Schedule of Supplemental Pro-Forma Information

Supplemental information on an unaudited pro-forma basis is reflected as if the 2024 and 2025 acquisitions had occurred at the beginning of 2024, after giving effect to certain pro-forma adjustments primarily related to the amortization of acquired intangible assets and related income tax effects. The unaudited pro-forma supplemental information is based on estimates and assumptions that the Company believes are reasonable and reflects amortization of intangible assets as a result of the acquisition. Pro forma net income (loss) has been tax affected based on the Company’s effective tax rate in the historical periods presented. The supplemental unaudited pro-forma financial information is presented for comparative purposes only. It is not necessarily indicative of what the Company’s financial position or results of operations actually would have been had the Company completed the acquisition at the dates indicated, nor is it intended to project the future financial position or operating results of the combined Company. Further, the supplemental pro-forma information has not been adjusted for show timing differences or discontinued events.


	Three Months Ended September 30,			Nine Months Ended September 30,
	2024			2024
(in millions)	(Unaudited)
Pro-forma revenues
Generis Group	$	0.6		$	8.7
This is Beyond		9.8			24.0
Insurtech		—			7.7
Plant Based World		0.7			0.7
2024 acquisitions(1)		0.3			0.9
Emerald revenue		72.6			292.0
Total pro-forma revenues	$	84.0		$	334.0

Pro-forma net income (loss)(2)
Generis Group	$	(1.5	)	$	(0.8	)
This is Beyond		1.4			0.9
Insurtech		(0.9	)		0.1
2024 acquisitions(1)		(0.4	)		(0.5	)
Emerald net loss		(11.1	)		(2.9	)
Total pro-forma net (loss) income	$	(12.5	)	$	(3.2	)

(1)

Includes the Company’s acquisitions of Hotel Interactive, Futurist, Glamping Americas and GRC in the year ended December 31, 2024. Pro forma revenues and net income from the Hotel Interactive acquisition were not material to the three months ended March 31, 2024.

(2)

Pro-forma net income from the Plant Based World acquisition was not material to the three and nine months ended September 30, 2024.

Summary of Purchase Price Allocation and Measurement Period Adjustment

The following table summarizes the preliminary fair value of the acquired assets and liabilities on the acquisition date:


(in millions)	August 8, 2025
Cash	$	7.2
Trade and other receivables		5.5
Prepaid expenses and other current assets		0.9
Goodwill		57.7
Intangible assets		13.3
Right-of-use lease asset		0.5
Deferred revenues		(14.5	)
Accounts payable and other current liabilities		(1.4	)
Other non-current liability		(0.8	)
Deferred tax liability		(3.3	)
Right-of-use lease liability		(0.5	)
Purchase price, including working capital adjustment	$	64.6

Summary of Purchase Price Allocation and Measurement Period Adjustment

The following table summarizes the preliminary fair value of the acquired assets and liabilities on the acquisition date:


(in millions)	May 2, 2025
Cash	$	33.9
Trade and other receivables		14.2
Prepaid expenses and other current assets		4.9
Goodwill		119.9
Intangible assets		33.0
Deferred revenues		(33.2	)
Accounts payable and other current liabilities		(2.7	)
Deferred tax liability		(4.5	)
Purchase price, including working capital adjustment	$	165.5

Summary of Purchase Price Allocation and Measurement Period Adjustment

The following table summarizes the preliminary fair value of the acquired assets and liabilities on the acquisition date:


(in millions)	March 13, 2025
Cash	$	1.0
Trade and other receivables		4.5
Prepaid expenses and other current assets		1.8
Goodwill		27.4
Intangible assets		4.4
Deferred revenues		(9.5	)
Accounts payable and other current liabilities		(0.6	)
Deferred tax liability		(1.1	)
Purchase price, including working capital adjustment	$	27.9