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MERGER WITH SUPPORT.COM
3 Months Ended
Mar. 31, 2022
Business Combinations [Abstract]  
Merger with Support.com

3. MERGER WITH SUPPORT.COM

 

As described in Note 1, on September 14, 2021, Greenidge and Support.com combined their respective businesses through an all-stock merger transaction where Support.com became a wholly owned subsidiary of Greenidge. The Merger has been accounted for as a business combination using the acquisition method of accounting in accordance with the provisions of FASB ASC 805, Business Combinations (“ASC 805”). Greenidge was determined to be the acquiring company for accounting purposes.

 

Results of Support.com Operations Since the Merger

 

For the three months ended March 31, 2022, the acquired Support.com business contributed $8.5 million in revenue and $1.5 million of operating income, which includes approximately $0.2 million of amortization expenses of acquired intangible assets.

 

Supplemental Pro Forma Financial Information

 

In accordance with ASC 805, the following supplemental unaudited pro forma information gives effect to the Merger as if it had occurred on January 1, 2021. The unaudited pro forma financial information reflects certain adjustments related to the acquisition, such as:

 

Conforming the accounting policies of Support.com to those applied by Greenidge;
Recording certain incremental expenses resulting from purchase accounting adjustments, such as amortization expense in connection with fair value adjustments to intangible assets; and
Recording the related tax effects of pro forma adjustments.

 

 

Three Months Ended

 

$ in thousands

March 31, 2021

 

Revenues

$

20,694

 

Net loss

$

(778

)

 

The pro forma results for three months ended March 31, 2021 include $1.6 million of transaction costs for both Greenidge and Support.com ($1.2 million after tax), such as advisor fees, legal and accounting expenses. These costs will not affect the combined company’s statement of operations beyond 12 months after the closing date, September 14, 2021.

 

The unaudited pro forma financial information should not be relied upon as being indicative of the historical results that would have been obtained if the Merger had actually occurred on that date, nor the results of operations of the Company in the future.