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Business Acquisitions (Tables)
12 Months Ended
Dec. 31, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Allocation of Aggregate Purchase Consideration
The following table summarizes the allocation of the purchase consideration for the acquisition of TDS and CNET as of December 31, 2024 (in thousands):
Valuation
Assets and Liabilities
TDS
CNET
Cash
$142,957 $— 
Accounts receivable and other current assets (1)
171,290 16,351 
Intangible assets
108,340 101,000 
Goodwill (1)
81,248 36,607 
Deferred tax asset, noncurrent (2)
— 11,412 
Other assets
203 655 
Accounts payable and other current liabilities
(290,161)(3,819)
Deferred tax liability, noncurrent
(25,442)— 
Deferred revenue, noncurrent
— (7,958)
Other noncurrent liabilities
(847)— 
Total
$187,588 $154,248 
(1)The fair value of the assets acquired includes accounts receivable of $170.7 million (including Settlement receivables, net of $166.8 million) for TDS and $15.6 million related to CNET, of which none is expected to be uncollectible. $4.5 million of the goodwill recognized is expected to be deductible for income tax purposes.
(2)Deferred tax asset balance for CNET is presented within ‘Deferred income taxes’ in the ‘Liabilities and Stockholders’ Equity’ section on the Consolidated Balance Sheets.
The following table summarizes the allocation of the purchase consideration for all 2022 acquisitions as of December 31, 2022 (in thousands):
Assets and LiabilitiesValuation
Accounts receivable$7,433 
Prepaid expenses and other current assets4,915 
Property and equipment369 
Operating lease right-of-use assets, noncurrent545 
Trade names12,839 
Customer relationships20,040 
Goodwill (1)
95,737 
Other intangibles18,166 
Other noncurrent assets11 
Accounts payable and accrued expenses(6,221)
Deferred revenue(21,474)
Deferred tax liability(10,140)
Other noncurrent liabilities(516)
Total$121,704 
(1)Goodwill recognized associated with these acquisitions during the year ended December 31, 2022 is $95.7 million, of which $1.2 million is expected to be deductible for income tax purposes.
Summary of Intangible Assets
The amounts assigned to intangible assets by type for all acquisitions during the year ended December 31, 2024 are summarized in the table below (in thousands):
Gross Carrying ValueWeighted Average Estimated Life
Customer relationships$146,215 10 years
Trade names and trademarks27,895 9 years
Other purchased intangibles43,793 5 years
Total gross carrying value$217,903 
Supplementary Information on Unaudited Pro Forma Financial Basis
The following unaudited pro forma information reflects the combined results from these acquisitions had they occurred on January 1, 2023. This information is not necessarily indicative of the Company’s consolidated results of operations in future periods or the results that actually would have been realized had the Company and the acquired businesses been combined companies during the periods presented. These pro forma results are estimates and exclude any savings or synergies that would have resulted from these business acquisitions had they occurred on January 1, 2023. This unaudited pro forma supplemental information includes incremental intangible asset amortization and other charges as a result of the acquisitions, net of the related tax effects.
Years ended December 31,
(in thousands, except per share data)
20242023
(unaudited)
Revenues$1,470,182 $1,521,064 
Net income$49,433 $22,206 
Income per common share from continuing operations - Basic
$1.11 $0.48 
Income per common share from continuing operations - Diluted
$1.11 $0.48 
The supplemental information on an unaudited pro forma financial basis presents the combined results of the Company and its 2022 acquisitions as if each acquisition had occurred on January 1, 2021 (in thousands, except per share amounts):
Year ended
December 31, 2022
(unaudited)
Revenues$1,407,300 
Net income from continuing operations$64,877 
Income per common share from continuing operations - Basic$1.38 
Income per common share from continuing operations - Diluted$1.38 
Contractual Obligation, Fiscal Year Maturity
As of December 31, 2024, future payments associated with contractual obligations for holdback payments in connection with all business acquisitions are as follows (in thousands):
Fiscal Year:
2025$1,305 
2026363 
$1,668