Acquisitions of Businesses | 5. Acquisitions of Businesses April 2021 Acquisition of Inposia On April 1, 2021, the Company acquired the outstanding equity of Inposia under a Share Purchase Agreement (the “Inposia Purchase”). Inposia is a German software company that delivers e-invoicing, digital tax reporting, and system and data integration to support digital transformation efforts and address real-time compliance requirements for businesses. Inposia will build upon Avalara’s existing e-invoicing capabilities in Brazil and India to support customers worldwide with real-time compliance. The Company accounted for the Inposia Purchase as a business combination. Acquisition-related costs of $1.5 million were primarily for legal and due-diligence related fees and were recorded in general and administrative expense, of which $1.0 million was incurred in the second half of 2020 and $0.5 million was incurred in 2021. The total consideration transferred related to this transaction was €31.8 million (or approximately $37.4 million using the exchange rate on April 1, 2021), consisting of net cash consideration of $14.5 million and 164,416 shares of the Company’s common stock paid at closing with an acquisition date fair value of $23.0 million. Net cash consideration consists of $12.2 million cash paid at closing, and a million cash deposit paid in the fourth quarter of 2020, offset by $0.2 million cash received by the Company in the third quarter of 2021 as a result of net working capital adjustments. A portion of shares issued are held in escrow as of December 31, 2021, and will be released to the Inposia shareholders during the nine and 18 months following the acquisition, subject to reduction for certain indemnification and other potential obligations of the Inposia shareholders. The shares held in escrow are considered issued and outstanding and are recorded in shareholders’ equity on the consolidated balance sheet as of December 31, 2021. Measurement period adjustments recognized during 2021 related primarily to updated estimated fair values for acquired intangible assets, deferred tax liabilities, and a net working capital adjustment. As Reported June 30, 2021 Measurement Period Adjustment As Adjusted Value Cash paid at closing (net of amounts returned) $ 14,671 $ (215 ) $ 14,456 Fair value of common stock issued at closing 22,971 — 22,971 Total consideration $ 37,642 $ (215 ) $ 37,427 Fair values of the assets acquired and the liabilities assumed in the Inposia Purchase as of the acquisition date are provided in the following table (in thousands): As Reported June 30, 2021 Measurement Period Adjustment As Adjusted Value Assets acquired: Cash and cash equivalents $ 1,264 $ — $ 1,264 Trade accounts receivable 1,767 — 1,767 Other current assets 268 — 268 Operating lease right-of-use assets 928 — 928 Property and equipment 98 — 98 Developed technology, customer relationships, and other intangibles 12,684 1,585 14,269 Goodwill 27,702 (1,182 ) 26,520 Other noncurrent assets 35 — 35 Total assets acquired 44,746 403 45,149 Liabilities assumed: Trade payables and accrued expenses 1,340 138 1,478 Deferred revenue 811 (1 ) 810 Other liabilities, noncurrent 106 — 106 Operating lease liabilities 928 — 928 Deferred tax liability 3,919 481 4,400 Total liabilities assumed 7,104 618 7,722 Net assets acquired $ 37,642 $ (215 ) $ 37,427 The carrying amount of trade accounts receivable acquired in the Inposia Purchase approximates the fair value. The fair value of deferred revenue was estimated utilizing a discount rate of 4.0% based on the Company’s estimated pre-tax cost of debt. The Company utilizes different valuation approaches and methodologies to determine the fair value of acquired intangible assets. The weighted-average amortization period for all intangibles acquired in the Inposia Purchase is 6.2 years. A summary of the valuation methodologies, significant assumptions, and estimated useful lives of acquired intangible assets in the Inposia Purchase are provided in the table below (in thousands): Intangible As Reported June 30, 2021 Measurement Period Adjustment As Adjusted Value Valuation Methodology Discount Rate Estimated Useful Life Customer relationships $ 1,585 $ 1,703 $ 3,288 Multi-period excess earnings-income approach 18.5 % 8 years Developed technology 9,572 — 9,572 Relief from royalty-income approach 18.5 % 6 years Noncompetition agreements 1,292 (118 ) 1,174 With-and-without valuation-income approach 21.0 % 3 years Tradename 235 — 235 Relief from royalty-income approach 18.5 % 3 years The excess of the purchase price over the net identified tangible and intangible assets is $26.5 million and has been