Quarterly report pursuant to Section 13 or 15(d)

ACQUISITIONS AND DISPOSAL OF SUBSIDIARIES

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ACQUISITIONS AND DISPOSAL OF SUBSIDIARIES
 3 Months Ended
Jun. 30, 2022
Business Combination and Asset Acquisition [Abstract]  
Acquisitions and disposals of subsidiaries ACQUISITIONS AND DISPOSAL OF SUBSIDIARIES
On May 17, 2022, the Company acquired two insurance companies in Kazakhstan, a life insurance company, Freedom Life, and a direct insurance carrier, excluding life, health and medical, Freedom Insurance. Prior to acquiring these companies, each was wholly owned by controlling shareholder, chairman and chief executive officer, Timur Turlov, who acquired the two entities from a non-related party. The Company acquired these companies from him at the historical cost paid by him plus amounts he has contributed as additional paid in capital since his purchase. These companies were not initially acquired directly by the Company because at the time they were put on the market for sale by their prior owner they did not have audit reports conforming to U.S. GAAP standards and had not demonstrated sustained profitability. The purchase price for Freedom Insurance was $13,977 and the purchase price for Freedom Life was $12,611. The Company is required to make these payments to Timur Turlov by no later than September 16, 2022.
Acquisition of Freedom Life
When preparing the condensed consolidated financial statements for the quarter ended June 30, 2022, management determined that certain amounts included in the Company’s condensed consolidated financial statements as of March 31, 2022, and for the three months ended June 30, 2022, as stated by ASC 805 Business Combinations required revision. The acquisition from Timur Turlov was deemed to be under common control with the Company since it was acquired on February 28, 2018. The transaction has been accounted for as a restructuring transaction and all the assets and liabilities of Freedom Life were transferred to the Company at their respective carrying amounts on the date of transaction.
As of the acquisition date by Timur Turlov, the fair value of Freedom Life was $12,076. The total purchase price was allocated as follows:
Purchase price allocation
As of February 28, 2018
ASSETS
Cash and cash equivalents $ 3,494 
Due from banks 2,514 
Loans issued 2 
Other assets 1,671 
Assets from insurance activity 3,729 
Deferred acquisition costs 542 
Available-for-sale securities, at fair value 15,842 
Fixed assets 171 
Intangible assets 5,823 
Deferred tax assets 141 
TOTAL ASSETS 33,929 
Deferred income tax liabilities 47 
Other liabilities 139 
Liabilities from insurance activity 21,667 
TOTAL LIABILITIES 21,853 
Net assets acquired 12,076 
Goodwill 526 
Total purchase price $ 7,009 
Fair value of non-controlling interest at acquisition 5,593 
Acquisition of Freedom Insurance
When preparing the condensed consolidated financial statements for the quarter ended June 30, 2022, management determined that certain amounts included in the Company’s condensed consolidated financial statements as of March 31, 2022, and for the three months ended June 30, 2022, as stated by ASC 805 Business Combinations required revision. The acquisition from Timur Turlov was deemed to be an entity under common control with the Company since it was acquired on August 22, 2018. The transaction has been accounted for as a restructuring transaction and all the assets and liabilities of Freedom Insurance were transferred to the Company at their respective carrying amounts on the date of transaction.
As of the acquisition date by Timur Turlov, the fair value of Freedom Insurance was $4,101. The total purchase price was allocated as follows:
Purchase price allocation
As of August 22, 2018
ASSETS:
Cash and cash equivalents $ 1,224 
Due from banks 1,041 
Other assets 17 
Assets from insurance activity 45 
Current income tax asset 5 
Available-for-sale securities, at fair value 1,846 
Fixed assets 2 
Intangible assets 207 
Deferred tax assets 2 
TOTAL ASSETS 4,389 
LIABILITIES:
Other liabilities 214 
Liabilities from insurance activity 74 
TOTAL LIABILITIES 288 
Net assets acquired 4,101 
Goodwill 187 
Total purchase price $ 4,288