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Acquisitions
3 Months Ended
Mar. 31, 2021
Business Combinations [Abstract]  
Acquisitions

3. Acquisitions

On February 12, 2020, the Company acquired the operator business of Circle Media Labs Inc. (“Circle”) pursuant to a certain Asset Purchase Agreement by and between the Company and Circle.

The following table summarizes the consideration paid for the Circle acquisition in 2020 (unaudited, in thousands):

 

Fair value of assets acquired

 

$

14,966

 

Fair value of liabilities assumed

 

 

1,466

 

Total purchase price

 

$

13,500

 

 

 

 

 

 

Components of purchase price:

 

 

 

 

Cash

 

$

13,500

 

Total purchase price

 

$

13,500

 

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

 

Assets:

 

 

 

 

Inventory, net

 

$

14

 

Intangible assets

 

 

10,483

 

Goodwill

 

 

4,469

 

Total assets

 

$

14,966

 

Liabilities:

 

 

 

 

Deferred revenue

 

$

1,290

 

Amounts due to seller

 

 

176

 

Total liabilities

 

 

1,466

 

Total purchase price

 

$

13,500

 

All of the goodwill will be deductible for tax purposes.

Pursuant to the transaction, Smith Micro acquired certain assets related to the Circle operator business, including two new customer contracts and a source code license to Circle’s then deployed parental control software and related technology.

Unaudited pro forma results of operations for the three months ended March 31, 2021 and 2020 are included below as if the Circle acquisition occurred on January 1, 2019. 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 the operator business of Circle been acquired at the beginning of 2019, nor does it purport to represent results of operations for any future periods.

 

 

 

For the Three Months Ended March 31,

 

 

 

2021

 

 

2020

 

 

 

(unaudited, in thousands, except per share amounts)

 

Revenues

 

$

11,381

 

 

$

13,789

 

Net income (loss)

 

 

(3,225

)

 

 

2,105

 

Earnings (loss) per share:

 

 

 

 

 

 

 

 

Basic

 

$

(0.07

)

 

$

0.05

 

Diluted

 

$

(0.07

)

 

$

0.05