Quarterly report pursuant to Section 13 or 15(d)

Acquisitions

v3.22.1
Acquisitions
3 Months Ended
Mar. 31, 2022
Acquisitions  
Acquisitions

Note 4. Acquisitions

The Company completed two acquisitions in the three months ended March 31, 2022, both accounted for as business combinations (the “2022 Acquisitions”). On January 24, 2022, the Company acquired Cornerstone, a real estate mortgage business in the Washington DC and surrounding markets, for approximately $4.7 million. The purchase price was comprised of $1.1 million in cash consideration and 267,470 shares of common stock with an acquisition date fair value of $3.6 million. Approximately $0.6 million of the cash consideration is due within one year of the acquisition date. On February 8, 2022, the Company acquired iPro, a real estate brokerage business in the Utah real estate market, for total consideration of approximately $4.2 million. The purchase price included cash consideration of approximately $1.8 million and 167,824 shares of common stock with an acquisition date fair value of $2.3 million. Approximately $0.1 million of the cash consideration is due within one year of the acquisition date. Assets acquired and liabilities assumed in the individual acquisitions were recorded on the Company’s condensed consolidated balance sheet at their estimated fair values as of the respective dates of acquisition, including mortgage loans held for sale of approximately $3.5 million, lease right of use assets and lease liabilities of approximately $0.6 million, accrued liabilities of approximately $0.4 million and warehouse lines of credit of approximately $3.4 million. The Company recorded finite-lived intangible assets of approximately $3.6 million and goodwill of approximately $4.9 million. Due to the timing of these acquisitions, the valuation of net assets acquired has not been finalized and is expected to be completed no later than one year from the acquisition date in accordance with U.S. generally accepted accounting principles (“GAAP”). Acquisition related costs incurred during the three months ended March 31, 2022 were $51,000 and are included in general and administrative expense. Pro forma information has not been included as it is impracticable to obtain the information due to the lack of availability of historical U.S. GAAP financial data. The results of the operations of these businesses do not have a material effect on the Company’s consolidated results of operations.

During the three months ended March 31, 2021, the Company completed two acquisitions. On March 1, 2021, the Company acquired substantially all of the assets of Naberly for cash consideration of approximately $2.7 million in a transaction accounted for as an asset acquisition. The total acquisition cost, including transaction costs of approximately $0.1 million, was approximately $2.8 million and was recorded as software intangible assets. On March 1, 2021, the Company completed the acquisition of Red Barn in a transaction deemed immaterial to the Company. The Red Barn acquisition was accounted for as a business combination.