EX-99.1 2 financialstatementsfy22q1.htm EX-99.1 Document



Lightspeed POS Inc.
Condensed Interim Consolidated Financial Statements
(Unaudited)
For the three months ended June 30, 2021
(expressed in thousands of US dollars)


Lightspeed POS Inc.
Condensed Interim Consolidated Balance Sheets
(Unaudited)
As at June 30 and March 31, 2021
(expressed in thousands of US dollars)
Notes
June 30,
2021		March 31,
2021
Assets
$
$
Current assets
Cash and cash equivalents603,718 807,150 
Trade and other receivables1126,784 24,771 
Inventories3,397 1,573 
Other current assets1026,885 24,171 
Total current assets660,784 857,665 
Lease right-of-use assets, net
25,148 21,206 
Property and equipment, net
9,549 8,342 
Intangible assets, net
4309,388 234,493 
Goodwill41,266,031 971,939 
Restricted cash and other long-term assets1214,723 11,504 
Deferred tax assets139 170 
Total assets2,285,762 2,105,319 
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable and accrued liabilities1377,177 65,052 
Lease liabilities6,634 5,120 
Income taxes payable787 114 
Current portion of deferred revenue50,064 43,116 
Total current liabilities134,662 113,402 
Deferred revenue2,629 2,796 
Lease liabilities23,449 20,558 
Long-term debt1529,787 29,770 
Accrued payroll taxes on stock-based compensation3,938 3,154 
Deferred tax liabilities7,930 1,356 
Total liabilities202,395 171,036 
Shareholders’ equity
Share capital162,716,142 2,526,448 
Additional paid-in capital44,300 35,877 
Accumulated other comprehensive income10,019 9,715 
Accumulated deficit(687,094)(637,757)
Total shareholders’ equity2,083,367 1,934,283 
Total liabilities and shareholders’ equity2,285,762 2,105,319 




The accompanying notes are an integral part of these interim consolidated financial statements.
2

Lightspeed POS Inc.
Condensed Interim Consolidated Statements of Loss and Comprehensive Loss
(Unaudited)
For the three months ended June 30, 2021 and 2020
(expressed in thousands of US dollars, except per share amounts)
Three months ended June 30,
Notes
20212020
$$
Revenues5115,920 36,229 
Direct cost of revenues6, 758,347 13,515 
Gross profit57,573 22,714 
Operating expenses
General and administrative722,277 6,799 
Research and development722,216 9,739 
Sales and marketing742,270 16,257 
Depreciation of property and equipment869 412 
Depreciation of right-of-use assets1,625 827 
Foreign exchange loss249 480 
Acquisition-related compensation2,014 5,129 
Amortization of intangible assets17,013 4,405 
Restructuring197 — 
Total operating expenses108,730 44,048 
Operating loss(51,157)(21,334)
Net interest income (expense)8226 (301)
Loss before income taxes(50,931)(21,635)
Income tax expense (recovery)
Current630 55 
Deferred(2,224)(1,574)
Total income tax recovery(1,594)(1,519)
Net loss(49,337)(20,116)
Other comprehensive income (loss)
Items that may be reclassified to net loss
Foreign currency differences on translation of foreign operations304 6,893 
Total comprehensive loss(49,033)(13,223)
Net loss per share – basic and diluted9(0.38)(0.22)






The accompanying notes are an integral part of these interim consolidated financial statements.
3

Lightspeed POS Inc.
Condensed Interim Consolidated Statements of Cash Flows
(Unaudited)
For the three months ended June 30, 2021 and 2020
(expressed in thousands of US dollars)
Three months ended June 30,
20212020
Cash flows from (used in) operating activities
$
$
Net loss(49,337)(20,116)
Items not affecting cash and cash equivalents
Acquisition-related compensation
580 2,336 
Amortization of intangible assets17,013 4,405 
Depreciation of property and equipment and lease right-of-use assets2,494 1,239 
Deferred income taxes(2,224)(1,574)
Stock-based compensation expense12,387 5,529 
Unrealized foreign exchange gain220 172 
(Increase)/decrease in operating assets and increase/(decrease) in operating liabilities
Trade and other receivables(883)251 
Inventories(1,824)309 
Other assets(2,823)592 
Accounts payable and accrued liabilities7,736 3,406 
Income taxes payable673 4 
Deferred revenue820 (5,098)
Other long-term liabilities784 833 
Net interest (income) expense(226)301 
Total operating activities(14,610)(7,411)
Cash flows from (used in) investing activities
Additions to property and equipment(1,235)(160)
Acquisition of businesses, net of cash acquired(191,686)(1,779)
Interest income 1,196 468 
Total investing activities(191,725)(1,471)
Cash flows from (used in) financing activities
Proceeds from exercise of stock options5,544 2,872 
Share issuance costs(570)(778)
Payment of lease liabilities and movement in restricted lease deposits(1,922)(954)
Financing costs(287)(343)
Total financing activities2,765 797 
Effect of foreign exchange rate changes on cash and cash equivalents
138 637 
Net decrease in cash and cash equivalents during the period(203,432)(7,448)

