Annual report pursuant to Section 13 and 15(d)

Acquisitions (Tables)

v3.20.1
Acquisitions (Tables)
12 Months Ended
Dec. 31, 2019
Schedule of Pro Forma Revenue and Earnings

The following table represents the combined pro forma revenue and earnings for the year ended December 31, 2017, 2018 and 2019:

 

    Year Ended     Year Ended     Year Ended  
    December 31, 2017     December 31, 2018 (b)     December 31, 2019 (b)  
    Historical     Pro Forma Combined (a)     Historical     Pro Forma Combined     Historical     Pro Forma Combined  
          (Unaudited)           (Unaudited)           (Unaudited)  
Revenues   $ 40,958     $ 44,796     $ 53,064     $ 130,419     $ 81,915     $ 135,126  
Operating (loss) income     (4,091 )     (3,617 )     (5,736 )     69       (10,183 )     (10,833 )
Net loss per share - basic and diluted   $ (0.26 )   $ (0.24 )   $ (0.34 )   $ (0.32 )   $ (0.59 )   $ (0.66 )

 

  (a) Includes pro forma results for the Keytroller Acquisition.
  (b) Includes pro forma results for the Transactions. Pro forma results for the CarrierWeb Acquisitions are impracticable to provide as the acquisition was a carve-out from a bankruptcy transaction.

Pointer Transactions [Member]  
Schedule of Purchase Price Allocation on Net Assets Acquired

The following table summarizes the preliminary purchase price allocation based on estimated fair values of the net assets acquired at the acquisition date:

 

Accounts receivable   $ 19,701  
Inventory     8,666  
Other assets     26,403  
Customer relationships     15,610  
Trademark and tradename     6,096  
Technology     10,911  
Goodwill (a)     78,198  
Less: Current liabilities assumed     (21,055 )
Less: Non current liabilities assumed     (14,330 )
Net assets acquired   $ 130,200  

 

  (a) The goodwill is not deductible for tax purposes.

Schedule of Revenue and Operating Income (Loss)

The results of operations of Pointer have been included in the consolidated statement of operations as of the effective date of the Transactions. The following revenue and operating income of Pointer are included in the Company’s consolidated results of operations:

 

    Year Ended  
    December 31, 2019  
       
Revenues   $ 18,594  
Operating loss   $ (1,665 )

CarrierWeb Acquisition [Member]  
Schedule of Purchase Price Allocation on Net Assets Acquired

The following table summarizes the final purchase price allocation of CarrierWeb and CarrierWeb Ireland based on the fair values of the net assets acquired at the acquisition date:

 

Accounts receivable   $ 192  
Inventory     200  
Other assets     26  
Customer relationships     531  
Trademark and tradename     90  
Patents     628  
Goodwill (a)     3,108  
Net assets acquired   $ 4,775  

 

  (a) The goodwill is fully deductible for tax purposes.

Keytroller Acquisition [Member]  
Schedule of Purchase Price Allocation on Net Assets Acquired

The following table summarizes the final purchase price allocation based on the fair values of the net assets acquired at the acquisition date:

 

Accounts receivable   $ 835  
Inventory     1,066  
Other assets     42  
Intangibles     5,086  
Goodwill     5,481  
Less: Current liabilities assumed     (454 )
Net assets acquired   $ 12,056  

Schedule of Revenue and Operating Income (Loss)

The results of operations of Keytroller have been included in the consolidated statement of operations as of the effective date of the Keytroller Acquisition. The following revenue and operating income of Keytroller are included in the Company’s consolidated results of operations for the year ended December 31, 2017:

 

    Year Ended  
    December 31, 2017  
       
Revenues   $ 3,468  
Operating income   $ 708