ACV Auctions Inc

Previous wording

Marketplace Units is a key indicator of our potential for growth in Marketplace GMV and revenue. It demonstrates the overall engagement of our customers on the marketplace platform, the vibrancy of our marketplace platform and our market share of wholesale transactions in the United States. We define Marketplace Units as the number of vehicles transacted on our marketplace platform within the applicable period. Marketplace Units transacted includes any vehicle that successfully reaches sold status, even if the auction is subsequently unwound, meaning the buyer or seller does not complete the transaction. These instances were immaterial in the periods presented. Marketplace Units exclude vehicles that were inspected by ACV, but not sold on our marketplace. Since the launch of our marketplace platform, Marketplace Units have generally increased as we have expanded our territory coverage, added new Marketplace Buyers and Marketplace Sellers to our marketplace platform and increased our share of wholesale transactions from existing customers. Because we only earn auction and ancillary fees in the case of a successful auction, Marketplace Units will remain a critical driver of our revenue growth.

Current wording

Marketplace Units is a key indicator of our potential for growth in Marketplace GMV and revenue. It demonstrates the overall engagement of our customers and our market share of wholesale transactions in the United States. We define Marketplace Units as the number of vehicles transacted within the applicable period. Marketplace Units transacted includes any vehicle that successfully reaches sold status, even if the auction is subsequently unwound, meaning the buyer or seller does not complete the transaction. These instances were immaterial in the periods presented. Marketplace Units exclude vehicles that were inspected by ACV, but not sold. Marketplace Units have generally increased as we have expanded our territory coverage, added new Marketplace Buyers and Marketplace Sellers and increased our share of wholesale transactions from existing customers. Because we only earn auction and ancillary fees in the case of a successful auction, Marketplace Units will remain a critical driver of our revenue growth.

Previous wording

Marketplace GMV is primarily driven by the volume and dollar value of Marketplace Units transacted on our marketplace platform. We believe that Marketplace GMV acts as an indicator of the success of our marketplace, signaling satisfaction of dealers and buyers on our marketplace, and the health, scale, and growth of our business. We define Marketplace GMV as the total dollar value of vehicles transacted through our marketplace platform within the applicable period, excluding any auction and ancillary fees. Because our definition of Marketplace Units does not include vehicles inspected but not sold on our marketplace platform, and because the value of the vehicle sold is not recognized as revenue, GMV does not represent revenue earned by us. We expect that Marketplace GMV will continue to grow as Marketplace Units grow, though at a varying rate within a given applicable period, as Marketplace GMV is also impacted by the value of each vehicle transacted. In periods of declining used vehicle values, Marketplace GMV may decline even while Marketplace Units increase.

Current wording

Marketplace GMV is primarily driven by the volume and dollar value of Marketplace Unit transactions. We believe that Marketplace GMV acts as an indicator of our success, signaling satisfaction of dealers and buyers, and the health, scale, and growth of our business. We define Marketplace GMV as the total dollar value of vehicles transacted within the applicable period, excluding any auction and ancillary fees. Because our definition of Marketplace Units does not include vehicles inspected but not sold, and because the value of the vehicle sold is not recognized as revenue, GMV does not represent revenue earned by us. We expect that Marketplace GMV will continue to grow as Marketplace Units grow, though at a varying rate within a given applicable period, as Marketplace GMV is also impacted by the value of each vehicle transacted. In periods of declining used vehicle values, Marketplace GMV may decline even while Marketplace Units increase.

Previous wording

The increase was primarily driven by an increase in auction marketplace revenue from our buyers and sellers, as well as increases in revenue earned from arranging for the transportation of vehicles to buyers and an increase in revenue earned from the financing of vehicles sold on our marketplace. Revenue increases in the current quarter were primarily volume-driven. Additionally, we raised the buyer fees charged on our marketplace effective in September 2023 that further contributed to the increase in revenue year-over-year. For the three months ended March 31, 2024 compared to the three months ended March 31, 2023, auction marketplace revenue increased to $67.3 million from $54.0 million and other marketplace revenue increased to $54.6 million from $42.7 million. The increase in other marketplace revenue was primarily related to an increase in the revenue earned from the transportation of vehicles due to an increase in the number of units transported.

