XML 46 R32.htm IDEA: XBRL DOCUMENT v3.24.1.u1
Acquisitions (Tables)
 12 Months Ended
Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
Schedule of Changes in Fair Value of Assets Acquired and Liabilities Assumed as Part of Business Combination The impact of these adjustments on the acquisition date fair values are as follows (in thousands):
ClickDealerAcquisition Date Fair ValueFair Value Mark-to-Market ChangesRevised Acquisition Date Fair Value
Goodwill$6,207 $(1,206)$5,001 
Intangible Assets:
Technology$5,010 $(230)$4,780 
Customer relationships$20,400 $1,500 $21,900 
Brand$2,840 $(130)$2,710 
Contingent consideration liability (1)
$2,457 $(65)$2,392 
Working capital accounts$3,320 $245 $3,565 
________________
(1)See Note 10. Fair Value Measurements for assumptions used in the valuation of Contingent consideration liability.
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The acquisition date fair value of assets acquired and liabilities assumed from the Traverse and ClickDealer acquisitions consist of the following (in thousands, except expected useful lives):

Expected Useful Life (Years)
TraverseClickDealer
20222023
Cash$232 $— 
Goodwill735 5,001 
Technology
4 to 7
2,470 4,780 
Customer relationships
4 to 12
50 21,900 
Accounts receivable276 6,959 
Brand
1 to 7
60 2,710 
Accounts payable(232)(3,561)
Other assets acquired and liabilities assumed, net (1)
7 167 
   Net assets and liabilities acquired$3,598 $37,956 
____________________
(1)Other assets acquired and liabilities assumed, net includes prepaid expenses and other current assets, partially offset by other current liabilities (e.g., Travel and expense payables, payroll liabilities, tax liabilities, and transition services payable).
Schedule of Business Acquisitions, by Acquisition
The following schedules represent the amount of net revenue and net loss from operations related to Traverse and ClickDealer acquisitions which have been included in the consolidated statements of operations for the periods indicated subsequent to the acquisition date in the period of acquisition (in thousands):

Year Ended December 31, 2023
ClickDealer
Net revenue$57,959 
Net income from operations$733 


Year Ended December 31, 2022
Traverse
Net revenue$1,846 
Net income from operations$489 
Schedule of Pro Forma Information
The following unaudited pro forma financial information represents the consolidated financial information as if the acquisitions had been included in our consolidated results beginning on the first day of the fiscal year prior to their respective acquisition dates. There is no pro forma financial information for three months ended December 31, 2023 as the results remain consistent. Pro forma financial information is presented in the table below (in thousands):

Year Ended December 31, 2023
(unaudited)
DMSClickDealerPro Forma
Net revenue$334,949 $19,865 $354,814 
Net income (loss) from operations$(94,043)$1,704 $(92,339)
Year Ended December 31, 2022
(unaudited)
DMSTraverseClickDealerPro Forma
Net revenue$391,148 $999 $79,702 $471,849 
Net income (loss) from operations
$(42,467)$(417)$8,339 $(34,545)