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Acquisition, Goodwill and Intangible Assets
3 Months Ended
Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Acquisition, Goodwill and Intangible Assets Acquisition, Goodwill and Intangible Assets
Business Combination
In February 2022, we acquired Cymptom, a platform that proactively measures, maps and prioritizes probable attack paths, and enables security teams to preemptively focus response ahead of and during breaches. Through a share purchase agreement, we acquired 100% of Cymptom's equity in exchange for cash consideration, net of cash acquired, for $23.0 million.
Cash consideration, net of cash acquired, was preliminarily allocated as follows:
(in thousands)
Intangible assets$4,113 
Goodwill18,960 
Other liabilities, net(113)
Total purchase price
$22,960 
We are still finalizing the allocation of the purchase price, which may change as additional information becomes available related to acquired intangible assets and income taxes.
Acquired intangible assets and their estimated useful lives at the date of acquisition are as follows:
Intangible Assets
(dollars in thousands)
CostEstimated Useful Life
Acquired technology
$4,1137 years
Acquired intangible assets$4,113 
The results of operations of Cymptom are included in our consolidated statements of operations from the acquisition date and were not material. Pro forma results of operations are not presented as they are not material to the consolidated statements of operations.
In general and administrative expense, we recognized $1.3 million and $2.2 million of acquisition-related transaction costs in the three months ended March 31, 2022 and 2021, respectively.
Goodwill and Acquired Intangible Assets
The changes in the carrying amount of goodwill are as follows:
(in thousands)
Balance at December 31, 2021
$261,614 
Acquired goodwill18,960 
Balance at March 31, 2022
$280,574 
The excess purchase consideration over the fair value of acquired assets and liabilities is recorded as goodwill. The acquired goodwill reflects the synergies we expect from marketing and selling new capabilities from Cymptom to our customers. The acquired goodwill is not tax deductible.
Acquired intangible assets subject to amortization are as follows:
March 31, 2022December 31, 2021
(in thousands)Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Acquired technology$86,037 $(12,890)$73,147 $81,924 $(10,499)$71,425 
Trade name390 (316)74 390 (279)111 
$86,427 $(13,206)$73,221 $82,314 $(10,778)$71,536 
Amortization of acquired intangible assets was $2.4 million and $0.6 million in the three months ended March 31, 2022 and 2021, respectively. At March 31, 2022, our acquired intangible assets are expected to be amortized over an estimated weighted average period of 7.4 years.
At March 31, 2022, estimated future amortization of acquired intangible assets is as follows:
(in thousands)
Year ending December 31,
2022(1)
$7,993 
202310,637 
202410,603 
202510,603 
202610,419 
Thereafter
22,966 
Total
$73,221 
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(1)    Represents the nine months ending December 31, 2022.