Current wording

The increase was primarily driven by an increase in auction marketplace revenue from our buyers and sellers, as well as increases in revenue earned from arranging for the transportation of vehicles to buyers and an increase in revenue earned from the financing of vehicles sold on our marketplace. Revenue increases in the current quarter were primarily volume-driven. Additionally, buyer fee rates were higher for the three months ended June 30, 2024 compared to the prior year period. For the three months ended June 30, 2024 compared to the three months ended June 30, 2023, auction marketplace revenue increased to $75.4 million from $54.6 million and other marketplace revenue increased to $60.4 million from $46.5 million. The increase in other marketplace revenue was primarily related to an increase in the revenue earned from the transportation of vehicles due to an increase in the number of units transported.

Previous wording

The customer assurance revenue increase was mainly driven by an increase in Go Green revenue, which was driven by an increase in the fair value per unit sold that elected the Go Green offering year over year. For the three months ended March 31, 2024, Go Green assurance revenue increased to $14.2 million from $13.1 million in the three months ended March 31, 2023. Other assurance revenue remained consistent at $1.7 million during the three months ended March 31, 2024 and 2023.

Current wording

The customer assurance revenue increase was mainly driven by an increase in Go Green assurance revenue, which was driven by an increase in units where customers elected the Go Green offering and an increase in the fair value per unit sold where customers elected the Go Green offering year over year. For the three months ended June 30, 2024, Go Green assurance revenue increased to $14.6 million from $13.3 million in the three months ended June 30, 2023. Other assurance revenue increased to $1.9 million for the three months ended June 30, 2024 from $1.5 million for the three months ended June 30, 2023.

Previous wording

The increase primarily consisted of higher costs related to generating auction marketplace and other marketplace revenue. For the three months ended March 31, 2024 compared to the three months ended March 31, 2023, total cost attributed to generating auction marketplace revenue increased to $9.7 million from $8.3 million. The increase in auction marketplace cost of revenue is primarily due to increased units sold through our marketplace. Other marketplace cost of revenues increased to $40.9 million for the three months ended March 31, 2024, compared to $33.6 million for the three months ended March 31, 2023, primarily due to an increase in the units transported to buyers from sellers. Marketplace and service costs of revenues as a percentage of revenue decreased during the three months ended March 31, 2024 compared to the three months ended March 31, 2023 as we continued to grow revenue and scale our business.

Current wording

The increase primarily consisted of higher costs related to generating auction marketplace and other marketplace revenue. For the three months ended June 30, 2024 compared to the three months ended June 30, 2023, total cost attributed to generating auction marketplace revenue increased to $14.2 million from $9.0 million. The increase in auction marketplace cost of revenue is due to increased units sold through our marketplace and costs associated with our acquired remarketing centers' delivery of auction marketplace revenue. Other marketplace cost of revenues increased to $44.9 million for the three months ended June 30, 2024, compared to $35.5 million for the three months ended June 30, 2023, primarily due to an increase in the units transported to buyers from sellers. Marketplace and service costs of revenues as a percentage of revenue remained consistent during the three months ended June 30, 2024 compared to the three months ended June 30, 2023.

Previous wording

The increase primarily consisted of costs attributable to our Go Green assurance offerings and was primarily driven by an increase in arbitration cost per unit sold that elected the Go Green offering. For the three months ended March 31, 2024, Go Green assurance cost of revenue increased to $11.7 million from $11.0 million in three months ended March 31, 2023. Other assurance cost of revenue remained flat at $1.1 million during the three months ended March 31, 2024 and 2023. Other assurance cost of revenues as a percentage of revenue decreased slightly during the three months ended March 31, 2024 compared to the three months ended March 31, 2023 as we continued to manage arbitration costs and grow revenue.

Current wording

The increase primarily consisted of costs attributable to our Go Green assurance offerings and was primarily driven by an increase in arbitration cost per unit sold where customers elected the Go Green offering and an increase in the number of completed auctions where customers elected the Go Green offering. For the three months ended June 30, 2024, Go Green assurance cost of revenue increased to $13.2 million from $12.0 million in the three months ended June 30, 2023. Other assurance cost of revenue decreased to $1.4 million from $1.5 million during the three months ended June 30, 2024 and 2023. Customer assurance cost of revenue as a percentage of revenue decreased during the three months ended June 30, 2024 compared to the three months ended June 30, 2023 as we continued to manage arbitration costs and grow revenue.

