On April 29, 2024, the Company completed a stock purchase agreement to acquire approximately 58% of the voting equity interests in Brand 24 S.A. (“Brand 24”). The Company has accounted for this transaction as a business combination under the acquisition method. The purpose of the business combination was to expand our public relations business and customer base. The acquisition date fair value of the consideration transferred consisted of the following:


	Acquisition Date
Consideration transferred	Fair Value
Cash paid at close	$	10,650
Fair value of deferred purchase payments	2,878
Consideration transferred	$	13,528
Redeemable noncontrolling interest	9,846
Total purchase consideration	$	23,374

The Company determined that the fair value of the assets acquired and liabilities assumed was $23,374, including the fair value of the redeemable noncontrolling interest in Brand 24 of $9,846, which is reflected outside of the stockholders’ equity section of the unaudited condensed consolidated balance sheet as of June 30, 2024. The fair value of the redeemable noncontrolling interest on the closing date was estimated considering the implied enterprise value and the acquired percentage of Brand 24. The fair value of deferred purchase payments represents the fair value of two payments of $1,500 each, the first of which will be paid December 31, 2024 and is included within other current liabilities within the unaudited condensed consolidated balance sheet as of June 30, 2024. The second payment is due November 12, 2025 and is included in other long term liabilities within the unaudited condensed consolidated balance sheet as of June 30, 2024. The deferred purchase payments will accrue interest of 2.5% per year.

The table below summarizes the Company’s preliminary purchase price allocation. The allocation of the purchase price is preliminary as of June 30, 2024 as the Company continues to gather information supporting the acquired assets and liabilities to finalize the purchase price allocation.


	Purchase Price
Assets acquired	Allocation
Fair value of tangible assets:
Cash and cash equivalents	$	1,502
Accounts Receivable	139
Other assets	686
Identifiable intangible assets	9,350
Goodwill	15,846
Total assets acquired	$	27,523
Liabilities assumed
Deferred revenue, current	847
Deferred tax liabilities	1,411
Other liabilities	1,891
Total Liabilities Assumed	$	4,149
Fair value of assets acquired and liabilities assumed, net	$	23,374
Fair value of redeemable noncontrolling interest	$	9,846
Fair value of controlling interest acquired	$	13,528

The Company allocated $9,350 of the purchase price to identifiable intangible assets consisting of customer relationships, developed technology, and trade names, which it amortizes over the assets’ useful lives using a straight-line amortization method. The Company assigned useful lives to acquired customer relationships, developed technology, and trade names, of six years, five years, and five years, respectively. The Company used the multi-period excess earnings method to value the customer relationships. Customer relationships represent the underlying relationships with certain customers to provide ongoing services for products sold. To value the developed technology and trade names assets, the Company utilized the relief from royalty method. Trade names primarily relate to the Brand 24 brand. The significant assumptions used to estimate the value of the intangible assets included the discount rate, revenue growth rates, and customer attrition rates. After allocating the purchase price to identifiable assets acquired and liabilities assumed, the remaining purchase price was allocated to goodwill, which primarily relates to expected synergies from combining operations and is not deductible for tax purposes.

The Company recorded $225 and $389 in transaction costs related to the transaction during the three and six months ended June 30, 2024, respectively, which are included in the unaudited condensed consolidated statements of operations and comprehensive income (loss) in its income from continuing operations under the line item, General and administrative.

As of April 29, 2024, the results of Brand 24’s operations are included within the Company’s consolidated financial statements. This business combination did not have a material impact on the Company’s consolidated financial statements. Therefore, actual results of operations subsequent to the acquisition date and pro forma results of operations have not been presented.

In April 2024 the Company entered into award agreements with certain members of Brand 24 Management. These awards are accounted for as liability-classified awards under ASC 718, Compensation - Stock Compensation. The fair value of the awards were estimated using a Monte Carlo Simulation. The Company recorded $150 in post-acquisition compensation expense related to these awards during the three and six months ended June 30, 2024.

31, 2024 and a closing date for subscriptions of July 2, 2024. The Tender Offer was mandatory due to Polish Law and as a result has been accounted for as redeemable noncontrolling interest classified in temporary equity in the unaudited condensed consolidated balance sheet as of June 30, 2024. As a result of the Tender Offer, the fair value of the redeemable noncontrolling interest was adjusted to the redemption value equal to the Tender Offer price. The $978 difference between the acquisition date fair value of the redeemable noncontrolling interest and the Tender Offer price was recorded through additional paid-in capital in the unaudited condensed consolidated balance sheet as of June 30, 2024.