Cash and cash equivalents – Beginning of period807,150 210,969 
Cash and cash equivalents – End of period603,718 203,521 
Interest paid243 301 
Income taxes paid147 — 


The accompanying notes are an integral part of these interim consolidated financial statements.
4

Lightspeed POS Inc.
Condensed Interim Consolidated Statements of Changes in Shareholders' Equity
(Unaudited)
For the three months ended June 30, 2021 and 2020
(expressed in thousands of US dollars, except number of shares)
Issued and
Outstanding Shares
Notes
Number
of shares
Amount
Additional
paid-in
capital		Accumulated other comprehensive income (loss)Accumulated
deficit		Total
$$$$$
Balance as at March 31, 2021128,528,515 2,526,448 35,877 9,715 (637,757)1,934,283 
Net loss
— — — — (49,337)(49,337)
Share issuance costs
— (480)— — — (480)
Exercise of stock options and vesting of share awards
345,049 9,508 (3,964)— — 5,544 
Stock-based compensation
— — 12,387 — — 12,387 
Share-based acquisition-related compensation
25,099 580 — — — 580 
Shares issued in connection with business combination
42,692,277 180,086 — — — 180,086 
Other comprehensive income
— — — 304 — 304 
Balance as at June 30, 2021131,590,940 2,716,142 44,300 10,019 (687,094)2,083,367 
Balance as at March 31, 202092,206,817 852,115 11,773 (6,271)(513,479)344,138 
Net loss— — — — (20,116)(20,116)
Share issuance costs— (3)— — — (3)
Exercise of stock options and vesting of share awards738,483 3,988 (1,116)— — 2,872 
Stock-based compensation— — 5,529 — — 5,529 
Share-based acquisition-related compensation25,099 2,336 — — — 2,336 
Other comprehensive income— — — 6,893 — 6,893 
Balance as at June 30, 202092,970,399 858,436 16,186 622 (533,595)341,649 


The accompanying notes are an integral part of these interim consolidated financial statements.
5
Lightspeed POS Inc.
Notes to Condensed Interim Consolidated Financial Statements
(unaudited)
June 30, 2021 and 2020
(expressed in thousands of US dollars, except number of shares)

