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Acquisitions, Intangible Assets, and Goodwill
 12 Months Ended
Dec. 31, 2025
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Acquisitions, Intangible Assets, and Goodwill Acquisitions, Intangible Assets, and Goodwill
Acquisitions
TopicRanker
On October 17, 2025, the Company completed an asset purchase agreement with TopicRanker Inc. (“TopicRanker”), to acquire substantially all of the assets of TopicRanker for total cash consideration of $2,223, which includes a 12-month hold back amount of $200 to be paid in October 2026. The remaining consideration was paid upon closing. The primary purpose of the acquisition was to integrate TopicRanker’s technology into the Company’s existing suite of tools.
This asset acquisition 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.
Third Door Media
On October 16, 2024, the Company acquired 100% of the outstanding shares of Third Door Media, Inc. ("Third Door Media"). The Company has accounted for this transaction as a business combination under the acquisition method. The purpose of this business combination was to expand the Company’s
content and educational offerings. The acquisition date fair value of the consideration transferred consisted of the following:
Acquisition Date
Consideration transferredFair Value
Cash paid at close$5,424 
Fair value of deferred purchase payments750 
Total purchase consideration$6,174 
The Company determined that the fair value of the assets acquired and liabilities assumed was $6,174, including the cash paid at close and the fair value of the deferred purchase payments. The fair value of deferred purchase payments represents the fair value of three holdback payments of $250, $200, and $300, respectively. The first and second holdback payments were paid in the first and fourth quarters of 2025, respectively. The third payment is due in the second quarter of 2026 and is included in other current liabilities within the consolidated balance sheet as of December 31, 2025.
The table below summarizes the Company’s purchase price allocation. The allocation of the purchase price was final as of September 30, 2025.
Purchase Price
Assets acquiredAllocation
Cash and cash equivalents$1,755 
Accounts Receivable721 
Prepaid Expenses49 
Identifiable intangible assets2,350 
Goodwill2,769 
Total assets acquired$7,644 
Liabilities assumed
Other current liabilities$59 
Accrued liabilities254 
Deferred revenue593 
Deferred tax liabilities564 
Total Liabilities Assumed$1,470 
Fair value of assets acquired and liabilities assumed, net$6,174 
The Company allocated $2,350 of the purchase price to identifiable intangible assets, of which $1,830 related to customer relationships and the remainder related to developed technology and trade names. The Company amortizes the acquired intangible assets 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, three years, and five years, respectively. The Company used the multi-period excess earnings method to value the customer relationships. The Company used the replacement cost method to value the developed technology. The Company used the relief from royalty method to value the trade names. The significant assumptions used to estimate the value of the intangible assets included the discount rate, revenue growth rates, and adjusted operating margin. 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 with our existing product offerings and is not deductible for tax purposes.
The Company recorded $186 and $739 in transaction costs related to the transaction during the years ended December 31, 2025 and December 31, 2024, respectively, which are included in the consolidated statements of operations and comprehensive (loss) income in its income from continuing operations under the line item, General and administrative.
As of October 16, 2024, the results of Third Door Media’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.
Exploding Topics
On August 15, 2024, the Company completed an asset purchase agreement with Backlinko, LLC, doing business as Exploding Topics, to acquire substantially all of the assets of Exploding Topics. The Company has accounted for this transaction as a business combination under the acquisition method. The purpose of this asset acquisition was to acquire the traffic generating content of Exploding Topics. The acquisition date fair value of the consideration transferred totaled $2,950 which includes a holdback of $531 half of which was paid in August 2025. The remaining amount is due in August 2026 and is included within other current liabilities within the consolidated balance sheet as of December 31, 2025.
The Company assigned a value of $1,062 to the acquired identifiable intangible assets consisting of content, customer relationships, and developed technology, which are amortized over the assets’ useful lives using a straight-line amortization method. The Company assigned useful lives to the acquired content, customer relationships, and developed technology, of four years, three years, and three years, respectively. The Company used the guideline public company method to value the identifiable intangible assets. After allocating the purchase price to identifiable assets acquired and liabilities assumed, the remaining purchase price of $2,464 was allocated to goodwill, which primarily relates to expected future site traffic generation and is deductible for tax purposes. The allocation of the purchase price was final as of June 30, 2025.
As of August 15, 2024, the results of Exploding Topics’ 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.
Ryte
On July 11, 2024, the Company acquired 100% of the outstanding shares of Ryte GmbH ("Ryte"). The Company has accounted for this transaction as a business combination under the acquisition method. The purpose of this business combination was to expand the Company’s Enterprise SEO solution by adding enterprise site audit and website performance monitoring. The acquisition date fair value of the consideration transferred consisted of the following:
Acquisition Date
Consideration transferredFair Value
Cash paid at close$8,910 
Fair value of deferred purchase payments1,572 
Total purchase consideration$10,482 
The Company determined that the fair value of the assets acquired and liabilities assumed was $10,482, including the cash paid at close and the fair value of the deferred purchase payments. The fair value of deferred purchase payments represents the fair value of two payments of $786 each, one of which was paid in July 2025, and one of which will be paid in January 2026. The January 2026 payment
amount is included within other current liabilities within the consolidated balance sheet as of December 31, 2025.
The table below summarizes the Company’s purchase price allocation. The allocation of the purchase price was final as of July 11, 2025.
