fair values and estimated useful lives of the acquired intangible assets by category were as follows (in thousands, except years):
| Fair Value |  |  | Useful Life (Years) |
Customer Relationships | $ | 26,154 |  |  |  | 8.0 |
Trademarks |  | 3,993 |  |  |  | 4.0 |
Developed Technology |  | 8,102 |  |  |  | 4.0 |
Total | $ | 38,249 |  |  |  |
Finovera, Inc. On September 2, 2021, the Company completed its acquisition of Finovera by acquiring all outstanding shares for a total purchase price of approximately $12.9 million, net of cash acquired, comprised of $5.0 million in cash of which $0.8 million is being held back by the Company for a period of twenty-four months following the transaction closing date and is recorded in finance leases and other finance obligations, net of current portion in the condensed consolidated balance sheets, and 293,506 shares of the Company's Class A common stock with a fair value of approximately $7.9 million. Finovera is a bill aggregation technology provider for financial institutions. The acquisition of Finovera is expected to increase the addressable market opportunity for the Company's biller and financial institution solutions by, among other things, increasing the availability of certain bill data. The acquisition was accounted for as a business combination and, accordingly, the total fair value of purchase consideration was allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values on the acquisition date. The major classes of assets and liabilities to which the Company has allocated the fair value of purchase consideration were as follows (in thousands):
Cash | $ | 65 |
Accounts receivable |  | 267 |
Intangible assets |  | 6,048 |
Prepaid expenses and other current assets |  | 39 |
Goodwill |  | 7,266 |
Accounts payable |  | (85 | )
Accrued liabilities |  | (72 | )
Deferred taxes |  | (588 | )
Total | $ | 12,940 |
The finalization of the purchase price allocation did not result in any changes to the preliminary estimate. There were no measurement period adjustments during the three and nine months ended September 30, 2022. The goodwill recognized was primarily attributed to increased synergies that are expected to be achieved from the integration of Finovera and the assembled workforce. The goodwill is not deductible for income tax purposes. The fair values and estimated useful lives of the acquired intangible assets by category were as follows (in thousands, except years):
| Fair Value |  |  | Useful Life (Years) |
Developed Technology | $ | 5,155 |  |  |  | 4.0 |
Customer Relationships |  | 893 |  |  |  | 2.0 |
Total | $ | 6,048 |  |  |  |
The revenue and expenses of the acquired businesses have been included in the Company's condensed consolidated financial results since the acquisition date. Revenues and expenses related to these acquisitions and pro forma results of operations have not been presented for the three and nine months ended September 30, 2021 because the effects of these acquisitions was not material to the Company's overall operations. The Company incurred costs related to these acquisitions of approximately $1.7 million for the year ended December 31, 2021. All acquisition related costs were expensed as incurred and have been recorded in general and administrative expenses in the condensed consolidated statements of operations.

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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://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI https://asc.fasb.org/topic&trid=2303972 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 5 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=128092470&loc=d3e4946-128472 + Details
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- References No definition available. + Details
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