On December 1, 2023, the Company completed a stock purchase agreement to acquire approximately 60% of the voting equity interests in Datos Inc. (“Datos”). The Company has accounted for this transaction as a business combination under the acquisition method. The primary purpose of this business combination is to acquire Datos’ valuable clickstream data software. The Company performed acquisition accounting as of December 1, 2023. The acquisition date fair value of the consideration transferred consisted of the following:


	Acquisition Date
Consideration transferred	Fair Value
Fair value of the January 2021 and February 2022 Convertible Notes	$	7,530
Cash paid at close	4,255
Other consideration	2,070
Total purchase consideration	$	13,855

The Company determined that the fair value of the assets acquired and liabilities assumed was $19,021, including the fair value of the noncontrolling interest in Datos of $5,166. The fair value of the noncontrolling interest is inclusive of the fair value of the acquired call option, which gives the Company the right, but not the obligation, to purchase the remaining shares in Datos during the period beginning January 1, 2026 and ending on January 1, 2027 (the “Call Option”). The Company estimated the fair value of the noncontrolling interest, inclusive of the Call Option, using an option pricing method (a special case of the income approach), considering the initial transaction price and based on Level 3 significant unobservable inputs such as the total equity value of Datos, forecasted revenues, volatility, and risk-adjusted discount rates. Other consideration includes the deferred purchase payments, the contingent payment, and additional consideration due to the seller. A payment of $501 was made during March 2024 related to other consideration. The remaining fair value of other consideration has been recorded to other current liabilities in the unaudited condensed consolidated balance sheet as of June 30, 2024.

The table below summarizes the Company’s purchase price allocation. The allocation of the purchase price is final as of June 30, 2024.


	Purchase Price
Assets acquired	Allocation
Fair value of tangible assets:
Cash and cash equivalents	$	549
Accounts receivable	518
Prepaid expenses and other current assets	320
Property and equipment, net	8
Other long-term assets	3
Identifiable intangible assets	2,780
Goodwill	16,791
Total assets acquired	$	20,969
Liabilities assumed
Accounts payable	342
Deferred revenue	367
Accrued expenses	213
Other current liabilities	609
Other long-term liabilities	417
Total Liabilities Assumed	$	1,948
Fair value of assets acquired and liabilities assumed, net	$	19,021
Fair value of noncontrolling interest, including call option	$	5,166
Fair value of controlling interest acquired	$	13,855

The Company recorded $0 and $100 in transaction costs related to the transaction during the three and six months ended June 30, 2024, respectively, which are included in the unaudited condensed consolidated statements of operations and comprehensive income (loss) in its income from continuing operations under the line item, General and administrative.

As of December 1, 2023, the results of Datos’ operations are included within the Company’s consolidated financial statements. This business combination did not have a material impact on the Company’s consolidated financial statements. Therefore, actual results of operations subsequent to the acquisition date and pro forma results of operations have not been presented.

On February 23, 2023, the Company completed a purchase agreement with Rank, LLC (“Traffic Think Tank”), acquiring certain intangible assets of Traffic Think Tank for total cash consideration of $1,800, of which $360 was paid during February 2024 (the “12-month holdback amount”) and $360 will be paid in 18 months (the “18-month holdback amount”). The remaining consideration was paid upon closing. The 18-month holdback amount is recorded in other current liabilities in the unaudited condensed consolidated balance sheet as of June 30, 2024. The primary purpose of the acquisition was to acquire valuable brand and content related to Traffic Think Tank’s SEO community and courses.

This business combination did not have a material impact on the Company’s unaudited condensed consolidated financial statements. Therefore, actual results of operations subsequent to the acquisition date and pro forma results of operations have not been presented.


	As of June 30, 2024
	Weighted Average Remaining Useful Life (years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	4.0	$	6,355	$	(2,019)	$	4,336
Trade name	3.7	4,991		(1,826)		3,165
Content	2.1	2,487		(1,319)		1,168
Customer relationships	5.7	9,759		(747)		9,012
Capitalized internal-use software	2.7	12,337		(3,070)		9,267
Total as of June 30, 2024		$	35,929	$	(8,981)	$	26,948


	As of December 31, 2023
	Weighted Average Remaining Useful Life (years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	4.1	$	5,604	$	(1,518)	$	4,086
Trade name	3.7	4,451		(1,404)		3,047
Content	2.3	2,387		(1,021)		1,366
Customer relationships	4.4	1,694		(396)		1,298
Capitalized internal-use software	2.8	8,460		(2,174)		6,286
Total as of December 31, 2023		$	22,596	$	(6,513)	$	16,083

During the three and six months ended June 30, 2024, the Company capitalized $2,329 and $4,369, respectively, of software development costs, which are classified as intangible assets on the accompanying unaudited condensed consolidated balance sheets, and recorded amortization expense associated with its capitalized software development costs of $458 and $904, respectively. During the three and six months ended June 30, 2023, the Company capitalized $1,574 and $2,630, respectively, of software development costs, and recorded amortization expense associated with its capitalized software development costs of $143 and $270, respectively.

Amortization expense for acquired intangible assets was $890 and $1,582 for the three and six months ended June 30, 2024, respectively. Amortization expense for acquired intangible assets was $548 and $1,070 for the three and six months ended June 30, 2023, respectively.