BurgerFi International, Inc. General form of registration statement for all companies including face-amount certificate companies

General form of registration statement for all companies including face-amount certificate companies

Business Combinations (Tables)

Business Combinations (Tables)

12 Months Ended

Dec. 31, 2020

Consideration Paid


(in thousands)
Cash	$	30,000
Stock		103,680
Contingent consideration		103,207

Total Consideration	$	236,887

Summary of Input Variables

The input variables are noted in the table below:


	Successor
	2020
Risk-free interest rate		0.37	%
Expected life in years		3
Expected volatility		60	%
Expected dividend yield (a)		0	%

(a)	The Monte Carlo method assumes a reinvestment of dividends.

The input variables are noted in the table below:


	Successor
	2020
Risk-free interest rate		0.18	%
Expected life in years		3
Expected volatility		65.9	%
Expected dividend yield (a)		0	%

(a)	The Monte Carlo method assumes a reinvestment of dividends.

Summary of Fair Values of Assets Acquired Net of Current Liabilities

The consideration was the fair value of the three loans at the Takeover Date and the assets are recorded based on the fair values of the assets acquired, net of current liabilities as of the Takeover Date as follows (in thousands):


Cash	$	39
Accounts Receivable		1
Inventory		28
Other current assets		24
Property & equipment		1,126
Other assets		4
Current liabilities		(330	)

Net tangible and identifiable intangible assets acquired		892
Goodwill		397

Net assets acquired	$	1,289


(in thousands)	Fair Value December 16, 2020
Cash	$	2,179
Cash - restricted		611
Accounts receivable		378
Inventory		260
Other current assets		1,235
Property and equipment		8,520
Intangible assets		117,124
Other assets		199
Accounts payable - trade		(1,952	)
Accrued expenses		(1,057	)
Gift card liability		(292	)
Revolving line of credit		(3,012	)
Current portion of deferred franchise fees		(521	)
Other deposit		(907	)
Deferred initial franchise fees, net of current portion		(2,531	)
Notes payable		(2,889	)

Fair Value of Tangible and Identifiable Intangible assets and liabilities assumed	$	117,345

Consideration paid		236,887

Goodwill	$	119,542

BurgerFi International LLC [Member]

Business Acquisition [Line Items]

Summary of Fair Values of Assets Acquired Net of Current Liabilities


Cash	$	39
Accounts Receivable		1
Inventory		28
Other current assets		24
Property & equipment		1,126
Other assets		4
Current liabilities		(330	)

Net tangible and identifiable intangible assets acquired		892
Goodwill		397

Net assets acquired	$	1,289


(in thousands)	Fair Value December 16, 2020
Cash	$	2,179
Cash - restricted		611
Accounts receivable		378
Inventory		260
Other current assets		1,235
Property and equipment		8,520
Intangible assets		117,124
Other assets		199
Accounts payable - trade		(1,952	)
Accrued expenses		(1,057	)
Gift card liability		(292	)
Revolving line of credit		(3,012	)
Current portion of deferred franchise fees		(521	)
Other deposit		(907	)
Deferred initial franchise fees, net of current portion		(2,531	)
Notes payable		(2,889	)

Fair Value of Tangible and Identifiable Intangible assets and liabilities assumed	$	117,345

Consideration paid		236,887

Goodwill	$	119,542