Viant Technology Inc.

6. Business Acquisitions

On May 1, 2026, the Company completed the acquisition of TVision Insights, Inc. ("TVision"). The acquisition expands the Company’s proprietary data and measurement capabilities and is expected to strengthen our AI-powered programmatic platform through the integration of TVision’s attention signals. The acquisition was accounted for as a business combination.

The estimated purchase consideration is approximately $37.5 million, consisting of $16.2 million in cash, $18.9 million of our Class A common stock, and the estimated amount expected to be payable under a contractual holdback arrangement. Under the purchase agreement, $4.2 million of the consideration is held back to cover customary post-closing working capital adjustments and possible indemnification claims. As of the acquisition date, the Company has estimated post-closing working capital adjustments of approximately $1.8 million, which reduce the estimated purchase consideration and have been reflected in the preliminary allocation of purchase consideration. Such estimate is subject to change.

The allocation of the total purchase consideration was as follows:

The preliminary fair value estimates of the net assets acquired are based upon initial calculations and valuations, and those estimates and assumptions are subject to change as we obtain additional information for those estimates during the measurement period, which is up to one year from the acquisition date. The goodwill from the acquisition is attributable to expected synergies and other benefits and is not deductible for tax purposes. The results of operations of TVision were not material to the Company's consolidated results of operations.

The fair values of the identifiable intangible assets acquired were determined by management using both an income approach and cost approach and represent Level 3 measurements within the fair value hierarchy because they were based primarily on significant unobservable inputs, including discount rates, royalty rates, forecasts, and projected revenue growth rates.

The intangible assets are being amortized on a straight-line basis over the estimated useful lives. Identifiable intangible assets acquired as of the date of acquisition were as follows: