XML 32 R22.htm IDEA: XBRL DOCUMENT v3.22.2
Acquisitions (Tables)
3 Months Ended
May 31, 2022
Business Acquisition [Line Items]  
Schedule of proforma results

Unaudited Pro Forma

Three months ended May 31, 2021

Revenue

$

72,532

Net loss

$

(63,099)

Acquisition of 2nd.MD  
Business Acquisition [Line Items]  
Schedule of purchase consideration

Consideration

    

  

Cash consideration, net of cash acquired

$

226,135

Fair value of common stock issued

 

116,187

Fair value of replacement awards

1,520

Fair value of contingent consideration

 

76,248

Total consideration

$

420,090

Schedule of estimated fair values of the assets acquired and liabilities assumed

Assets acquired:

    

  

Accounts receivable

$

5,550

Unbilled revenue

226

Current portion of deferred contract acquisition costs

176

Prepaid and other current assets

 

1,052

Property and equipment

4,344

Deferred contract acquisition costs

564

Goodwill

 

208,286

Intangible assets(1)

 

Customer relationships

120,000

Technology

58,000

Supplier-based network

25,000

Trade name

3,400

Non-compete agreement

3,100

Total assets acquired

$

429,698

 

  

Liabilities assumed:

 

  

Accounts payable

$

1,195

Accrued expenses

585

Accrued compensation

3,817

Deferred rent and other current liabilities

 

904

Due to customers

294

Current portion of deferred revenue

625

Deferred rent and other noncurrent liabilities

2,188

Total liabilities assumed

$

9,608

 

  

Net assets acquired

$

420,090

(1)The weighted-average useful life of intangible assets acquired is approximately 14 years.
PlushCare  
Business Acquisition [Line Items]  
Schedule of purchase consideration

Consideration

    

  

Fair value of common stock issued

$

330,338

Fair value of contingent consideration

 

44,618

Cash consideration, net of cash acquired

33,860

Fair value of replacement awards

5,209

Total consideration

$

414,025

Schedule of estimated fair values of the assets acquired and liabilities assumed

Assets acquired:

    

  

Accounts receivable

$

1,359

Prepaid and other current assets

 

573

Property and equipment

298

Other noncurrent assets

932

Goodwill

 

365,597

Intangible assets(1)

 

Customer relationships

4,050

Technology

40,650

Trade name

10,300

Non-compete agreements

6,200

Total assets acquired

$

429,959

 

  

Liabilities assumed:

 

  

Accounts payable

$

1,532

Accrued expenses

193

Accrued compensation

2,117

Current portion of deferred revenue

1,212

Deferred tax liability

9,992

Other liabilities

888

Total liabilities assumed

$

15,934

 

  

Net assets acquired

$

414,025

(1)The weighted-average useful life of intangible assets acquired is approximately 5 years.