Previous wording

The increase is primarily due to higher personnel-related costs. For the three months ended March 31, 2024 compared to the three months ended March 31, 2023, personnel-related costs increased to $32.2 million from $30.6 million as a result of headcount increases and increased stock-based compensation in 2024. Software and technology costs increased to $4.0 million from $3.7 million in the three months ended March 31, 2024 compared to the three months ended March 31, 2023 as a result of continued investment in our technology and infrastructure. Other expenses increased to $1.9 million from $1.4 million in the three months ended March 31, 2024 compared to the three months ended March 31, 2023. Operations and technology expense as a percentage of revenue decreased during the three months ended March 31, 2024 compared to the three months ended March 31, 2023 as we continued our efforts to effectively manage costs while growing revenue.

Current wording

The increase is primarily due to higher personnel-related costs. For the three months ended June 30, 2024 compared to the three months ended June 30, 2023, personnel-related costs increased to $33.8 million from $29.4 million as a result of increased headcount and stock-based compensation in 2024. Software and technology costs decreased to $3.8 million from $4.2 million in the three months ended June 30, 2024 compared to the three months ended June 30, 2023. Other expenses increased to $2.1 million from $1.7 million in the three months ended June 30, 2024 compared to the three months ended June 30, 2023. Operations and technology expense as a percentage of revenue decreased during the three months ended June 30, 2024 compared to the three months ended June 30, 2023 as we continued our efforts to effectively manage costs while growing revenue.

Previous wording

The increase is primarily due to higher personnel-related costs. For the three months ended March 31, 2024 compared to the three months ended March 31, 2023, personnel-related costs increased to $42.9 million from $35.3 million, primarily as a result of headcount increases and increased stock-based compensation in 2024. Non-personnel expenses increased to $11.0 million from $6.5 million in the three months ended March 31, 2024 compared to the three months ended March 31, 2023, primarily as a result of increased litigation expenses as well as increased facilities expenses as we expand our footprint to support future growth. Selling, general, and administrative expenses increased as a percentage of revenue during the three months ended March 31, 2024 compared to the three months ended March 31, 2023 as we continue to invest in our business to support future growth.

Current wording

The increase is primarily due to higher personnel-related costs. For the three months ended June 30, 2024 compared to the three months ended June 30, 2023, personnel-related costs increased to $42.2 million from $34.3 million, primarily as a result of headcount increases and increased stock-based compensation in 2024. Non-personnel expenses increased to $9.7 million from $6.9 million in the three months ended June 30, 2024 compared to the three months ended June 30, 2023, primarily as a result of increased investment in our business to support our growth. Selling, general, and administrative expenses decreased as a percentage of revenue during the three months ended June 30, 2024 compared to the three months ended June 30, 2023 as we continued our efforts to effectively manage costs while growing revenue.

Previous wording

The increase is primarily due to an increase of $3.4 million in amortization of internal-use software costs along with an increase of $1.0 million in amortization related to acquired intangible assets. The increase in depreciation and amortization as a percentage of revenue is primarily due to the placing of internal-use software projects into service and the subsequent recognition of amortization expense.

Current wording

The increase is primarily due to an increase of $3.4 million in amortization of internal-use software costs along with an increase of $1.7 million in amortization related to acquired intangible assets. The increase in depreciation and amortization as a percentage of revenue is primarily due to the placing of internal-use software projects into service and the subsequent recognition of amortization expense.

Previous wording

The decrease was primarily driven by a lower balance in our marketable securities portfolio during the three months ended March 31, 2024 compared to the three months ended March 31, 2023 due to the sale of marketable securities to support our acquisition transactions during the three months ended March 31, 2024.

Current wording

The decrease was primarily driven by a lower balance in our marketable securities portfolio during the three months ended June 30, 2024 compared to the three months ended June 30, 2023. Marketable securities were sold during the six months ended June 30, 2024 and the related proceeds were used to complete acquisitions.

Previous wording

The increase was primarily driven by an increase in borrowings and interest rates during the three months ended March 31, 2024 as compared to the three months ended March 31, 2023.

Current wording

The increase was primarily driven by an increase in borrowings and interest rates on the borrowings during the three months ended June 30, 2024 as compared to the three months ended June 30, 2023.

Previous wording

Our effective tax rate was approximately (2)% and (2)% for the three months ended March 31, 2024 and 2023, respectively. The principal differences between the federal statutory rate and the effective tax rate are related to state taxes, foreign taxes and credits and the non-recognition of tax benefits for certain entities in a loss position for which a full valuation allowance has been recorded.

Current wording

Our effective tax rate was approximately (1% )and 0% for the three months ended June 30, 2024 and 2023, respectively. The principal differences between the federal statutory rate and the effective tax rate are related to state taxes, foreign taxes and credits and the non-recognition of tax benefits for certain entities in a loss position for which a full valuation allowance has been recorded.