recorded as goodwill, which includes synergies expected from the combined service offerings and the value of the assembled workforce. The goodwill is not expected to be deductible for tax purposes. For the period from the date of the Inposia Purchase through December 31, 2021, revenue was $6.0 million and pre-tax loss was $2.4 million from the Inposia business. April 2021 Acquisition of Davo On April 20, 2021, the Company acquired substantially all the assets of Davo under an Asset Purchase Agreement (the “Davo Purchase”). Davo helps emerging small businesses automate the daily and ongoing requirements for sales tax. As a result of the acquisition, Davo extends Avalara’s ability to provide integrated sales tax compliance processes to alleviate the burden of compliance on small businesses. The Company accounted for the Davo Purchase as a business combination. Acquisition-related costs of $0.1 million were primarily for legal and due-diligence related fees and were recorded in general and administrative expense. The total consideration transferred related to this transaction was $56.7 million, consisting of $23.5 million cash paid at close, a $0.3 million cash deposit paid in the first quarter of 2021, an acquisition holdback with a fair value upon acquisition of $2.6 million, and an earnout provision with a fair value upon acquisition of $30.3 million. The acquisition holdback represents an additional $2.6 million of cash to be paid Davo shareholders during the 18 months following the acquisition date, subject to reduction for certain indemnifications and other potential obligations of Davo shareholders. The earnout will be calculated as a multiple of certain performance metrics during the 12-month measurement periods ending March 31, 2022, and 2023, and there is not a stated minimum or maximum payment required under the earnout. Measurement period adjustments recognized during 2021 related primarily to updated estimated fair values for acquired intangible assets, the earnout liability, and working capital adjustments. As Reported June 30, 2021 Measurement Period Adjustment As Adjusted Value Cash paid through closing $ 23,818 $ — $ 23,818 Fair value of earnout provision 28,620 1,718 30,338 Fair value of holdbacks 2,600 (9 ) 2,591 Total consideration $ 55,038 $ 1,709 $ 56,747 Fair values of the assets acquired and the liabilities assumed in the Davo Purchase as of the acquisition date are provided in the following table (in thousands): As Reported June 30, 2021 Measurement Period Adjustment As Adjusted Value Assets acquired: Cash and cash equivalents $ 198 $ — $ 198 Funds held from customers 12,464 — 12,464 Trade accounts receivable 119 — 119 Other current assets 58 — 58 Operating lease right-of-use assets 46 — 46 Developed technology, customer relationships, and other intangibles 6,427 (1,776 ) 4,651 Goodwill 48,426 3,485 51,911 Other noncurrent assets 2 — 2 Total assets acquired 67,740 1,709 69,449 Liabilities assumed: Accrued expenses 117 — 117 Deferred revenue 75 — 75 Operating lease liabilities 46 — 46 Customer fund obligations 12,464 — 12,464 Total liabilities assumed 12,702 — 12,702 Net assets acquired $ 55,038 $ 1,709 $ 56,747 The carrying amount of trade accounts receivable and deferred revenue acquired in the Davo Purchase approximates the fair value. The Company utilizes different valuation approaches and methodologies to determine the fair value of acquired intangible assets. The weighted-average amortization period for all intangibles acquired in the Davo Purchase is 5.4 years. Intangible As Reported June 30, 2021 Measurement Period Adjustment As Adjusted Value Valuation Methodology Discount Rate Estimated Useful Life Customer relationships $ 4,350 $ (2,300 ) $ 2,050 Multi-period excess earnings-income approach and replacement cost method-cost approach 13.5 % 6 years Developed technology 1,800 150 1,950 Relief from royalty-income approach 13.5 % 5 years Noncompetition agreements 191 373 564 With-and-without valuation-income approach 15.5 % 5 years Tradename 86 1 87 Relief from royalty-income approach 13.5 % 1 year The excess of the purchase price over the net identified tangible and intangible assets is $51.9 million and has been recorded as goodwill, which includes synergies expected from the combined service offerings and the value of the assembled workforce. The goodwill is expected to be deductible for tax purposes. For the period from the date of the Davo Purchase through December 31, 2021, revenue was $2.2 million and pre-tax loss was $2.0 million from the Davo business. September 2021 Acquisition of 3CE On September 7, 2021, the company acquired substantially all the assets of 3CE under an Asset Purchase Agreement (the “3CE Purchase”). 