Business Combination (Tables)

9 Months Ended

Sep. 30, 2022

Schedule of stand-alone financial performance

	Three Months Ended September 30,
	2022
		Redbox		Sonar		Other		Total
Net revenue	$	31,585,586	$	11,764,766	$	8,464,883	$	51,815,235
Net income (loss)	$	(9,542,257)	$	6,271,509	$	685,381	$	(2,585,367)

	Nine Months Ended September 30,
	2022
		Redbox		Sonar		Other		Total
Net revenue	$	31,585,586	$	25,831,967	$	21,167,973	$	78,585,526
Net income (loss)	$	(9,542,257)	$	13,131,657	$	453,211	$	4,042,611

Redbox Entertainment Inc.

Schedule of preliminary allocation of the purchase price

Class A common stock	$	65,828,719
Class A common stock issued upon vesting of Redbox RSUs		703,244
Class A common stock warrants issued to Redbox warrant holders		3,473,185
Total merger consideration	$	70,005,148

Schedule of fair values of assets acquired

Assets acquired:
Cash, cash equivalents and restricted cash	$	12,921,550
Accounts receivable		16,650,034
Content library		21,345,576
Prepaid expenses and other assets		11,494,570
Property and equipment		15,504,940
Right-of-use assets		7,183,735
Intangible assets(1)		279,600,000
Goodwill		230,908,179

Total assets acquired		595,608,584
Liabilities assumed:
Debt		359,854,921
Accounts payable and accrued expenses		95,411,196
Operating lease liabilities		7,183,736
Financing lease liabilities		2,241,304
Other liabilities		60,912,279
Total liabilities assumed		525,603,436
Net assets acquired	$	70,005,148

(1) The weighted-average useful life of intangible assets acquired is approximately 14 years.

Schedule of proforma financial information

	Three months ended September 30,				Nine months ended September 30,
		2022		2021		2022		2021
	(unaudited)
Net revenue	$	99,561,227	$	99,349,000	$	295,625,227	$	290,801,000
Net loss	$	(57,047,000)	$	(36,156,310)	$	(167,863,000)	$	(95,323,179)

1091 Media, LLC

Schedule of preliminary allocation of the purchase price

Accounts receivable, net	$	4,677,133
Content assets		4,695,000
Other assets		49,348
Intangibles		2,810,000
Goodwill		6,188,387
Total assets acquired		18,419,868
Accounts payable and accrued expenses		129,244
Revenue share payable		1,623,177
Accrued third party share		3,999,544
Other liabilities		711,677
Total liabilities assumed		6,463,642
Net assets acquired	$	11,956,226
Cash consideration	$	8,000,000
Equity consideration - Class A common stock		3,303,750
Equity consideration - Series A Preferred Stock		1,980,000
Purchase price consideration		13,283,750
Less: cash acquired		(1,327,524)
Total Estimated Purchase Price	$	11,956,226

Sonar Entertainment Inc.

Schedule of preliminary allocation of the purchase price

	May 21, 2021
Accounts receivable, net	$	17,373,257
Film library		13,000,000
Intangible asset		3,600,000
Total identifiable assets acquired		33,973,257
Goodwill		19,838,743
Net assets acquired	$	53,812,000

Schedule of fair values of assets acquired

Cash	$	18,902,000
Fair Value of Additional Purchase Price – Library Accounts Receivable		1,580,000
Fair Value of Additional Purchase Price – Contracted TV Cash Flow		13,700,000
Fair Value of Additional Purchase Price – % of Film Cash Flow		630,000
Fair Value of Additional Purchase Price – % of Non-TV Business Cash Flow		2,300,000
Fair Value of Additional Purchase Price – Development Slate Cash Flow		5,200,000
Fair Value of Additional Purchase Price – CSS AVOD Equity Put		11,500,000
Total Estimated Purchase Price	$	53,812,000