ACQUISITIONS

9 Months Ended

Dec. 31, 2020

ACQUISITIONS On September 4, 2020, we completed the acquisition of privately-held Playdots, Inc. ("Playdots"), a New York City based free-to-play mobile game developer, for consideration of $97,846 in cash and 604 shares of our common stock. The cash portion was funded from our cash on hand. Of the cash consideration, $13,440 was contractually deferred and accrued for within Accrued expenses and other current liabilities within our Condensed Consolidated Balance Sheet at acquisition. During the three months ended December 31, 2020, we paid out $3,840. As of December 31, 2020, $9,600 remained accrued within Accrued expenses and other current liabilities within our Condensed Consolidated Balance Sheet at acquisition.

We acquired Playdots as part of our ongoing strategy to expand selectively our portfolio of owned intellectual property and to diversify and strengthen further our mobile offerings.

The acquisition-date fair value of the consideration totaled $195,493, which consisted of the following:


	Fair value of purchase consideration
Cash	$	97,846
Common stock (604 shares)	97,647
Total	$	195,493

We used the acquisition method of accounting and recognized assets at their fair value as of the date of acquisition, with the excess recorded to goodwill. The preliminary fair values of net tangible and intangible assets are management’s estimates based on the information available at the acquisition date and may change over the measurement period, which will end no later than one year from the acquisition date, as additional information is received. The following table summarizes the preliminary acquisition date fair value of net tangible and intangible assets acquired, net of liabilities assumed from Playdots:


	Fair Value		Weighted average useful life
Cash acquired	$	12,098	N/A
Other tangible net assets	8,206		N/A
Other liabilities assumed	(24,680)		N/A
Intangible Assets
Developed game technology	69,000		6
User base	6,200		1
Branding and trade names	3,400		8
Game engine technology	2,200		4
Goodwill	119,069		N/A
Total	$	195,493

Goodwill, which is not deductible for U.S. income tax purposes, is primarily attributable to the assembled workforce of the acquired business and expected synergies at the time of the acquisition.

The amounts of revenue and earnings of Playdots included in our Consolidated Statement of Operations from the acquisition date to the period ending December 31, 2020 are as follows:


	Three Months Ended December 31, 2020	Nine Months Ended December 31, 2020
Net revenue	7,269	8,503
Net income (loss)	(12,368)	(18,417)

The following table summarizes the pro-forma consolidated results of operations (unaudited) for the three and nine months ended December 31, 2020 and 2019, as though the acquisition had occurred on April 1, 2019, the beginning of Fiscal 2020, and Playdots had been included in our consolidated results for the entire periods subsequent to that date.


	Three Months Ended December 31,				Nine Months Ended December 31,
	2020		2019		2020		2019
Pro-forma Net revenue	$	860,000	$	937,690	$	2,553,352	$	2,341,580
Pro-forma Net income	$	182,951	$	153,691	$	360,201	$	247,406

The unaudited pro-forma consolidated results above are based on the historical financial statements of the Company and Playdots and not necessarily indicative of the results of operations that would have been achieved if the acquisition was completed at the beginning of Fiscal 2020 and are not indicative of the future operating results of the combined company. The financial information for Playdots prior to the acquisition has been included in the pro-forma results of operations and includes certain adjustments to the historical consolidated financial statements of Playdots to align with our accounting policies. The pro-forma consolidated results of operations also include the business combination accounting effects resulting from the acquisition, including amortization expense related to finite-lived intangible assets acquired and the related tax effects assuming that the business combination occurred on April 1, 2019.

Transaction costs of $41 and $2,553 for the three and nine months ended December 31, 2020, respectively, which have been recorded within General and administrative expense in our Condensed Consolidated Statements of Operations, have been excluded from the above pro-forma consolidated results of operations due to their non-recurring nature.