v3.26.3
Business Combinations (Tables)
 9 Months Ended
Oct. 01, 2026
Captivate  
Business Combination [Line Items]  
Summary of Consideration Transferred to Acquire

The following table summarizes the consideration transferred to acquire Captivate (in millions):

Fair Value of consideration transferred:

 

 

 

Cash

 

$

267.7

 

Escrow (1)

 

 

5.0

 

Less: Expected working capital adjustments

 

 

(0.3

)

Total

 

$

272.4

 

 

(1) The escrow is expected to be released within approximately 90 days of the close of the acquisition of Captivate.
Summary of Assets Acquired and Liablilities Assumed

The following table summarizes the fair value of Captivate and provisional fair values of the assets acquired and liabilities assumed as of the acquisition date (in millions). The provisional allocation of the purchase price was based upon a preliminary valuation, and the Company's estimates and assumptions are subject to change as valuations are finalized within the measurement period, which cannot extend beyond one year from the acquisition date.

 

Fair value of assets acquired:

 

 

 

Cash, cash equivalents and restricted cash

 

$

1.3

 

Receivables (1)

 

 

17.5

 

Prepaid expenses and other current assets

 

 

5.9

 

Property and equipment

 

 

13.8

 

Fair value of intangible assets

 

 

183.3

 

Goodwill (2)

 

 

109.3

 

Other long-term assets

 

 

1.0

 

Total assets acquired

 

 

332.1

 

Fair value of liabilities assumed:

 

 

 

Accrued expenses

 

 

0.8

 

Accrued payroll and related expenses

 

 

2.4

 

Accounts payable

 

 

7.2

 

Deferred revenue

 

 

0.6

 

Other current liabilities

 

 

0.7

 

Long-term liabilities

 

 

0.3

 

Deferred tax liabilities

 

 

47.7

 

Total liabilities assumed

 

 

59.7

 

Purchase price

 

$

272.4

 

 

(1)

Receivables acquired:

 

Fair value of trade receivables acquired:

 

 

Contract value of receivables acquired:

 

 

Amount of contractual cash flows not expected to be collected:

 

Trade receivables

 

$

17.5

 

 

$

17.5

 

 

$

—

 

(2) The Goodwill balance recognized of $109.3 million is partially related to the value of the assembled workforce which does not qualify for separate recognition as an intangible asset, as well as expected synergies from combining operations and projected growth of the acquired entity.

Summary of Intangible Assets Acquired

The provisional identifiable intangible assets of $183.3 million are subject to amortization. The following table summarizes the major classes of intangible assets acquired and their respective weighted-average estimated useful lives.

 

Useful Life

 

Fair Value

 

 

 

(Years)

 

(in millions)

 

Intangible assets subject to amortization

 

 

 

 

 

    Developed technology

 

3

 

$

35.8

 

    Customer relationships

 

6

 

 

40.9

 

    Installed base

 

17

 

 

91.5

 

    Trade name - Captivate

 

14

 

 

15.1

 

Total intangible assets

 

 

 

$

183.3

 
Spotlight Cinema Networks  
Business Combination [Line Items]  
Summary of Consideration Transferred to Acquire

The following table summarizes the consideration transferred to acquire Spotlight (in millions):

 

Fair Value of consideration transferred:

 

 

 

Cash

 

$

7.1

 

Contingent consideration

 

 

1.3

 

Less: Expected working capital adjustments

 

 

(0.2

)

Total

 

$

8.2

 
Summary of Assets Acquired and Liablilities Assumed

The following table summarizes the fair value of Spotlight and provisional fair values of the assets acquired and liabilities assumed as of the acquisition date (in millions). The provisional allocation of the purchase price was based upon a preliminary valuation, and the Company's estimates and assumptions are subject to change as valuations are finalized within the measurement period, which cannot extend beyond one year from the acquisition date.

 

Fair value of assets acquired:

 

 

 

Cash, cash equivalents and restricted cash

 

$

1.2

 

Receivables (1)(3)

 

 

2.8

 

Prepaid expenses and other current assets

 

 

0.1

 

Property and equipment

 

 

2.0

 

Fair value of intangible assets

 

 

5.4

 

Goodwill (2)(3)

 

 

0.6

 

Total assets acquired

 

 

12.1

 

Fair value of liabilities assumed:

 

 

 

Accrued expenses

 

 

0.4

 

Accounts payable

 

 

2.4

 

Deferred revenue

 

 

1.1

 

Total liabilities assumed

 

 

3.9

 

Purchase price

 

$

8.2

 

 

(1)

Receivables acquired:

Fair value of trade receivables acquired:

 

Contract value of receivables acquired:

 

Amount of contractual cash flows not expected to be collected:

 

Trade receivables

$

2.9

 

$

2.9

 

$

0.0

 

 

(2) The goodwill balance recognized of $0.6 million is primarily related to the value of the assembled workforce which does not qualify for separate recognition as an intangible asset. This goodwill was fully impaired in the three months ended October 1, 2026.

(3) Includes a working capital adjustment recorded during the three months ended July 2, 2026 that decreased accounts receivable, net by $0.1 million and increased goodwill by $0.1 million.
Summary of Pro Forma Financial Information

The following represents the pro forma Consolidated Statement of Operations as if the Spotlight acquisition had been included in the consolidated results of the Company for the entire period for the three and nine months ended September 25, 2025, as well as the pro forma financial information as if the Captivate Acquisition had been included in the consolidated results of the Company for the entire period for the three and nine months ended October 1, 2026 and September 25, 2025. The unaudited financials are presented for informational purposes only and are not necessarily indicative of future operations or results had the Spotlight acquisition been completed as of December 29, 2023 and the Captivate Acquisition been completed as of December 26, 2024.

 

 

Three Months Ended

 

 

Nine Months
 Ended

 

 

Three Months Ended

 

 

Nine Months
 Ended

 

 

October 1, 2026

 

 

October 1, 2026

 

 

September 25, 2025

 

 

September 25, 2025

 

Net revenue

 

$

74.5

 

 

$

196.0

 

 

$

78.9

 

 

$

198.6

 

Net loss

 

$

(36.1

)

 

$

(74.0

)

 

$

(11.2

)

 

$

(78.9

)