    1. Organization and nature of operations
Lightspeed POS Inc. ("Lightspeed" or the "Company") was incorporated on March 21, 2005 under the Canada Business Corporations Act. Its head office is located at Gare Viger, 700 Saint-Antoine St. East, Suite 300, Montréal, Quebec, Canada. Lightspeed provides easy-to-use, omni-channel commerce enabling platforms. The Company’s software platforms provide its customers with the critical functionalities they need to engage with consumers, manage their operations, accept payments, and grow their business. Lightspeed has customers globally in over 100 countries, empowering single- and multi-location small and medium-sized businesses to compete in an omni-channel market environment by engaging with consumers across online, mobile, social, and physical channels.
The Company’s shares are listed on both the Toronto Stock Exchange and the New York Stock Exchange ("NYSE") under the stock symbol "LSPD".
    2. Basis of presentation and consolidation
These condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) applicable to the preparation of interim financial statements, including International Accounting Standard (IAS) 34, Interim Financial Reporting, as issued by the International Accounting Standards Board (IASB). Certain information and disclosures have been omitted or condensed. The same accounting policies and methods of computation were followed in the preparation of these unaudited condensed interim consolidated financial statements as were followed in the preparation of the most recent annual audited consolidated financial statements. These unaudited condensed interim consolidated financial statements should be read together with the Company’s annual audited consolidated financial statements and notes thereto for the fiscal year ended March 31, 2021. Certain comparative figures have been reclassified in order to conform to the current period presentation.
These unaudited condensed interim consolidated financial statements were approved for issue by the Board of Directors of the Company on August 4, 2021.
Seasonality of interim operations
The operations of the Company can be seasonal, and the results of operations for any interim period are not necessarily indicative of operations for the full fiscal year or any future period.
Estimates, judgments and assumptions
The preparation of the unaudited condensed interim consolidated financial statements in accordance with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities and reported amounts of revenues and expenses during the period. These estimates and assumptions are based on historical experience, expectations of the future, and other relevant factors and are reviewed regularly. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future period affected. Actual results may differ from these estimates.
In preparing these unaudited condensed interim consolidated financial statements, the significant judgments made by management in applying the Company’s accounting policies and the key sources of uncertainty are the same as those applied and described in the Company’s annual audited consolidated financial statements for the fiscal year ended March 31, 2021.
6
Lightspeed POS Inc.
Notes to Condensed Interim Consolidated Financial Statements
(unaudited)
June 30, 2021 and 2020
(expressed in thousands of US dollars, except number of shares)
In March 2020, the World Health Organization characterized a novel strain of the coronavirus, known as COVID-19, as a pandemic. Concerns related to the spread of COVID-19 and the related containment measures intended to mitigate its impact have created substantial disruption in the global economy. Refer to note 3 for a description of how COVID-19 has resulted in measurement uncertainty relating to certain of the Company’s significant accounting estimates and assumptions.
    3. Significant accounting policies and other changes in the current reporting period
Changes in subsidiaries
On April 16, 2021, the Company acquired a 100% interest in Vend Limited and its affiliates ("Vend"), each of which are now wholly-owned subsidiaries of the Company (note 4).
Risks and uncertainties related to COVID-19
The uncertainties around the COVID-19 pandemic, continuing resurgences of COVID-19, and related restrictions to contain its spread required the use of judgments and estimates which resulted in no material accounting impacts for the three months ended June 30, 2021 other than the impact on expected credit losses driven by the changes in the macro-economic environment due to COVID-19. For information on the Company's loss allowance, refer to note 11. The risk and uncertainties surrounding the COVID-19 pandemic generate a significant risk of material adjustment in future reporting periods to the following: revenue recognition, estimated losses on revenue-generating contracts, goodwill and intangible impairment, and other assets and liabilities.
    4. Business combinations
Vend
On April 16, 2021, the Company acquired all of the outstanding shares of Vend, a cloud-based retail management software company based in Auckland, New Zealand.
The fair value of consideration of $371,869 consisted of $192,020 cash paid on the closing date, net of cash acquired, and 2,692,277 Common Shares, at a fair value of $66.89 per share, which is based on the quoted price of the Common Shares on the NYSE on the closing date. Additional cash may be paid by (or returned to) the Company due to a customary post-closing working capital adjustment.
Transaction costs relating to due diligence fees, legal costs, accounting fees, advisory fees and other professional fees for the fiscal year ended March 31, 2021 amounting to $1,151 were incurred in relation to the acquisition, and $339 were incurred for the three months ended June 30, 2021. These amounts have been included in general and administrative expenses in the Company's condensed interim consolidated statements of loss and comprehensive loss.
The results of operations of Vend have been consolidated with those of the Company as at April 16, 2021. The acquisition has been accounted for as a business combination in accordance with IFRS 3, Business Combinations, using the acquisition method whereby the net assets acquired and the liabilities assumed are recorded at fair value. The preliminary purchase price allocation was based on management’s best estimates of the fair values of Vend’s assets and liabilities as at April 16, 2021.
7
Lightspeed POS Inc.
Notes to Condensed Interim Consolidated Financial Statements
(unaudited)
June 30, 2021 and 2020
(expressed in thousands of US dollars, except number of shares)
The following table summarizes the allocations of the consideration paid and the amounts of estimated fair value of the assets acquired and liabilities assumed at the acquisition date:
Current assets$
Cash and cash equivalents12,753 
Trade receivables and other assets3,878 
Total current assets16,631 
Property and equipment868 
Goodwill293,664 
Customer relationships48,300 
Software technology43,700 
Other long-term assets437 
Total assets403,600 
Current liabilities
Accounts payable and accrued liabilities4,241 
Deferred revenue5,961 
Total current liabilities10,202 
Deferred tax liability8,776 
Total liabilities18,978 
Fair value of net assets acquired384,622 
Less: Cash acquired12,753 
Fair value of net assets acquired, less cash acquired371,869 
Paid in Common Shares of the Company180,086 
Paid in cash192,020 
Receivable from Vend237 
Fair value of consideration transferred371,869 
The goodwill related to the acquisition of Vend is composed of the benefits of increasing our strategic position by expanding our market presence, expected synergies in utilizing Vend technology in the Company’s product offerings, and integrating an assembled workforce that does not qualify for separate recognition. The goodwill is not deductible for tax purposes.
The customer relationships of Vend and the software technology acquired are amortized on a straight-line basis over their estimated useful life of 6 years and 5 years, respectively.
Right-of-use assets and lease liabilities of $2,761 were recorded by Lightspeed on the acquisition date of Vend.
The allocation of the purchase price to assets acquired and liabilities assumed was based upon a preliminary valuation for all items and may be subject to adjustment during the 12-month measurement period following the acquisition date given that the assessment of the fair value of the intangible assets, goodwill, acquired assets, and assumed liabilities is still ongoing.
8
Lightspeed POS Inc.
Notes to Condensed Interim Consolidated Financial Statements
(unaudited)
June 30, 2021 and 2020
(expressed in thousands of US dollars, except number of shares)
The amounts of revenues contributed by Vend from the dates of acquisition and included in the Company's condensed interim consolidated statements of loss and comprehensive loss for the three months ended June 30, 2021 is $7,571.
    5. Revenue from contracts with customers
The disaggregation of the Company’s revenue from contracts with customers was as follows:
Three months ended June 30,
20212020
$$
Subscription revenue49,925 23,192 
Transaction-based revenue56,453 10,214 
Hardware and other revenue9,542 2,823 
Total revenue from contracts with customers115,920 36,229 
    6. Direct cost of revenues

