In December 2018, the Company entered into a definitive agreement to acquire the net assets of ISM Connect, LLC’s Smart Retail product Suite (“Smart Retail”). The transaction closed on January 9, 2019.

The following table summarizes the consideration paid for the Smart Retail acquisition in 2019 (in thousands):

Fair value of assets acquired	$	9,315
Fair value of liabilities assumed		212
Total purchase price	$	9,103

Components of purchase price:
Cash	$	3,974
Common stock		5,129
Total purchase price	$	9,103

The Company’s preliminary allocation of the purchase price is summarized as follows (in thousands):

Assets:
Costs incurred on projects not complete	$	48
Intangible assets		5,229
Goodwill		4,038
Total assets	$	9,315
Liabilities:
Deferred revenue	$	212
Total liabilities		212
Total purchase price	$	9,103

The purpose of the Smart Retail acquisition was to acquire a new growing and profitable revenue stream while deepening the relationships with our customers. The Smart Retail platform, which the Company will call ViewSpot™ , enables wireless carriers and retailers to offer powerful on-screen, interactive device demos that deliver consistent, secure and targeted content that showcase the features of the devices that consumers what to see and learn more about. ViewSpot also provides analytics capabilities, which will allow customers to gain valuable insights and buying behaviors. The platform is a logical addition to the Company’s existing product line that reaches wireless carriers and provides them with services that can attract and retain customers.

Unaudited pro forma results of operations (in thousands, except per share data) for the year ended December 31, 2018 are included below as if the acquisition occurred on January 1, 2018. Fiscal year 2017 financial information for Smart Retail is not available; therefore, pro forma results of operations for 2017 have not been provided. This summary of the unaudited pro forma results of operations is not necessarily indicative of what the Company’s results of operations would have been had Smart Retail been acquired at the beginning of 2018, nor does it purport to represent results of operations for any future periods.

Revenues	$	30,086
Net loss		(1,421	)
Loss per share:
Basic	$	(0.08	)
Diluted	$	(0.08	)