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Transactions (Tables)

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Schedule of Allocation of Purchase Price

The purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values as of August 1, 2022, as follows (in thousands):

Purchase consideration:
Cash			$	256,488
Fair value of Class A common stock issued			130,175
Fair value of contingent consideration			75,000
Total consideration			$	461,663
Tangible assets acquired:
Accounts receivable			34,155
Prepaid expenses and other current assets			636
Other non-current assets			1,393
Total tangible assets acquired			36,184
Identifiable intangible assets acquired:
Customer relationships			154,000
Technology			23,900
Corporate trade name			17,800
Total identifiable intangible assets acquired			195,700
Liabilities assumed:
Accounts payable			7,997
Accrued liabilities			8,083
Accrued compensation and employee benefits			423
Deferred tax liabilities, net			48,671
Deferred revenue			321
Operating lease liabilities			1,323
Total liabilities assumed			66,818

Goodwill			296,597
Net assets acquired			$	461,663

The purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values as of October 1, 2021, as follows (in thousands):

Purchase consideration:
Cash			$	46,500
Fair value of Class A common stock issued			56,626
Fair value of contingent consideration			14,600
Total consideration			$	117,726
Tangible assets acquired:
Cash and cash equivalents			$	1,430

Accounts receivable			3,301
Prepaid expenses and other current assets			78
Other non-current assets			2,564
Total tangible assets acquired			7,373
Identifiable intangible assets acquired:
Customer relationships			32,500
Technology			5,000
Corporate trade name			2,500
Total identifiable intangible assets acquired			40,000
Liabilities assumed:
Accounts payable			93
Accrued liabilities			661
Accrued compensation and employee benefits			970
Deferred tax liabilities, net			499
Deferred revenue			2,000
Operating lease liabilities			2,712
Total liabilities assumed			6,935
Goodwill			77,288
Net assets acquired			$	117,726

Schedule of Net Assets Acquired

The purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values as of August 1, 2022, as follows (in thousands):

Purchase consideration:
Cash			$	256,488
Fair value of Class A common stock issued			130,175
Fair value of contingent consideration			75,000
Total consideration			$	461,663
Tangible assets acquired:
Accounts receivable			34,155
Prepaid expenses and other current assets			636
Other non-current assets			1,393
Total tangible assets acquired			36,184
Identifiable intangible assets acquired:
Customer relationships			154,000
Technology			23,900
Corporate trade name			17,800
Total identifiable intangible assets acquired			195,700
Liabilities assumed:
Accounts payable			7,997
Accrued liabilities			8,083
Accrued compensation and employee benefits			423
Deferred tax liabilities, net			48,671
Deferred revenue			321
Operating lease liabilities			1,323
Total liabilities assumed			66,818

Goodwill			296,597
Net assets acquired			$	461,663

The purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values as of October 1, 2021, as follows (in thousands):

Purchase consideration:
Cash			$	46,500
Fair value of Class A common stock issued			56,626
Fair value of contingent consideration			14,600
Total consideration			$	117,726
Tangible assets acquired:
Cash and cash equivalents			$	1,430

Accounts receivable			3,301
Prepaid expenses and other current assets			78
Other non-current assets			2,564
Total tangible assets acquired			7,373
Identifiable intangible assets acquired:
Customer relationships			32,500
Technology			5,000
Corporate trade name			2,500
Total identifiable intangible assets acquired			40,000
Liabilities assumed:
Accounts payable			93
Accrued liabilities			661
Accrued compensation and employee benefits			970
Deferred tax liabilities, net			499
Deferred revenue			2,000
Operating lease liabilities			2,712
Total liabilities assumed			6,935
Goodwill			77,288
Net assets acquired			$	117,726

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- References

No definition available.

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- Definition

Tabular disclosure of a material business combination completed during the period, including background, timing, and recognized assets and liabilities. This table does not include leveraged buyouts.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=79982066&loc=d3e1486-128463

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 10
-Section 50
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463

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- Definition

Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 20
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=128092470&loc=d3e4845-128472

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