Previous wording

Some of these limitations include that: (i) it does not properly reflect capital commitments to be paid in the future; (ii) although depreciation and amortization are non-cash charges, the underlying assets may need to be replaced and Adjusted EBITDA does not reflect these capital expenditures; (iii) it does not consider the impact of stock-based compensation expense; (iv) it does not reflect other non-operating income and expenses, including interest income and expense; (v) it does not consider the impact of any contingent consideration liability valuation adjustments; (vi) it does not reflect tax payments that may represent a reduction in cash available to us; and (vii) it does not reflect other one-time, non-recurring items, when applicable, such as acquisition-related and restructuring expenses. In addition, our use of Adjusted EBITDA may not be comparable to similarly titled measures of other companies because they may not calculate Adjusted EBITDA in the same manner, limiting its usefulness as a comparative measure. Because of these limitations, when evaluating our performance, you should consider Adjusted EBITDA alongside other financial measures, including our net loss and other results stated in accordance with GAAP.

Current wording

Adjusted EBITDA is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. Some of these limitations include that: (i) it does not properly reflect capital commitments to be paid in the future; (ii) although depreciation and amortization are non-cash charges, the underlying assets may need to be replaced and Adjusted EBITDA does not reflect these capital expenditures; (iii) it does not consider the impact of stock-based compensation expense; (iv) it does not reflect other non-operating income and expenses, including interest income and expense; (v) it does not consider the impact of any contingent consideration liability valuation adjustments; (vi) it does not reflect tax payments that may represent a reduction in cash available to us; and (vii) it does not reflect other one-time, non-recurring items, when applicable, such as acquisition-related and restructuring expenses. In addition, our use of Adjusted EBITDA may not be comparable to similarly titled measures of other companies because they may not calculate Adjusted EBITDA in the same manner, limiting its usefulness as a comparative measure. Because of these limitations, when evaluating our performance, you should consider Adjusted EBITDA alongside other financial measures, including our net loss and other results stated in accordance with GAAP.

Previous wording

We report our financial results in accordance with GAAP. However, management believes that Non-GAAP Net income (loss), a financial measure that is not presented in accordance with GAAP, provides investors with additional useful information to measure operating performance and current and future liquidity when taken together with our financial results presented in accordance with GAAP. By providing this information, we believe management and the users of the financial statements are better able to understand the financial results of what we consider to be our organic, continuing operations.

Current wording

We report our financial results in accordance with GAAP. However, management believes that Non-GAAP Net income (loss), a financial measure that is not presented in accordance with GAAP, provides investors with additional useful information to measure operating performance and current and future liquidity when taken together with our financial results presented in accordance with GAAP. By providing this information, we believe management and the users of the financial statements are better able to understand the financial results of what we consider to be our continuing operations.

Previous wording

As of March 31, 2024, our principal sources of liquidity were cash and cash equivalents totaling $209.8 million, and investments in marketable securities totaling $131.6 million. We believe that our existing cash and cash equivalents, marketable securities, and cash flow from operations will be sufficient to support working capital and capital expenditure requirements for at least the next 12 months and for the long-term. Our future capital requirements over the long-term will depend on many factors, including volume of sales with existing customers, expansion of sales and marketing activities to acquire new customers, timing and extent of spending to support development efforts and introduction of new and enhanced services. We may, in the future, enter into arrangements to acquire or invest in complementary businesses, products, and technologies. We may be required to seek additional equity or debt financing. In the event that we require additional financing, we may not be able to raise such financing on terms acceptable to us or at all. If we are unable to raise additional capital or generate cash flows necessary to expand our operations and invest in continued innovation, we may not be able to compete successfully, which would harm our business, results of operations and financial condition.

Current wording

As of June 30, 2024, our principal sources of liquidity were cash and cash equivalents totaling $215.0 million, and investments in marketable securities totaling $57.7 million. We believe that our existing cash and cash equivalents, marketable securities, and cash flow from operations will be sufficient to support working capital and capital expenditure requirements for at least the next 12 months and for the long-term. Our future capital requirements over the long-term will depend on many factors, including volume of sales with existing customers, expansion of sales and marketing activities to acquire new customers, timing and extent of spending to support development efforts and introduction of new and enhanced services. We may, in the future, enter into arrangements to acquire or invest in complementary businesses, products, and technologies. We may be required to seek additional equity or debt financing. In the event that we require additional financing, we may not be able to raise such financing on terms acceptable to us or at all. If we are unable to raise additional capital or generate cash flows necessary to expand our operations and invest in continued innovation, we may not be able to compete successfully, which would harm our business, results of operations and financial condition.

