Business Context and Reporting Period
DoubleVerify Holdings, Inc. filed this Form 8-K on November 9, 2021, under Item 2.02 to announce financial results for the three and nine months ended September 30, 2021. The filing also reports a proposed acquisition under Item 8.01.
Financial Results and Key Metrics
The filing states that a press release announcing third-quarter and year-to-date 2021 financial results was issued as Exhibit 99.1. The provided filing text does not include the underlying revenue, profit, cash flow, margin, debt, liquidity, or other financial figures.
Material Changes Versus the Prior Comparable Period
The filing text does not provide quantitative comparisons with the prior-year periods. Any changes in revenue, profitability, cash flow, margins, or balance-sheet metrics should be verified in Exhibit 99.1.
Acquisition, Outlook, and Risks
- DoubleVerify agreed to acquire Outrigger Media, Inc., doing business as OpenSlate, for $150 million.
- Consideration consists of $125 million in cash and $25 million in DoubleVerify common stock.
- OpenSlate is described as an independent pre-campaign contextual targeting platform for social video and connected television.
- OpenSlate provides insight into the nature and quality of ad-supported content on video-focused platforms including Facebook, TikTok, and YouTube.
- The filing does not provide transaction closing conditions, expected closing timing, financing details, expected synergies, revised guidance, or quantified risks.
Important Facts for Investors to Verify
- Review Exhibit 99.1 for reported third-quarter and nine-month 2021 revenue, earnings, cash flow, margins, liquidity, debt, and year-over-year comparisons.
- Verify whether management issued or updated full-year 2021 guidance.
- Review Exhibit 99.2 for the OpenSlate transaction’s closing conditions, expected timing, purchase-accounting treatment, and impact on DoubleVerify’s outlook.
- Assess the cash funding requirement and potential dilution associated with the $25 million stock component.