Business Combinations and Divestitures (Tables)

9 Months Ended

Sep. 30, 2025

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

Schedule of Purchase, Cash and Equity Considerations

(Dollars in Thousands)	Amount
Cash consideration	$	69,013
Contingent consideration installments	23,308
Payment of assumed liabilities	793
Total purchase consideration transferred	$	93,114

The total purchase consideration transferred includes cash consideration, equity consideration, estimated deferred consideration, and the settlement of pre-existing relationships as summarized below:

(Dollars in Thousands)	PW Amount
Initial Cash consideration	$	1,735
Equity consideration	1,705
Deferred consideration	3,328
Settlement of pre-existing relationships	1,186
Total purchase consideration transferred	$	7,954

The total purchase consideration is summarized below:

(Dollars in Thousands)	Envoi Amount
Cash consideration	$	25,258
Earn-out consideration	9,000
Total purchase consideration transferred	$	34,258

(Dollars in Thousands)	Amount
Initial purchase price	$	8,740
Settlement of debt	1,213
Contingent consideration	5,743
Total purchase consideration transferred	$	15,696

Schedule of Assets Acquired, And Liabilities Assumed

The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the EEA Acquisition:

(Dollars in Thousands)	EEA Acquisition Date Fair Value
Cash and cash equivalents	$	218
Management/advisory fees receivable	12
Intangible assets	62,700
Goodwill	30,094
Operating lease right-of-use assets	2,326
Other assets	1,181
Total Assets Acquired	96,531
Accounts payable and accrued expenses	79
Operating lease liabilities	2,326
Other liabilities	1,012
Total Liabilities Assumed	$	3,417
Total Assets Acquired and Liabilities Assumed	$	93,114

The following table sets forth the fair values of the assets acquired, and liabilities assumed in connection with the PW business combination:

(Dollars in Thousands)	PW Acquisition Date Fair Value
Cash and cash equivalents	$	269
Intangible assets	9,700
Goodwill	6,747
Other assets	20
Total Assets Acquired	16,736
Accounts payable and accrued expenses	589
Other liabilities	292
Deferred tax liability	1,749
Total Liabilities Assumed	$	2,630
Total Assets Acquired and Liabilities Assumed	$	14,106

The following table sets forth the fair values of the assets acquired, and liabilities assumed in connection with the Envoi Acquisition:

(Dollars in Thousands)	Envoi Acquisition Date Fair Value
Intangible assets	$	23,300
Goodwill	10,824
Operating lease right-of-use assets	196
Other assets	157
Total Assets Acquired	34,477
Accounts payable and accrued expenses	1
Operating lease liabilities	218
Total Liabilities Assumed	219
Total Assets Acquired and Liabilities Assumed	$	34,258

The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the Kontora Acquisition:

(Dollars in Thousands)	Kontora Acquisition Date Fair Value
Cash and cash equivalents	$	3,440
Fees receivable	2,702
Equity method investments	28
Intangible assets	14,075
Goodwill	981
Operating lease right-of-use assets	1,952
Deferred tax assets, net	1,451
Other assets, net	2,326
Total Assets Acquired	$	26,955
Accounts payable and accrued expenses	526
Accrued compensation and profit sharing	218
Debt, net of unamortized deferred financing cost	732
Operating lease liability	1,952
Deferred tax liability	4,774
Other liabilities, net	3,057
Total Liabilities Assumed	$	11,259
Total Assets Acquired and Liabilities Assumed	$	15,696

Schedule of Intangible Assets Acquired

Below is a summary of the intangible assets acquired in the EEA Acquisition:

(Dollars in Thousands)	EEA Acquisition Date Fair Value		Estimated Life (Years)
Trade Name	$	1,400	5
Customer Relationships	$	61,000	17
Developed Technology	$	300	5
Total Intangible Assets	$	62,700

Below is a summary of the intangible assets acquired in the PW business combination:

(Dollars in Thousands)	PW Acquisition Date Fair Value		Estimated Life (Years)
Customer Relationships	$	9,700	14
Total Intangible Assets	$	9,700

Below is a summary of the intangible assets acquired in the Envoi Acquisition:

(Dollars in Thousands)	Envoi Acquisition Date Fair Value		Estimated Life (Years)
Customer Relationships	$	23,300	15
Total Intangible Assets	$	23,300

Below is a summary of the intangible assets acquired in the Kontora Acquisition:

(Dollars in Thousands)	Kontora Acquisition Date Fair Value		Estimated Life (Years)
Brand	$	187	3
License	4,385		15
Customer relationships	9,443		15
Software	60		3
Total Intangible Assets	$	14,075

Schedule of Business Acquisition, Pro Forma Information

The unaudited pro forma financial information presented below is for informational purposes only, and is not necessarily indicative of the results that would have been achieved if the Envoi, EEA, PW, and Kontora acquisitions had taken place on January 1, 2024, nor is it indicative of future results.

	For the Three Months Ended				For the Nine Months Ended
(Dollars in Thousands)	September 30, 2025		September 30, 2024		September 30, 2025		September 30, 2024
Total revenue	$	57,238	$	51,809	$	172,656	$	167,518
Net income (loss)	$	(84,135)	$	(72,542)	$	(106,843)	$	(43,116)