Previous wording

As of March 31, 2024, our principal commitments primarily consist of long-term debt and leases for facilities. We have $3.2 million of lease obligations due within a year, and an additional $28.7 million of lease obligations due at various dates through 2038. Refer to Note 7, Leases, of our condensed consolidated financial statements.

Current wording

As of June 30, 2024, our principal commitments primarily consist of long-term debt and leases for facilities. We have $3.3 million of lease obligations due within a year, and an additional $28.1 million of lease obligations due at various dates through 2038. Refer to Note 7, Leases, of our condensed consolidated financial statements.

Previous wording

We also entered into a revolving credit facility with JP Morgan Chase Bank, N.A., or the 2021 Revolver, on August 24, 2021. On June 1, 2023, we entered into an Amendment on the 2021 Revolver which modified the rate at which interest payments are indexed from LIBOR to Secured Overnight Financing Rate ("SOFR").

Current wording

We entered into a revolving credit facility with JP Morgan Chase Bank, N.A., or the 2021 Revolver, on August 24, 2021. On June 1, 2023, we entered into an Amendment on the 2021 Revolver which modified the rate at which interest payments are indexed from LIBOR to Secured Overnight Financing Rate ("SOFR"). On June 20, 2024, we entered into a Second Amendment on the 2021 Revolver, pursuant to which we, ACV Capital and ACV Capital Funding II LLC ("ACV Funding"), a wholly owned, bankruptcy-remote, special-purpose subsidiary of ACV Capital, were permitted to enter into the transactions contemplated by the Warehouse Facility.

Previous wording

We were in compliance with all such applicable covenants as of March 31, 2024, and believe we are in compliance as of the date of this Quarterly Report on Form 10-Q. As of March 31, 2024, $125.0 million was drawn under the 2021 Revolver, and there were outstanding letters of credit issued under the 2021 Revolver in the amount of $3.1 million.

Current wording

We were in compliance with all such applicable covenants as of June 30, 2024, and believe we are in compliance as of the date of this Quarterly Report on Form 10-Q. As of June 30, 2024, $110.0 million was drawn under the 2021 Revolver, and there were outstanding letters of credit issued under the 2021 Revolver in the amount of $3.1 million.

Previous wording

In the three months ended March 31, 2024 and 2023, net cash provided by operating activities was $43.0 million. Net cash provided by operating activities during the three months ended March 31, 2024 and the three months ended March 31, 2023 consisted primarily of an increase in accounts payable to sellers offset by an increase in accounts receivable from buyers. This is due to the timing of collections and disbursements of funds related to auctions completed near period end. Net cash provided by operating activities was consistent during the three months ended March 31, 2024 relative to the three months ended March 31, 2023.

Current wording

In the six months ended June 30, 2024 and 2023, net cash provided by operating activities was $47.5 million and $23.4 million, respectively. Net cash provided by operating activities during the six months ended June 30, 2024 consisted primarily of an increase in accounts payable to sellers offset by an increase in accounts receivable from buyers. In the six months ended June 30, 2023 net cash provided by operating activities consisted primarily of a decrease in accounts receivable from buyers offset by a decrease in accounts payable to sellers. This increase in operating cash flows is due to the timing of collections and disbursements of funds related to auctions completed near period end.

Previous wording

In the three months ended March 31, 2024 and 2023, net cash used in investing activities was $20.9 million and $23.9 million, respectively. Net cash used in investing activities during the three months ended March 31, 2024 primarily related to business acquisitions along with capitalized software development partially offset by the sales/maturities of a portion of our marketable securities portfolio to support our business acquisition transactions. Net cash used in investing activities during the three months ended March 31, 2023 was primarily due to the growth of our finance receivables portfolio.

Current wording

In the six months ended June 30, 2024 and 2023, net cash used in investing activities was $(4.0) million and $(59.1) million, respectively. Net cash used in investing activities during the six months ended June 30, 2024 was primarily related to business acquisitions along with capitalized software development partially offset by the sales/maturities of a portion of our marketable securities portfolio to support our business acquisition transactions. Net cash used in investing activities during the six months ended June 30, 2023 was primarily due to the growth of our finance receivables portfolio, capitalized software development, and business acquisitions.

