Annual report pursuant to Section 13 and 15(d)

Acquisition (Tables)

v3.19.3.a.u2
Acquisition (Tables)
12 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
Schedule of Business Acquisitions by Acquisition, Equity Interest Issued or Issuable
The table below shows the value of the consideration paid in connection with the Pandora Acquisition:
 
Total
Pandora common stock outstanding
272

Exchange ratio
1.44

Common stock issued
392

Price per share of Holdings common stock
$
5.83

Value of common stock issued to Pandora stockholders
$
2,285

Value of replacement equity awards attributable to pre-combination service
$
70

Consideration of common stock and replacement equity awards for pre-combination service
$
2,355

Sirius XM’s Pandora preferred stock investment (related party fair value instrument) canceled
$
524

Total consideration for Pandora Acquisition
$
2,879

Value attributed to par at $0.001 par value
$
1

Balance to capital in excess of par value
$
2,354


Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The table below summarizes the fair value of the assets acquired and liabilities assumed as of the acquisition date:
Acquired Assets:
 
Cash and cash equivalents
$
313

Receivables, net
353

Prepaid expenses and other current assets
109

Property and equipment
65

Intangible assets
1,107

Goodwill
1,553

Deferred tax assets
102

Operating lease right-of-use assets
104

Long term assets
7

Total assets
$
3,713

 
 
Assumed Liabilities:
 
Accounts payable and accrued expenses
$
324

Deferred revenue
37

Operating lease current liabilities
28

Current maturities of debt
151

Long-term debt (a)
218

Operating lease liabilities
69

Other long-term liabilities
7

Total liabilities
$
834

Total consideration
$
2,879

(a)
In order to present the assets acquired and liabilities assumed, the conversion feature associated with Pandora's convertible notes for $62 has been included within Long-term debt in the table above and included within Additional paid-in-capital within our statement of stockholders' equity (deficit). Refer to Note 13 for additional information.

Acquisition, Pro Forma Information The following pro forma financial information presents our results as if the Pandora Acquisition had occurred on January 1, 2017:
 
For the Years Ended December 31,
 
2019
 
2018
 
2017
Total revenue
$
7,921

 
$
7,348

 
$
6,818

Net income
$
938

 
$
844

 
$
335