3CE is a Canadian company that provides software and services for Harmonized System code classifications and verifications, primarily to government entities and logistics services providers. The acquisition will expand and improve Avalara’s Harmonized System classification content and provide a new self-service model to sell to the Company’s customers. The Company accounted for the 3CE purchase as a business combination. The total consideration related to this transaction is $ fair values of the assets acquired and the liabilities assumed in the 3CE Purchase as of the acquisition date include intangible assets of $3.7 million, primarily attributable to developed technology and customer relationships and goodwill of $7.1 million. October 2021 Acquisition of Track1099 On October 1, 2021, the Company acquired substantially all the assets of Track1099 under an Asset Purchase Agreement (the “Track1099 Purchase”). Track1099 provides online software and services for cost-effectively managing, e-filing, and e-delivering Internal Revenue Service forms, including Forms 1099, W-2, and W-9. Acquisition related costs of $0.1 million were primarily for legal and due-diligence related fees and were recorded in general and administrative expense. The total consideration related to this transaction was $48.8 million, consisting of $35.0 million cash paid at close, an acquisition holdback with a fair value upon acquisition of $5.0 million, and an earnout provision with a fair value upon acquisition of $8.8 million. The acquisition holdback represents an additional $5.0 million of cash to be paid to the sellers 27 months following the acquisition date, subject to reduction for certain indemnifications and other potential obligations of the sellers. The earnout for Track1099 is calculated based on certain billing performance metrics during the 12-month measurement periods ending April 30, 2022 and April 30, 2023, not to exceed $12.5 million in total or $6.25 million in each earnout period. Preliminary total consideration as of December 31, 2021, is presented below (in thousands): As of December 31, 2021 Cash paid through closing $ 35,000 Fair value of earnout provision 8,820 Fair value of holdbacks 4,984 Total consideration $ 48,804 Preliminary estimated fair values of the assets acquired and the liabilities assumed in the Track1099 Purchase as of the acquisition date are provided in the following table (in thousands): As of December 31, 2021 Assets acquired: Prepaid and other current assets $ 2 Developed technology, customer relationships, and other intangibles 5,850 Goodwill 42,962 Total assets acquired 48,814 Liabilities assumed: Current liabilities 1 Deferred revenue 9 Total liabilities assumed 10 Net assets acquired $ 48,804 The estimated fair values for acquired intangible assets are preliminary in nature. The estimated fair values for certain acquired intangibles, the earnout, and holdback are preliminary in nature and subject to adjustment when the necessary information is available to complete the valuation. The Company utilizes different valuation approaches and methodologies to determine the fair value of acquired intangible assets. A summary of the valuation methodologies, significant assumptions, and estimated useful lives of acquired intangible assets in the Track1099 Purchase are provided in the table below (in thousands): Intangible Assigned Value Valuation Methodology Discount Rate Estimated Useful Life Customer relationships $ 3,200 Multi-period excess earnings-income approach 28.0 % 5 years Developed technology 1,250 Relief from royalty-income approach 28.0 % 2 years Noncompetition agreement 1,300 With-and-without valuation-income approach 30.0 % 5 years Tradename 100 Relief from royalty-income approach 28.0 % 2 years The excess of the purchase price over the net identified tangible and intangible assets is $43.0 million and has been recorded as goodwill, which includes synergies expected from the combined service offerings and the value of the assembled workforce. The goodwill is expected to be deductible for tax purposes. October 2021 Acquisition of CrowdReason and CorrelationAdvisors On October 18, 2021, the Company acquired substantially all the assets of CrowdReason, Limited Liability Company and CorrelationAdvisors, LLC under an Asset Purchase Agreement (the “CrowdReason Purchase”). CrowdReason is a technology services company that provides software applications, solutions, and services for property tax compliance. CorrelationAdvisors provides consulting services related to property valuation and property tax compliance. The Company