On November 5, 2021, we acquired 100% of the outstanding ownership interests in Eyeota, a global online and offline data onboarding and transformation company, for a purchase price of $172.4 million in cash, inclusive of $0.1 million of net working capital adjustment. The acquisition was funded by borrowing from our revolving facility.

The acquisition was accounted for in accordance with ASC 805, as a purchase transaction, and accordingly, the assets and liabilities of the entity were recorded at their estimated fair values at the date of the acquisition. We have included the financial results of Eyeota in our consolidated financial statements since the acquisition date. Transaction costs of $3.0 million were included in selling and administrative expenses for the year ended December 31, 2021. We allocated goodwill and intangible assets to our North America segment.


	Weighted average amortization period (years)	Initial purchase price allocation at December 31, 2021		Measurement Period Adjustments		Preliminary Purchase Price Allocation at September 30, 2022
Cash		$	7.1	$	—	$	7.1
Accounts receivable		9.3		—		9.3
Other		0.5		—		0.5
Total current assets		16.9		—		16.9
Intangible assets:
Customer relationships	14	20.0		—		20.0
Technology	5	14.0		—		14.0
Trademark	2	1.0				1.0
Goodwill	Indefinite	138.3		(0.1)		138.2

Total assets acquired		$	190.2	$	(0.1)	$	190.1
Deferred tax liability		$	5.9	$	—	$	5.9
Other liabilities		12.0		(0.2)		11.8
Total liabilities assumed		$	17.9	$	(0.2)	$	17.7
Total purchase price		$	172.3	$	0.1	$	172.4

The fair value of the customer relationships intangible asset was determined by applying the income approach through a discounted cash flow analysis, specifically a multi-period excess earnings method. The valuation was based on the present value of the net earnings attributable to the measured assets.

The technology intangible asset represents Eyeota's data supply and service platform to deliver customer services and solutions. We applied the income approach to value technology intangible assets, specifically, a relief from royalty method. The valuation was based on the present value of the net earnings attributable to the measured assets.

The intangible assets, with useful lives from two years to 14 years, are being amortized over a weighted-average useful life of 10.1 years. Intangible assets are amortized using a straight-line method. The amortization methods reflect the timing of the benefits derived from each of the intangible assets.

The value of the goodwill is primarily related to the expected growth opportunity in the target marketing business from the combined business. We do not expect goodwill to be deductible for tax purposes.

Although we believe that the information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed, the initial purchase price allocations for Eyeota are preliminary and are subject to revision as permitted by ASC 805. The primary areas of the purchase price allocation that are not yet finalized are related to certain liabilities, contingencies and deferred taxes. We will adjust the associated fair values if facts and circumstances arise that necessitate change. We expect to complete the purchase accounting process as soon as practicable but no later than one year from the acquisition date.

On November 15, 2021, we acquired 100% of the outstanding ownership interests in NetWise, a provider of business to business and business to consumer identity graph and audience targeting data, for a purchase price of $69.8 million of which $62.9 million was paid upon the close of the transaction and the remaining $6.9 million will be paid no later than 19 months after the transaction closing date, subject to net working capital adjustment. The transaction was funded by cash on hand. During the nine months ended September 30, 2022, we made a net working capital adjustment of $0.4 million.

The acquisition was accounted for in accordance with ASC 805, as a purchase transaction, and accordingly, the assets and liabilities of the entity were recorded at their estimated fair values at the date of the acquisition. We have included the financial results of NetWise in our consolidated financial statements since the acquisition date. Transaction costs of $0.4 million were included in selling and administrative expenses for the year ended December 31, 2021. We allocated goodwill and intangible assets to our North America segment.


	Weighted average amortization period (years)	Initial purchase price allocation at December 31, 2021		Measurement Period Adjustments		Preliminary Purchase Price Allocation at September 30, 2022
Cash		$	2.6	$	—	$	2.6
Accounts receivable		2.6		—		2.6
Other		0.4		—		0.4
Total current assets		5.6		—		5.6
Intangible assets:
Customer relationships	15	19.8		—		19.8
Technology	5	1.3		—		1.3
Trademark	2	0.2		—		0.2
Database	3	2.2		—		2.2
Goodwill	Indefinite	41.9		3.6		45.5


Total assets acquired		$	71.0	$	3.6	$	74.6
Total liabilities assumed		1.2		3.2		4.4
Total purchase price		$	69.8	$	0.4	$	70.2

The database intangible asset represents business and consumer data collected and managed by NetWise. The technology intangible asset represents NetWise's data supply and service platform to deliver customer services and solutions. We applied the income approach to value database and technology intangible assets, specifically, a relief from royalty method. The valuation was based on the present value of the net earnings attributable to the measured assets.

The intangible assets, with useful lives from two years to 15 years, are being amortized over a weighted-average useful life of 13.2 years. Intangible assets are amortized using a straight-line method. The amortization methods reflect the timing of the benefits derived from each of the intangible assets.

The value of goodwill is primarily related to the expected growth opportunity to expand our products and service offerings in our marketing business. The goodwill recognized is deductible for tax purposes.

Although we believe that the information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed, the initial purchase price allocations for NetWise are preliminary and are subject to revision as permitted by ASC 805. Adjustments made during the measurement period were primarily to recognize liabilities on the acquisition date. The primary areas of the purchase price allocation that are not yet finalized are related to certain liabilities and contingencies. We will adjust the associated fair values if facts and circumstances arise that necessitate change. We expect to complete the purchase accounting process as soon as practicable but no later than one year from the acquisition date.

On January 8, 2021, we acquired 100% ownership of Bisnode, a leading European data and analytics firm and long-standing member of the Dun & Bradstreet WWN alliances, for a total purchase price of $805.8 million. The transaction closed with a combination of cash of $646.9 million and 6,237,087 newly issued shares of common stock of the Company in a private placement valued at $158.9 million based on the stock closing price on January 8, 2021. The transaction was partially funded by the proceeds from the $300 million borrowing from the Incremental Term Loan.

The acquisition was accounted for in accordance with ASC 805 “Business Combinations,” as a purchase transaction, and accordingly, the assets and liabilities of the entity were recorded at their estimated fair values at the date of the acquisition. We have included the financial results of Bisnode in our consolidated financial statements since the acquisition date. We had

finalized purchase accounting as of December 31, 2021. See detailed discussion in Note 16 to the consolidated financial statements for the year ended December 31, 2021, included in our Annual Report on Form 10-K.

The following pro forma statements of operations data presents the combined results of the Company and the acquired businesses, assuming that the acquisition had occurred on January 1, 2020.


	Three months ended September 30,		Nine months ended September 30,
	2021		2021
Reported revenue	$	541.9	$	1,567.3
Pro forma adjustments:
Pre-acquisition revenue:
Bisnode	—		4.6
Eyeota	10.8		27.3
NetWise	2.6		7.1
Total pro forma revenue	$	555.3	$	1,606.3

Reported net income (loss) attributable to Dun & Bradstreet Holdings, Inc.	$	16.6	$	(60.1)
Pro forma adjustments - net of tax effect:
Pre-acquisition net income:
Bisnode	—		0.8
Eyeota	0.5		(0.7)
NetWise	0.3		1.1
Intangible amortization - net of tax benefits	(2.2)		(5.7)
Write off related to pre-existing relationship - net of tax benefits	—		2.3
Transaction costs - net of tax benefits	—		0.3
Pro forma net income (loss) attributable to Dun & Bradstreet Holdings, Inc.	$	15.2	$	(62.0)