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Acquisition (Tables)
3 Months Ended
Mar. 31, 2022
Business Combinations [Abstract]  
Summary of Identified Assets Acquired and Liabilities Assumed at Acquisition Date

The following table presents the preliminary purchase price allocation recorded in the Company’s consolidated balance sheets as of the acquisition date, adjustments made during the measurement period, and the updated preliminary purchase price allocation as of the acquisition date. There were no measurement period adjustments recorded during the three months ended March 31, 2022. The updated preliminary purchase price allocation is still subject to finalization for estimates of the assets acquired and liabilities assumed as of the acquisition date, including but not limited to the renewal commissions receivable, other tangible assets, intangible assets and tax-related items, and the related tax effects of any changes made:

 

 

 

Acquisition Date Purchase Price Allocation at December 31, 2021

 

 

 

(In thousands)

 

Assets:

 

 

 

 

Cash and cash equivalent

 

$

1,080

 

Accounts receivables

 

 

303

 

Renewal commissions receivable

 

 

153,447

 

Other assets

 

 

15,705

 

Intangible assets

 

 

156,000

 

Goodwill

 

 

255,153

 

Total assets

 

 

581,688

 

 

 

 

 

 

Liabilities:

 

 

 

 

Accounts payable and accrued expenses

 

 

4,590

 

Deferred tax liability

 

 

51,943

 

Other liabilities

 

 

10,046

 

Total liabilities

 

 

66,579

 

Net assets acquired

 

$

515,109

 

 

 

 

 

 

Temporary Stockholders' Equity:

 

 

 

 

Redeemable noncontrolling interests

 

$

8,437

 

Total temporary stockholders' equity

 

$

8,437

 

Summary of Unaudited Actual Statements of Income

The following unaudited summary represents e-TeleQuote’s actual statements of income for the three months ended March 31, 2022:

 

 

 

Three months ended March 31, 2022

 

 

 

(in thousands)

 

Revenue

 

$

5,831

 

Net income (loss)

 

 

(19,182

)

Summary of Unaudited Proforma Information

 

The following unaudited pro forma consolidated financial information combines the unaudited results of the Company for the three months ended March 31, 2021 and the unaudited results of e-TeleQuote for the three months ended March 31, 2021, and assumes that the e-TeleQuote acquisition, which closed on July 1, 2021, was completed on January 1, 2021 (the first day of fiscal 2021). The pro forma consolidated financial information has been calculated after applying adjustments for amortization expense of acquired intangible assets and the consequential tax effect. These pro forma results have been prepared for comparative purpose only and do not purport to be indicative of the operating results of the Company that would have been achieved had the e-TeleQuote acquisition actually taken place on January 1, 2021. In addition, these results are not intended to project future results and do not reflect events that may occur including, but not limited to, revenue enhancements, cost savings or operating synergies that the Company may achieve as a result of the Acquisition.

 

 

 

 

 

 

 

Three months ended March 31, 2021

 

 

 

(in thousands)

 

Revenue

 

$

675,468

 

Net income (loss)

 

 

96,361