Three months ended June 30,
20212020
$$
Subscription cost of revenue14,617 5,447 
Transaction-based cost of revenue32,189 5,523 
Hardware and other cost of revenue11,541 2,545 
Total direct cost of revenues58,347 13,515 
    7. Employee compensation
The total employee compensation comprising salaries and benefits, excluding government assistance, for the three months ended June 30, 2021, was $66,002 (June 30, 2020 – $32,189).
9
Lightspeed POS Inc.
Notes to Condensed Interim Consolidated Financial Statements
(unaudited)
June 30, 2021 and 2020
(expressed in thousands of US dollars, except number of shares)
Stock-based compensation and related costs were included in the following expenses:
Three months ended June 30,
20212020
$$
Direct cost of revenues1,195 541 
General and administrative3,369 1,842 
Research and development4,204 2,251 
Sales and marketing7,907 2,582 
Total stock-based compensation and related costs16,675 7,216 
Due to the COVID-19 pandemic, the Company benefited from global government subsidies in the three months ended June 30, 2020. The subsidies were included as a reduction in the following expenses:
Three months ended June 30,
20212020
$$
Direct cost of revenues— 823 
General and administrative— 1,144 
Research and development— 1,940 
Sales and marketing— 2,309 
Total government subsidy— 6,216 
    8. Finance income and costs
Three months ended June 30,
20212020
$$
Interest income995 448 
Interest expense(769)(749)
Net interest income (expense)226 (301)
    9. Loss per share
The Company has share options and awards as potentially dilutive securities. Diluted net loss per share excludes all potentially-dilutive shares if their effect is anti-dilutive. As a result of net losses incurred, all potentially-dilutive securities have been excluded from the calculation of diluted net loss per share because including them would be anti-dilutive;
10
Lightspeed POS Inc.
Notes to Condensed Interim Consolidated Financial Statements
(unaudited)
June 30, 2021 and 2020
(expressed in thousands of US dollars, except number of shares)
therefore, basic and diluted number of shares is the same for the three months ended June 30, 2021 and 2020. All outstanding potentially dilutive securities could potentially dilute loss per share in the future.