accounted for the CrowdReason Purchase as a business combination. Acquisition-related costs of $0.2 million were primarily for legal and due-diligence related fees and were recorded in general and administrative expense. The total consideration transferred related to this transaction was $36.4 million, consisting of $8.3 million cash paid at close, acquisition holdbacks with a fair value upon acquisition of $1.7 million, and an earnout provision with a fair value upon acquisition of $26.3 million. The acquisition holdback represents an additional $1.7 million of cash to be paid to the sellers during the 18 months following the acquisition date, subject to reduction for certain indemnifications and other potential obligations of the sellers. The earnout is calculated as a multiple of revenue growth thresholds during the 12-month measurement periods ending October 31, 2022, 2023, and 2024, with the total purchase price, inclusive of earnouts, not to exceed $40.0 million. Preliminary total consideration as of December 31, 2021, is presented below (in thousands): As of December 31, 2021 Cash paid through closing $ 8,317 Fair value of earnout provision 26,320 Fair value of holdbacks 1,727 Total consideration $ 36,364 Preliminary estimated fair values of the assets acquired and the liabilities assumed in the CrowdReason As of December 31, 2021 Assets acquired: Current assets $ 1,426 Developed technology, customer relationships, and other intangibles 10,300 Goodwill 25,415 Total assets acquired 37,141 Liabilities assumed: Current liabilities 101 Deferred revenue and contract liabilities 676 Total liabilities assumed 777 Net assets acquired $ 36,364 The estimated fair values for acquired intangible assets are preliminary in nature. The estimated fair values for certain acquired intangibles, the earnout, and holdback are preliminary in nature and subject to adjustment when the necessary information is available to complete the valuation. The Company utilizes different valuation approaches and methodologies to determine the fair value of acquired intangible assets. A summary of the valuation methodologies, significant assumptions, and estimated useful lives of acquired intangible assets in the CrowdReason Purchase are provided in the table below (in thousands): Intangible Assigned Value Valuation Methodology Discount Rate Estimated Useful Life Customer relationships $ 5,700 Multi-period excess earnings-income approach 18.0 % 5 to 8 years Developed technology 3,900 Relief from royalty-income approach 18.0 % 5 years Backlog 450 Multi-period excess earnings-income approach 15.0 % 1 year Noncompetition agreements 100 With-and-without valuation-income approach 20.0 % 5 years Tradename 150 Relief from royalty-income approach 18.0 % 2 years The excess of the purchase price over the net identified tangible and intangible assets is $25.4 million and has been recorded as goodwill, which includes synergies expected from the combined service offerings and the value of the assembled workforce. The goodwill is expected to be deductible for tax purposes. October 2020 Acquisition of Transaction Tax Resources On October 5, 2020, the Company acquired the outstanding equity of TTR under a Merger Agreement (the “TTR Merger”). TTR is a leading provider of tax content, research, consulting, and automation tools in the U.S., with products that include software solutions for companies and governments. As a result of the acquisition, the Company expanded its tax content, added new product offerings, and reached new customer segments. Acquisition-related costs of $1.0 million for the year ended December 31, 2020, were primarily for legal and due-diligence related fees and were recorded in general and administrative expense The total consideration related to this transaction was $370.1 million, consisting of $294.0 million in cash paid at closing, acquisition holdbacks with a fair value upon acquisition of $57.3 million, and an earnout provision with a fair value upon acquisition of $18.9 million. The acquisition holdbacks represent the present value of an additional $57.3 million of cash to be paid up to three years following the acquisition, subject to reduction for certain indemnifications and other potential obligations of the TTR shareholders, discounted utilizing a risk-free discount rate of 0.13%. The earnout is payable to TTR’s founder and shareholder no later than February 2023. The maximum earnout payment is $26.4 Measurement period adjustments recognized during 2021 related to the finalization of the estimated fair values for customer relationships, contract backlog, and earnout liability, and a net working capital adjustment. As