Previous wording

The decrease in net cash used in investing activities during the three months ended March 31, 2024 relative to the three months ended March 31, 2023 was primarily driven by increased cash outflows for business acquisitions and greater cash inflows from maturities and sales of marketable securities.

Current wording

The decrease in net cash used in investing activities during the six months ended June 30, 2024 relative to the six months ended June 30, 2023 was primarily driven by increased cash outflows for business acquisitions which was more than offset by greater cash inflows from maturities and sales of marketable securities.

Previous wording

In the three months ended March 31, 2024 and 2023, net cash provided by financing activities was $5.3 million and $17.3 million, respectively. Net cash provided by financing activities during the three months ended March 31, 2024 and the three months ended March 31, 2023 related to proceeds, net of repayments, on long term debt partially offset by payments of RSU tax withholdings in exchange for common shares surrendered by RSU holders.

Current wording

In the six months ended June 30, 2024 and 2023, net cash provided by (used in) financing activities was $(11.0) million and $27.0 million, respectively. Net cash provided by (used in) financing activities during the six months ended June 30, 2024 relates to repayments, net of proceeds, on long term debt in addition to payments of RSU tax withholding net of proceeds from other equity plan activity. Net cash provided by (used in) in financing activities during the six months ended June 30, 2023 related to proceeds, net of repayments, on long term debt partially offset by payments of RSU tax withholding in exchange for common shares surrendered by RSU holders.

Previous wording

The decrease during the three months ended March 31, 2024 relative to the three months ended March 31, 2023 was primarily the result of lower proceeds from long term debt, net of repayments of long term debt during the period, partially offset by an increase in payments of RSU tax withholdings.

Current wording

The decrease during the six months ended June 30, 2024 relative to the six months ended June 30, 2023 was primarily the result of lower proceeds from long term debt, net of repayments of long term debt during the period.

Previous wording

The Company completed three acquisitions of businesses during the quarter ended March 31, 2024. Purchase price allocations related to these acquisitions are subject to adjustments as they are finalized over the 12 month measurement period from the respective acquisition dates. Goodwill acquired in connection with these acquisitions will be deductible for tax purposes in the United States and will be amortized on a straight-line basis over 15 years.

Current wording

We completed four business acquisitions during the six months ended June 30, 2024. Purchase price allocations related to these acquisitions are subject to adjustments as they are finalized over the 12 month measurement period from the respective acquisition date. Goodwill acquired in connection with these acquisitions will be deductible for tax purposes in the United States and will be amortized on a straight-line basis over 15 years.

Previous wording

On January 30, 2024, we completed the acquisition of all of the ownership interests of Alliance Auto Auctions for estimated cash consideration of $66.4 million and 639,976 common shares of the Company's Class A common stock. The fair value of the consideration shares of $8.6 million was determined based upon the closing market price of the Company's Class A common shares on January 30, 2024. The aggregate purchase price was preliminarily allocated to $39.7 million of goodwill, $32.7 million of intangible assets, and $2.6 million of net assets assumed.

Current wording

On January 30, 2024, we completed the acquisition of all of the ownership interests of Alliance Auto Auctions for estimated cash consideration of $66.9 million and 639,976 common shares of the Company's Class A common stock. The fair value of the consideration shares of $8.6 million was determined based upon the closing market price of the

Previous wording

On March 8, 2024, we completed the acquisition of all of the ownership interests of a business (“the March 8, 2024 acquisition”) for estimated cash consideration of $26.7 million. The aggregate purchase price was preliminarily allocated to $8.1 million of goodwill, $13.0 million of intangible assets, and $5.6 million of net assets assumed.

Current wording

On March 8, 2024, we completed the acquisition of all of the ownership interests of a business (the "March 8, 2024 acquisition") for estimated cash consideration of $26.7 million. The aggregate purchase price was preliminarily allocated to $6.7 million of goodwill, $16.3 million of intangible assets, and $3.7 million of net assets assumed.

Previous wording

On March 13, 2024, we completed the acquisition of all of the ownership interests of a business ("the March 13, 2024 acquisition") for estimated cash consideration of $19.1 million. The aggregate purchase price was preliminarily allocated to $18.7 million of goodwill, $1.0 million of intangible assets, and $0.6 million of net liabilities assumed.

Current wording

On March 13, 2024, we completed the acquisition of all of the ownership interests of a business (the "March 13, 2024 acquisition") for estimated cash consideration of $19.1 million. The aggregate purchase price was preliminarily allocated to $14.4 million of goodwill, $5.5 million of intangible assets, and $0.7 million of net liabilities assumed.