Annual report pursuant to Section 13 and 15(d)

Business Acquisitions

v3.10.0.1
Business Acquisitions
12 Months Ended
Dec. 31, 2018
Business Combinations [Abstract]  
Business Acquisitions

Note 7. Business Acquisitions

On October 3, 2018, the Company acquired certain technology, referred to as HunchLab, and related assets from Azavea Inc., a Philadelphia-based technology company. The purchase consideration totaled $2.5 million, consisting of $1.7 million in cash and a contingent earnout payable in cash for up to $750,000 based on HunchLab’s revenues generated over the three-year period following the acquisition date. The Company determined the acquisition-date fair value of the contingent consideration liability based on the likelihood of meeting revenue forecasts.

The following table presents the purchase price allocation (in thousands):

 

 

 

 

 

 

Accounts receivable

 

$

114

 

Prepaid expense

 

 

4

 

Deferred revenue, short term

 

 

(120

)

Accounts payable

 

 

(26

)

Software technology

 

 

950

 

Customer relationships

 

 

160

 

Goodwill

 

 

1,379

 

Total purchase consideration

 

$

2,461

 

 

Goodwill primarily represents the value of cash flows from future customers. The Company expects to deduct goodwill and identifiable technology and intangible assets for tax purposes, a portion of which will commence upon settlement of contingent consideration and contingent liabilities.

The following table presents the components of the identifiable technology and intangible assets and the estimated useful lives (in thousands):

 

 

 

Fair Value

 

 

Useful

Life

Software technology

 

$

950

 

 

5 years

Customer relationships

 

160

 

 

7 years

Total identifiable technology and intangible assets

 

$

1,110

 

 

 

 

The Company valued customer relationships and the software technology using the income approach. Significant assumptions include forecasts of revenues, cost of revenue, research and development expense, sales and marketing expense, general and administrative expense and estimated customer attrition rates. The Company discounted the cash flows at 25.5%, reflecting the risk profile of the assets.

Acquisition-related expenses totaled $0.2 million, which are included in general and administrative expense.

The Company has not presented separate results of operations since closing or combined pro forma financial information of the Company and HunchLab since the beginning of fiscal 2017, as results of operations for HunchLab are immaterial.