Reported December 31, 2020 Measurement Period Adjustment As Adjusted Value Cash paid at closing $ 294,017 $ — $ 294,017 Fair value of holdbacks 57,477 (217 ) 57,260 Fair value of earnout provision 15,740 3,131 18,871 Total consideration $ 367,234 $ 2,914 $ 370,148 Estimated fair values of the assets acquired and the liabilities assumed in the TTR Merger as of the acquisition date and including measurement period adjustments are provided in the following table (in thousands): As Reported December 31, 2020 Measurement Period Adjustment As Adjusted Value Assets acquired: Cash and cash equivalents $ 2,294 $ — $ 2,294 Trade accounts receivable 5,966 — 5,966 Other current assets 93 — 93 Operating lease right-of-use assets 1,760 — 1,760 Property and equipment 848 — 848 Developed technology, customer relationships, and other intangibles 49,000 (7,500 ) 41,500 Goodwill 327,039 8,526 335,565 Total assets acquired 387,000 1,026 388,026 Liabilities assumed: Trade payables and accrued expenses 731 — 731 Deferred revenue 8,500 — 8,500 Operating lease liabilities 1,760 — 1,760 Deferred tax liability 8,775 (1,888 ) 6,887 Total liabilities assumed 19,766 (1,888 ) 17,878 Net assets acquired $ 367,234 $ 2,914 $ 370,148 The carrying amount of trade accounts receivable acquired in the TTR Merger was $7.2 million and was recorded at $6.0 million on the date of acquisition to approximate the fair value. The fair value of deferred revenue was estimated using the income approach, utilizing a bottom-up method that estimated the costs required to support the remaining obligations plus an assumed profit margin, and discounted to present value utilizing a risk-adjusted discount rate of 3.5%. The Company utilizes different valuation approaches and methodologies to determine the fair value of acquired intangible assets. The weighted-average amortization period for all intangibles acquired in the TTR Merger is 4.7 years. The weighted-average amortization period for developed technology intangibles acquired in the TTR Merger is 4.0 years. A summary of the valuation methodologies, significant assumptions, and estimated useful lives of acquired intangible assets in the TTR Merger are provided in the table below (in thousands): Intangible As Reported December 31, 2020 Measurement Period Adjustment As Adjusted Value Valuation Methodology Discount Rate Estimated Useful Life Customer relationships $ 26,000 $ (5,000 ) $ 21,000 Multi-period excess earnings-income approach 18% 6 years Developed technology 9,600 — 9,600 Relief from royalty-income approach and replacement cost method-cost approach 17% to 18% 3 to 6 years Tradename 5,800 — 5,800 Relief from royalty-income approach 17% 2 years Contract backlog 5,800 (2,500 ) 3,300 Multi-period excess earnings-income approach 17% 3 years Noncompetition agreements 1,800 — 1,800 With-and-without valuation-income approach 19% 5 years The excess of the purchase price over the net identified tangible and intangible assets is $335.6 million and has been recorded as goodwill, which includes synergies expected from the combined service offerings and the value of the assembled workforce. The goodwill is not expected to be deductible for tax purposes. A portion of the acquisition holdback liability in the amount of $19.9 million was settled in 2021, comprised of $0.8 million in the first quarter and $18.8 million paid in the second quarter. For the period from the date of the TTR acquisition through December 31, 2020, revenue was $4.5 million and pre-tax loss was $3.2 million from the TTR business. The pre-tax loss includes $3.5 million of amortization expense from the intangible assets acquired. TTR business activity is included in the consolidated financial statements of Avalara and are immaterial to our operations. November 2020 Acquisition of Business Licenses On November 5, 2020, the Company acquired substantially all of the assets of Business Licenses under an Asset Purchase Agreement (“the Business Licenses Purchase”). Business Licenses is a leading provider of license content, software, management, and services that automate and streamline business license compliance for companies of all sizes. As a result of the acquisition, the Company expanded its product offerings to include complementary compliance solutions beyond tax, such as business licenses and registrations. The Company accounted for the Business Licenses Purchase as a business combination. The total consideration transferred related to this transaction was $93.3 million, consisting of $64.8 million paid in cash at closing, an acquisition holdback with a fair value upon acquisition of $11.1 million, and an earnout provision with a