v3.25.2
Business Combination
3 Months Ended
Mar. 31, 2025
Business Combination [Abstract]  
Business Combination

6. Business Combination

As described in Note 1. Business overview and basis of presentation, in January 2024, Informa TechTarget entered into the Transaction Agreement and closed the Merger on December 2, 2024. The acquisition positions the Company as a leading provider of data driven marketing analytics, sales enablement solutions, advisory services, and events for the enterprise technology and technology enabled vertical markets. It also provides the Company with greater product diversification through the addition of research brands that provide annual subscription revenue paid in advance as well as revenue from ad-hoc consulting projects.

In accordance with the Transaction Agreement, Informa TechTarget paid each Former TechTarget shareholder as consideration for one share of common stock of Former TechTarget (i) one share of Company common stock and (ii) cash consideration of approximately $11.70 per share of Former TechTarget common stock. The total purchase price paid for Former TechTarget was $951.4 million.

The following table summarizes the allocation of the purchase price to the fair values assigned to assets acquired and liabilities assumed as of closing of the Transaction.

 

TechTarget

 

Assets acquired

 

 

Cash and cash equivalents

$

276,656

 

Short-term investments

 

77,539

 

Accounts receivable

 

37,604

 

Prepaid taxes

 

3,130

 

Prepaid expenses and other current assets

 

5,475

 

Property and equipment

 

2,800

 

Intangible assets

 

575,000

 

Operating lease assets with right-of-use

 

12,268

 

Other assets

 

650

 

Total assets acquired

$

991,122

 

 

 

 

Liabilities assumed

 

 

Accounts payable

$

8,073

 

Convertible senior notes

 

413,570

 

Current operating lease liabilities

 

3,113

 

Accrued expenses and other current liabilities

 

18,633

 

Accrued compensation expenses

 

3,334

 

Income taxes payable

 

4,278

 

Contract liabilities

 

16,411

 

Non-current operating lease liabilities

 

12,195

 

Deferred tax liabilities

 

124,398

 

Other liabilities

 

325

 

Total liabilities assumed

$

604,330

 

Net assets acquired

$

386,792

 

Goodwill

 

564,657

 

Total consideration

$

951,449