Three months ended June 30,
20212020
Issued Common Shares
131,590,940 92,970,399 
Weighted average number of Common Shares – basic and diluted130,882,174 92,464,395 
Net loss per Common Share – basic and diluted$(0.38)$(0.22)
The weighted average number of potential dilutive securities that are not included in the diluted per share calculations because they would be anti-dilutive was 8,165,121 stock options and awards for the three months ended June 30, 2021 (June 30, 2020 - 7,516,555).
    10. Other current assets
June 30,
2021		March 31,
2021
$
$
Restricted cash and restricted deposits9,252 7,749 
Prepaid expenses and deposits10,742 10,458 
Commission asset4,784 4,000 
Other2,107 1,964 
Total other current assets26,885 24,171 
    11. Trade and other receivables
June 30,
2021		March 31,
2021
$
$
Trade
16,917 15,477 
Loss allowance(3,511)(3,519)

Total trade receivables13,406 11,958 
Research and development tax credits receivable4,503 6,605 
Sales tax receivable2,376 2,827 
Merchant cash advances3,585 2,309 
Other2,914 1,072 
Total trade and other receivables26,784 24,771 
11
Lightspeed POS Inc.
Notes to Condensed Interim Consolidated Financial Statements
(unaudited)
June 30, 2021 and 2020
(expressed in thousands of US dollars, except number of shares)
    12. Restricted cash and other long-term assets
June 30,
2021		March 31,
2021
$
$

Restricted cash1,476 1,325 
Prepaid expenses and deposits3,496 2,707 
Commission asset7,238 5,234 
Other2,513 2,238 

Total restricted cash and other-long term assets14,723 11,504 
    13. Accounts payable and accrued liabilities
June 30,
2021		March 31,
2021
$$

Trade34,066 22,085 
Accrued compensation and benefits17,048 20,409 
Accrued payroll taxes on stock-based compensation8,228 5,689 
Acquisition-related payables14,912 13,792 
Other2,923 3,077 
Total accounts payable and accrued liabilities77,177 65,052 

The Company's commitments as at June 30, 2021 increased from those disclosed in our audited annual consolidated financial statements for the year ended March 31, 2021.

The Company renegotiated two commitments with cloud service providers, signed during the three months ended June 30, 2021. The first renegotiated agreement increased the Company's commitments by $28,900 over the next five fiscal years while the second renegotiated agreement increased the Company's commitments by $8,100 over the next four fiscal years.

The Company renegotiated some contracts with payments processors which include minimum fee commitments of $41,800 over the next four fiscal years.

The Company has also entered into a new agreement with a hardware provider with a spend commitment of $3,800 over the next two fiscal years.
12
Lightspeed POS Inc.
Notes to Condensed Interim Consolidated Financial Statements
(unaudited)
June 30, 2021 and 2020
(expressed in thousands of US dollars, except number of shares)
    14. Contingencies and Provisions
A provision of $1,775 is included in the trade payables in note 13 in respect of a threatened litigation against one of the Company’s subsidiaries. Lightspeed was indemnified against the potential liability resulting therefrom as part of the acquisition of the subsidiary. An indemnification asset of the same amount is therefore included in other receivables in note 11.
A provision of $1,487 has been included in the trade payables in note 13 in respect of an ongoing litigation matter in respect of which Lightspeed has entered into an agreement in principle to settle without any admission of wrongdoing. Lightspeed is partially insured against potential liability in such matter and anticipates receiving a minimum of $282, which is included in other receivables in note 11.
The Company is involved in other litigations and claims in the normal course of business. Management is of the opinion that any resulting provisions and ultimate settlements would not materially affect the financial position and operating results of the Company.
    15. Credit facility
The Company has credit facilities with the Canadian Imperial Bank of Commerce (“CIBC”), which include a $25,000 demand revolving operating credit facility (the “Revolver”) and a $50,000 stand-by acquisition term loan, $20,000 of which is uncommitted (the “Acquisition Facility”, and together with the Revolver, the “Credit Facilities”).
The Revolver will be available for draw at any time during the term of the Credit Facilities.
The Acquisition Facility was drawn for $30,000 in January 2020 for the acquisition of Lightspeed POS Germany GmbH (formerly Gastrofix GmbH) ("Gastrofix") and will mature 60 months thereafter. The interest rate on the current Acquisition Facility is equal to LIBOR + 3.0%.
The financing costs related to the Credit Facilities are netted against the principal and are being amortized over the 60- month term.
The Credit Facilities are subject to certain general and financial covenants, including the delivery of annual audited consolidated financial statements to the holders. The Credit Facilities are secured by all material assets of the Company. The Company was not in breach of any covenants as at June 30, 2021.
    16. Share capital