fair value upon acquisition of $17.4 million. The acquisition holdback represents the present value of an additional $11.1 million of cash to be paid after 18 months to Business Licenses’ shareholders, subject to reduction for certain indemnification obligations, discounted utilizing a risk-free discount rate of 0.13%. The maximum earnout payment of up to $20.7 million will be paid, in shares of the Company’s common stock, to Business Licenses’ shareholders following the achievement of certain Business Licenses operating performance metrics during the four years following the acquisition. The potential amount of all future payments that could be required under the earnout is between $0 and $20.7 million. The earnout was originally recognized at fair value at the date of the business combination and is adjusted to fair value quarterly (see Note 3). Measurement period adjustments recognized during 2021 related to the finalization of the estimated fair value of the earnout liability and a net working capital adjustment. As Reported December 31, 2020 Measurement Period Adjustment As Adjusted Value Cash paid at closing $ 64,812 $ — $ 64,812 Fair value of holdbacks 11,415 (306 ) 11,109 Fair value of earnout provision 18,728 (1,328 ) 17,400 Total consideration $ 94,955 $ (1,634 ) $ 93,321 Estimated fair values of the assets acquired and the liabilities assumed in the Business Licenses Purchase as of the acquisition date are provided in the following table (in thousands): As Reported December 31, 2020 Measurement Period Adjustment As Adjusted Value Assets acquired: Cash and cash equivalents $ 120 $ — $ 120 Trade accounts receivable 1,326 — 1,326 Customer fund assets 1,074 — 1,074 Other current assets 101 — 101 Operating lease right-of-use assets 1,644 — 1,644 Property and equipment 87 — 87 Developed technology, customer relationships, and other intangibles 19,525 — 19,525 Goodwill 73,775 (1,634 ) 72,141 Other noncurrent assets 31 — 31 Total assets acquired 97,683 (1,634 ) 96,049 Liabilities assumed: Accrued expenses 56 — 56 Customer fund obligations 1,028 — 1,028 Operating lease liabilities 1,644 — 1,644 Total liabilities assumed 2,728 — 2,728 Net assets acquired $ 94,955 $ (1,634 ) $ 93,321 The carrying amount of trade accounts receivable acquired in the Business Licenses Purchase approximates the fair value. The Company utilizes different valuation approaches and methodologies to determine the fair value of acquired intangible assets. The weighted-average amortization period for all intangibles acquired in the Business Licenses Purchase is 5.3 years. The weighted-average amortization period for developed technology intangibles acquired in the Business Licenses Purchase is 3.1 years. A summary of the valuation methodologies, significant assumptions, and estimated useful lives of acquired intangible assets in the Business Licenses Purchase are provided in the table below (in thousands): Intangible Assigned Value Valuation Methodology Discount Rate Estimated Useful Life Customer relationships $ 15,000 Multi-period excess earnings-income approach 19.5% 6 years Developed technology 3,625 Relief from royalty-income approach and replacement cost method-cost approach 19.5% 1 to 5 years Noncompetition agreements 500 With-and-without valuation-income approach 19.5% 5 years Tradename 400 Relief from royalty-income approach 19.5% 1 year The excess of the purchase price over the net identified tangible and intangible assets is $72.1 million and has been recorded as goodwill, which includes synergies expected from the combined service offerings and the value of the assembled workforce. The goodwill is expected to be deductible for tax purposes. For the period from the date of the Business Licenses acquisition through December 31, 2020, revenue was $1.8 million and pre-tax loss was $0.6 million from the Business Licenses business. The pre-tax loss includes $0.7 million of amortization expense from the intangible assets acquired. Business Licenses business activity is included in the consolidated financial statements of Avalara and are immaterial to our operations. December 2020 Acquisition of Impendulo On December 1, 2020, the Company acquired the shares of Impendulo (“the Impendulo Purchase”). Impendulo is a London-based provider of insurance tax compliance solutions and offers insurance tax compliance management technology and services, specializing in support for multi-national insurance companies. With the acquisition of Impendulo, the Company expands its product offerings to include insurance premium tax compliance. The Company accounted for the Impendulo Purchase as a business combination. The total consideration