Purchase Price
Assets acquiredAllocation
Cash and cash equivalents$1,550 
Accounts Receivable742 
Prepaid Expenses463 
Other current assets676 
Other assets100 
Identifiable intangible assets2,630 
Goodwill10,489 
Total assets acquired$16,650 
Liabilities assumed
Accounts payable$194 
Short-term debt2,529 
Accrued liabilities457 
Deferred revenue2,708 
Other liabilities280 
Total Liabilities Assumed$6,168 
Fair value of assets acquired and liabilities assumed, net$10,482 
The Company allocated $2,630 of the purchase price to identifiable intangible assets, of which $2,140 related to developed technology and the remainder related to customer relationships and trade names. The Company amortizes the acquired intangible assets over the assets’ useful lives using a straight-line amortization method. The Company assigned useful lives to acquired developed technology, customer relationships, and trade names, of five years, six years, and five years, respectively. The Company used the multi-period excess earnings method to value the developed technology. The Company used the distributor method, a variation of the multi-period excess earnings method to value the customer relationships. The Company used the relief from royalty method to value the trade names. Trade names primarily relate to the Ryte brand. The significant assumptions used to estimate the value of the intangible assets included the discount rate, revenue growth rates, adjusted operating margin, and obsolescence. 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 with our existing product offerings and is not deductible for tax purposes.
The Company recorded $257 and $957 in transaction costs related to the transaction during the years ended December 31, 2025 and 2024, respectively, which are included in the consolidated statements of operations and comprehensive (loss) income in its income from continuing operations under the line item, General and administrative.
As of July 11, 2024, the results of Ryte’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.
Brand 24
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 transferredFair Value
Cash paid at close$10,650 
Fair value of deferred purchase payments2,878 
Consideration transferred$13,528 
The Company determined that the fair value of the assets acquired and liabilities assumed was $23,374, including the fair value of the noncontrolling interest in Brand 24 of $9,846, which is reflected in the stockholders’ equity section of the consolidated balance sheet as of December 31, 2024. The fair value of the 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 was paid in December 2024 and the second of which was paid in November 2025. The deferred purchase payments accrued interest of 2.5% per year.
The table below summarizes the Company’s purchase price allocation. The allocation of the purchase price was final as of April 29, 2025.
Purchase Price
Assets acquiredAllocation
Cash and cash equivalents$1,502 
Accounts Receivable139 
Operating lease right-of-use assets331 
Other assets686 
Identifiable intangible assets9,170 
Goodwill16,375 
Total assets acquired$28,203 
Liabilities assumed
Deferred revenue, current1,196 
Deferred tax liabilities1,411 
Operating lease liabilities331 
Other liabilities1,891 
Total Liabilities Assumed$4,829 
Fair value of assets acquired and liabilities assumed, net$23,374 
Fair value of noncontrolling interest$9,846 
Fair value of controlling interest acquired$13,528 
The Company allocated $9,170 of the purchase price to identifiable intangible assets, of which $8,040 related to customer relationships and the remainder related to developed technology and trade names. The Company amortizes the acquired intangible assets 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 $182 and $790 in transaction costs related to the transaction during the years ended December 31, 2025 and 2024, respectively, which are included in the consolidated statements of operations and comprehensive (loss) income 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 May 2024, the Company announced a tender offer to purchase up to 944,616 shares of Brand 24 (the “Tender Offer”) at a price equal to PLN47.0 per share with an opening date for subscriptions of May 31, 2024 and a closing date for subscriptions of July 2, 2024. In July 2024, the Company completed the Tender Offer for outstanding shares of Brand 24 and purchased 135,500 incremental shares for an aggregate cost of $3,684 paid using cash on hand. The Tender Offer increased the Company’s ownership to 312,974 shares representing approximately 72% of the shares of Brand 24. Subsequent to the Tender Offer, the Company has purchased additional shares for an aggregate cost of $8,460 using cash on hand. As of December 31, 2025, the Company held shares representing approximately 95% of the shares of Brand 24.
Intangible Assets
Intangible assets consist of intangible assets resulting from the Company’s acquisitions and its capitalized internal-use software development costs. Intangible assets consist of the following:
As of December 31, 2025
Weighted
Average
RemainingGrossNet
Useful LifeCarryingAccumulatedCarrying
(years)AmountAmortizationAmount
Developed technology2.8$11,690 $(4,924)$6,766 
Trade name2.25,726 (3,334)2,392 
Content2.33,231 (2,569)662 
Customer relationships4.413,222 (4,105)9,117 
Capitalized internal-use software2.630,382 (8,584)21,798 
Total as of December 31, 2025
$64,251 $(23,516)$40,735 
As of December 31, 2024
Weighted
Average
RemainingGrossNet
Useful LifeCarryingAccumulatedCarrying
(years)AmountAmortizationAmount
Developed technology3.8$8,671 $(2,787)$5,884 
Trade name3.35,324 (2,309)3,015 
Content2.53,142 (1,695)1,447 
Customer Relationships5.312,058 (1,790)10,268 
Capitalized internal-use software2.615,803 (4,362)11,441 
Total as of December 31, 2024
$44,998 $(12,943)$32,055 
During the years ended December 31, 2025, 2024, and 2023, the Company capitalized $14,865, $7,862, and $5,165, respectively, of internal-use software development costs, which are classified as intangible assets on the accompanying consolidated balance sheets, and recorded amortization expense associated with its capitalized software development costs of $4,222, $2,196, and $721, respectively.
Amortization expense for acquired intangible assets was $5,966, $4,346, and $2,307 for the years ended December 31, 2025, 2024, and 2023, respectively.
As of December 31, 2025, future amortization expense is expected to be as follows:
Year Ended December 31,Amount
2026$11,158 
20278,596 
20285,314 
20292,409 
2030819 
Thereafter12,439 
Total
$40,735 
Goodwill
The changes in the carrying value of goodwill during the year ended December 31, 2025 were as follows:
Amount
Balance as of January 1, 2025$56,139 
Foreign currency translation adjustment3,984 
Balance as of December 31, 2025$60,123