Acquisition (Tables)

6 Months Ended

Jun. 30, 2025

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

Business Combination, Recognized Asset Acquired and Liability Assumed

The preliminary purchase price allocation is set forth in the table below:


(in thousands)
Consideration:
Cash(1)	$	4,627
Deferred consideration (2)	4,282
Contingent consideration(3)	104
Less: cash acquired	(175)
Total purchase consideration, net of cash acquired	$	8,838

Recognized amounts of assets acquired and liabilities assumed(4):
Accounts receivable	$	149
Prepaid expenses	229
Property, equipment and software	8
Goodwill	6,070
Intangible assets:
Customer relationships	1,555
Trademarks	480
Technology	706
Accounts payable and accrued expenses	(359)
Total purchase consideration	$	8,838

(1)Cash at closing net of adjustments from estimated net working capital to actual working capital.

(2)The fair value of the deferred consideration was determined utilizing a Monte Carlo simulation. The payments were calculated based on the path for the simulated metrics and the contractual terms of the deferred consideration payments and were discounted to present value at a rate reflecting a risk associated with the payoffs. The fair value was estimated to be the average present value of the deferred consideration payments over all iterations of the simulation.

(3)The contingent consideration represents the fair value of the share of net operating loss carryforwards owed to the seller in the future.

(4)Includes deferred tax asset of $3.8 million which has a full valuation allowance.