5. Business Acquisitions and Divestitures 2019 Acquisitions and Divestiture AI Factory, Inc. In December 2019, we acquired the remaining ownership interest in AI Factory, Inc. (AI Factory), a content and technology company. Prior to the acquisition, we owned a minority interest in the company. The purpose of the acquisition was to enhance the functionality of our platform. The acquisition date fair value of AI Factory was $128.1 million, which primarily represents current and future cash consideration payments to sellers, as well as the $13.5 million estimated fair value of our original minority interest. We recognized the change in pre-acquisition fair value of our original minority interest as a gain in Other income (expense), net on the consolidated statement of operations. The allocation of acquisition date fair value is preliminary and is subject to additional information related to the assets and liabilities that existed as of the acquisition date. The preliminary allocation of acquisition date fair value is estimated as follows: Total (in thousands) Technology $ 16,000 Goodwill 110,734 Other assets acquired and liabilities assumed, net 1,353 Total $ 128,087 The goodwill amount represents synergies related to our existing platform expected to be realized from this business combination and assembled workforce. The associated goodwill and intangible assets are not deductible for tax purposes. Placed, LLC In June 2019, we divested our membership interest in Placed, LLC (Placed), a location-based measurement services company, to Foursquare Labs, Inc. (Foursquare). The total cash consideration received was $77.8 million, which includes amounts paid for severance and equity compensation. $66.9 million represents purchase consideration and we recognized a net gain on divestiture of $39.9 million, which is included in other income (expense), net, on our consolidated statements of operations. The operating results of Placed were not material to our consolidated revenue or consolidated operating loss for all periods presented. We determined that Placed did not meet the criteria to be classified as discontinued operations. Placed assets and liabilities on completion of the divestiture were as follows: Total (in thousands) Trademarks, net $ 1,052 Technology, net 14,193 Customer relationships, net 5,246 Goodwill 2,682 Other assets and liabilities, net 3,827 Total $ 27,000 Other Acquisitions In the fourth quarter of 2019, we acquired a business to enhance our existing platform, technology, and workforce. The purchase consideration was $34.0 million of which $23.5 million was allocated to goodwill and the remainder primarily to identifiable intangible assets. The goodwill amount represents synergies related to our existing platform expected to be realized from this business combination and assembled workforce. The associated goodwill and intangible assets are deductible for tax purposes. Additional Information on 2019 Acquisitions For all acquisitions in 2019, we will grant a combined $71.3 million in the form of RSUs to certain continuing employees in exchange for future service. In addition, unaudited pro forma results of operations assuming the above acquisitions had taken place at the beginning of each period are not provided because the historical operating results of the acquired entities were not material and pro forma results would not be materially different from reported results for the periods presented. 2018 Acquisitions Acquisitions were not material for the year ended December 31, 2018. 2017 Acquisitions Placed, Inc. In July 2017, we acquired Placed (originally Placed, Inc.). The purpose of the acquisition was to enhance our measurement capabilities. The total consideration was $185.9 million, of which $139.6 million represents purchase consideration and includes $135.2 million in cash paid to sellers, $3.9 million for the fair value of assumed options, and $0.5 million of liabilities due to the sellers. The remaining $46.3 million of total consideration transferred represents compensation for future employment services. The allocation of the total purchase consideration for this acquisition is estimated as follows: Total (in thousands) Cash $ 6,919 Trademarks 2,700 Technology 22,400 Customer relationships 11,800 Goodwill 103,995 Net deferred tax liability (13,520 ) Other assets acquired and liabilities assumed, net 5,296 Total $ 139,590 The goodwill amount represents synergies related to our existing platform expected to be realized from this business combination and assembled workforce. The associated goodwill and intangible assets are not deductible for tax purposes. Zenly In May 2017, we acquired Zenly, a company that develops a location-based application that allows users to see where their friends are on a map. The purpose of the acquisition was to enhance the functionality of our platform. The total consideration paid was $213.3 million in cash, of which $196.1 million represents purchase consideration and includes $186.8 million in cash paid to the sellers and $9.3 million of liabilities due to the sellers. The remaining $17.2 million of total consideration transferred represents compensation for future employment services. The allocation of the total purchase consideration for this acquisition is estimated as follows: Total (in thousands) Cash $ 22,610 Technology 23,000 Goodwill 154,353 Net deferred tax liability (2,418 ) Other assets acquired and liabilities assumed, net (1,428 ) Total $ 196,117 The goodwill amount represents synergies related to our existing platform expected to be realized from this business combination and assembled workforce. The associated goodwill and intangible assets were not deductible for tax purposes as of the acquisition date . Other Acquisitions In March 2017, we acquired all outstanding shares of a company that operates a cloud hosted platform for building content online. The company was acquired to enhance the functionality of our platform. In June 2017, we acquired a component of a business from a social advertising software company that was integrated with our existing advertising platform and adds advertising tools to our advertising customers. In the fourth quarter 2017, we acquired several companies to enhance our existing platform, technology, and workforce. The total purchase consideration for these other acquisitions was $101.9 million, which included $95.3 million in cash and $6.6 million recorded in other liabilities on the consolidated balance sheets. The allocation of the total purchase consideration for the above other acquisitions in 2017 is as follows: Total (in thousands) Cash $ 1,701 Technology 49,325 Customer relationships 2,100 Goodwill 48,408 Net deferred tax liability (1,976 ) Other assets acquired and liabilities assumed, net 2,382 Total $ 101,940 The goodwill amount represents synergies related to our existing platform expected to be realized from these business combinations and assembled workforce. Of the technology intangible assets, customer relationships, and goodwill in the above table, $40.1 million, $1.6 million, and $30.3 million, is deductible for tax purposes, respectively. Additional Information on 2017 Acquisitions For all acquisitions in 2017, we provided for a combined $171.1 million in the form of RSUs and RSAs to certain continuing employees of the companies in exchange for future service. In addition, unaudited pro forma results of operations assuming the above acquisitions had taken place at the beginning of each period are not provided because the historical operating results of the acquired entities were not material and pro forma results would not be materially different from reported results for the periods presented.