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Acquisitions
9 Months Ended
Sep. 30, 2019
Business Combinations [Abstract]  
Acquisitions

3. Acquisitions

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 (unaudited, in thousands):

 

Fair value of assets acquired

 

$

9,394

 

Fair value of liabilities assumed

 

 

291

 

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 (unaudited, in thousands):

 

Assets:

 

 

 

 

Costs incurred on projects not complete

 

$

53

 

Intangible assets

 

 

5,229

 

Goodwill

 

 

4,112

 

Total assets

 

$

9,394

 

Liabilities:

 

 

 

 

Deferred revenue

 

$

291

 

Total liabilities

 

 

291

 

Total purchase price

 

$

9,103

 

The primary goal 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 we now 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 want to see and learn more about. ViewSpot also provides analytics capabilities, which allow customers to gain valuable insights into 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 for the three and nine months ended September 30, 2019 and 2018 are included below as if the Smart Retail acquisition occurred on January 1, 2018. 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.

 

 

 

For the Three Months Ended September 30,

 

 

For the Nine Months Ended September 30,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

 

 

(unaudited, in thousands, except per share amounts)

 

 

(unaudited, in thousands, except per share amounts)

 

Revenues

 

$

11,782

 

 

$

7,389

 

 

$

31,068

 

 

$

21,621

 

Net income (loss)

 

 

3,567

 

 

 

(705

)

 

 

7,051

 

 

 

(4,790

)

Earnings (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.10

 

 

$

(0.03

)

 

$

0.21

 

 

$

(0.25

)

Diluted

 

$

0.09

 

 

$

(0.03

)

 

$

0.20

 

 

$

(0.25

)