Merger Accounting (Tables)

3 Months Ended

Mar. 31, 2019

Schedule of Business Acquisitions by Acquisition, Contingent Consideration

The following summarizes the preliminary estimate of the purchase price paid in the Merger:


Number of shares of the combined organization owned by Arsanis stockholders (1)		2,440,582
Multiplied by the fair value per share of Arsanis common stock (2)	$	18.66

Fair value of consideration issued it effect the Merger	$	45,541
Fair value of replacement awards held by former employees, board of directors and consultants of Arsanis that were vested as of the Merger.	$	817

Purchase price:	$	46,358

(1)	The number of shares of 2,440,582 represents the historical 14,643,737 shares of Arsanis common stock outstanding immediately prior to the closing of the Merger, adjusted for the Reverse Stock Split.

(2)	Based on the last reported sale price of Arsanis common stock on the Nasdaq Global Market on March 13, 2019, the closing date of the Merger, and gives effect to the Reverse Stock Split.

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following summarizes the allocation of the purchase price to the net tangible and intangible assets acquired:


Cash and cash equivalents and restricted cash	$	26,406
Other current assets		2,147
Property and equipment, net		68
IPR&D indefinite-lived intangible assets		4,900
Other assets, non-current		879
Current liabilities		(5,221	)
Loans payable		(8,713	)
Other liabilities, non-current		(1,515	)
Goodwill		27,407

Purchase price	$	46,358

Business Acquisition, Pro Forma Information

The following supplemental unaudited pro forma information presents the Company’s financial results as if the acquisition of Arsanis had occurred on January 1, 2018:


	Three Months Ended March 31,
	2019			2018
	(unaudited)
Revenue	$	0		$	0
Net loss	$	(16,258	)	$	(20,235	)