The Company’s authorized share capital consists of (i) an unlimited number of Subordinate Voting Shares and (ii) an unlimited number of preferred shares, issuable in series. All references to Common Shares refer to Subordinate Voting Shares in the Capital of Lightspeed.
    17. Related party transactions
Key management personnel includes the C-Level executives, and other Executive Vice-Presidents. Other related parties include close family members of the key management personnel and entities controlled by the key management personnel.
13
Lightspeed POS Inc.
Notes to Condensed Interim Consolidated Financial Statements
(unaudited)
June 30, 2021 and 2020
(expressed in thousands of US dollars, except number of shares)
The executive compensation expense to the top five key management personnel is as follows:
Three months ended June 30,
20212020
$$

Short-term employee benefits and other benefits
586 408 
Stock-based payments1,617 1,697 
Total compensation paid to key management personnel2,203 2,105 
    18. Financial instruments
The Company measures the fair value of its financial assets and financial liabilities using a fair value hierarchy. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value. The different levels of the fair value hierarchy are defined as follows:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and
Level 3: Unobservable inputs for the asset or liability.
The Company estimated the fair value of its financial instruments as described below.
The fair value of cash and cash equivalents, restricted cash, trade receivables, merchant cash advances, trade accounts payable, accrued compensation and benefits, and other accruals is considered to be equal to their respective carrying values due to their short-term maturities.
The fair value of accrued payroll taxes on stock-based compensation approximates its carrying value as at June 30 and March 31, 2021.
Recurring fair value measurements
The fair value of the merchant cash advances was determined by calculating the present value of the future estimated cash flows based on the terms of the agreements.
Contingent consideration
On January 7, 2020, the Company acquired Gastrofix, a cloud-based POS hospitality software provider in Germany. The amount included in the purchase price related to the estimated fair value of contingent consideration was nil. The contingent consideration was valued by the Company using a discounted cash flow model under the income approach, and is calculated based on estimates of future revenue performance. The maximum potential contingent consideration payout was $10,030 over the two years following the acquisition. The fair value of the contingent consideration, if above nil, is presented as a component of accounts payable and accrued liabilities on the condensed interim consolidated balance sheets. The change in the fair value of the contingent consideration, if any, is recognized within general and administrative
14
Lightspeed POS Inc.
Notes to Condensed Interim Consolidated Financial Statements
(unaudited)
June 30, 2021 and 2020
(expressed in thousands of US dollars, except number of shares)
expenses in the condensed interim consolidated statements of loss and comprehensive loss. As at June 30, 2021, there was no change in the estimated contingent consideration from the time of the acquisition.
As at June 30 and March 31, 2021, financial instruments measured at fair value in the condensed interim consolidated balance sheet were as follows:
June 30, 2021March 31, 2021
Fair
value
hierarchy
Carrying
amount
Fair
value
Fair
value
hierarchy
Carrying
amount
Fair
value
$
$

$$

Cash and cash equivalents
Level 1603,718 603,718 Level 1807,150 807,150 
Restricted cash and restricted depositsLevel 110,728 10,728 Level 19,074 9,074 
Merchant cash advancesLevel 33,585 3,585 Level 32,309 2,309 
Contingent consideration
Level 30 0 Level 30 0 
    19. Subsequent events
On June 7, 2021, the Company announced that it had entered into a definitive agreement to acquire the Ecwid corporate group, a California-based global eCommerce platform provider, through the merger of Ecwid Acquisition Inc. with a wholly owned subsidiary of Lightspeed, for a total estimated consideration of approximately $500,000, satisfied by way of payment on closing of $175,000 in cash and the issuance of Common Shares valued at approximately $325,000. The actual purchase price will be determined based on the quoted price of the Common Shares on the NYSE on the closing date, and is subject to a customary post-closing working capital adjustment. The deal is expected to close before the end of the Company's second quarter and is subject to customary closing conditions.
On July 1, 2021, the Company acquired all of the outstanding shares of NuORDER, Inc. ("NuORDER"), Los Angeles-based provider of a transformative digital platform that connects businesses and suppliers. The fair value of consideration transferred of $387,245 consisted of $206,857 cash paid on the closing date, net of cash acquired, and 2,143,393 Common Shares, at a fair value of $84.16 per share at the closing date, which is based on the quoted price of the Common Shares on the NYSE on the closing date. Additional cash may be paid by (or returned to) the Company due to a post-closing working capital adjustment. An additional 500,629 Common Shares at fair value of $84.16 will be issued to certain NuORDER employees over the next three years, in each case contingent on the continued employment of those employees and is accounted for as acquisition-related compensation expense. The assessment of the purchase price and the accounting for this acquisition has not yet been finalized and certain IFRS 3 disclosures have not been included due to the timing of the acquisition.
15