transferred related to this transaction was $14.0 million, consisting of $11.7 million paid in cash at closing, $1.2 million paid in the Company’s common stock, and an additional $1.1 million that was paid in the first quarter of 2021 based on final revenue metrics achieved up to the date of acquisition. Measurement period adjustments of $0.4 million were recognized in the first quarter of 2021 relate to the finalization of the net working capital adjustment. Fair values of the assets acquired and the liabilities assumed in the Impendulo Purchase as of the acquisition date are provided in the following table (in thousands): As Reported December 31, 2020 Measurement Period Adjustment As Adjusted Value Assets acquired: Cash and cash equivalents $ 1,347 $ — $ 1,347 Trade accounts receivable 371 — 371 Other assets 147 — 147 Developed technology, customer relationships, and other intangibles 3,617 — 3,617 Goodwill 10,217 425 10,642 Total assets acquired 15,699 425 16,124 Liabilities assumed: Trade payables and accrued expenses 663 — 663 Deferred revenue and contract liabilities 694 — 694 Deferred tax liability 745 — 745 Total liabilities assumed 2,102 — 2,102 Net assets acquired $ 13,597 $ 425 $ 14,022 The carrying amount of trade accounts receivable acquired in the Impendulo Purchase approximates the fair value. The Company utilizes different valuation approaches and methodologies to determine the fair value of acquired intangible assets. The weighted-average amortization period for all intangibles acquired in the Impendulo Purchase is 5.9 years. A summary of the valuation methodologies, significant assumptions, and estimated useful lives of acquired intangible assets in the Impendulo Purchase are provided in the table below (in thousands): Intangible Assigned Value Valuation Methodology Discount Rate Estimated Useful Life Customer relationship $ 2,964 Multi-period excess earnings-income approach 20% 6 years Developed technology 616 Relief from royalty-income approach 20% 6 years Tradename 37 Relief from royalty-income approach 20% 1 year The excess of the purchase price over the net identified tangible and intangible assets is $10.6 million and has been recorded as goodwill, which includes synergies expected from the combined service offerings and the value of the assembled workforce. The goodwill is not expected to be deductible for tax purposes. For the period from the date of the Impendulo acquisition through December 31, 2020, revenue was $0.2 million and pre-tax loss was $0.1 million from the Impendulo business. The pre-tax loss includes $0.1 million of amortization expense from the intangible assets acquired. Business Licenses business activity is included in the consolidated financial statements of Avalara and is immaterial to our operations. January 2019 Acquisition of Compli On January 22, 2019, the Company completed the acquisition of substantially all the assets of Compli under an Asset Purchase Agreement (the “Compli Purchase”). Compli is a provider of compliance services, technology, and software to producers, distributors, and importers of beverage alcohol in the United States. The Company accounted for the Compli Purchase as a business combination. As a result of the acquisition, the Company expanded its ability to provide transaction tax solutions and content for the beverage alcohol industry. The transaction costs associated with the acquisition were not material. The total consideration transferred related to this transaction was $17.1 million, consisting of $11.8 million paid in cash at closing, an additional $1.6 million of cash to be paid out after 12-months, and an earnout provision fair valued upon acquisition at $3.8 million. The earnout provision is for a one-time payment and has a maximum payout of $4.0 million based on revenue recognized by the Company from the acquired operating assets for the 12 month period ending January 31, 2020. The earnout was originally recognized at fair value at the date of the business combination and $4.0 million was paid in the first quarter of 2020. The excess of the purchase price over the net identified tangible and intangible assets of $12.8 million has been recorded as goodwill, which includes synergies expected from the combined service offerings and the value of the assembled workforce. The goodwill is expected to be deductible for tax purposes. February 2019 Acquisition of Indix On February 6, 2019, the Company completed the acquisition of substantially all the assets of Indix under an Asset Purchase Agreement (the “Indix Purchase”). Indix is an artificial intelligence company providing comprehensive product descriptions for more than o |