Business combinations

6 Months Ended

Dec. 31, 2013

Business Combinations [Abstract]

Business combinations

Business combinations

On October 31, 2013 (the “Acquisition Date”), the Company completed the acquisition of Enterasys, a privately held provider of wired and wireless network infrastructure and security solutions, for $180.0 million, net of cash acquired.  The purchase price consideration is provisional as it is still pending post close adjustments as defined in the Stock Purchase Agreement (the "Agreement") signed by the Company and Enterprise Networks Holdings, Inc. on September 12, 2013. The Company also assumed outstanding options and restricted stock units of Enterasys at the Acquisition Date, all of which were unvested.

The acquisition has been accounted for using the acquisition method of accounting.  The provisional purchase price has been allocated on a preliminary basis to tangible and intangible assets acquired and liabilities assumed.  The final purchase price allocation is pending the finalization of valuations, which may result in an adjustment to the preliminary purchase price allocation. Also, additional information which existed as of the acquisition date but was unknown to the Company at that time, may become known to the Company during the remainder of the measurement period, a period not to exceed 12 months from the acquisition date, and may result in a change in the purchase price allocation.  While management believes that its preliminary estimates and assumptions underlying the valuations are reasonable, different estimates and assumptions could result in different valuations assigned to the individual assets acquired and liabilities assumed, and the resulting amount of goodwill.

Also, on October 31, 2013, the Company entered into a $125 million senior secured credit facilities agreement consisting of a $65 million term loan facility (“Term Loan”) and a revolving credit facility of $60 million (“Revolving Facility”).  Both facilities mature on October 31, 2018.  The Company drew $35 million of the $60 million Revolving Facility and used the proceeds from the Term Loan to pay a portion of the purchase price in the acquisition of all of the issued and outstanding capital stock of Enterasys.

The estimated purchase price has been allocated to Enterasys’ tangible and identifiable intangible assets acquired and liabilities assumed on a preliminary basis as follows (in thousands):

	Amount
Cash	$	4,969
Receivables	25,699
Inventory	33,662
Other current assets	8,888
Property and equipment	23,122
Identifiable intangible assets	108,900
In-process research and development	3,000
Deferred tax assets	9
Other assets	7,343
Goodwill	57,922
Current liabilities	(75,394		)
Other long term liabilities	(13,151		)
Total purchase price allocation	$	184,969
Less: Cash acquired from acquisition	(4,969		)
Total purchase price consideration, net of cash acquired	$	180,000

The estimated purchase price has been allocated based on the preliminary estimates of the fair value of assets acquired and liabilities assumed as of the acquisition date. The Company also continues to analyze the tax implications of the acquisition of Enterasys which may ultimately impact the overall level of goodwill associated with the acquisition.

The following table presents details of the preliminary identifiable intangible assets acquired as part of the acquisition (in thousands):

Intangible Assets	Estimated Useful Life (in years)	Amount
Developed technology	3	$	45,000
Customer relationships	3	37,000
Maintenance contracts	5	17,000
Trademarks	3	2,500
Order backlog	1.5	7,400
Total identifiable intangible assets		$	108,900

The amortization for the developed technology is recorded in “Cost of revenues” for product and the amortization for the remaining intangibles is recorded in “Amortization of intangibles” on the condensed consolidated statement of operations. The goodwill recognized is attributable primarily to expected synergies and the assembled workforce of Enterasys. The Company anticipates both the goodwill and intangible assets to be fully deductible for tax purposes.

The Company also has an indefinite lived asset of $3.0 million which represents the fair value of in-process research and development activities.  Once the related research and development efforts are completed, the Company will determine whether the asset will continue to be an indefinite lived asset or it has become a finite lived asset and apply the appropriate accounting accordingly.

The results of operations of Enterasys are included in the consolidated results of operations beginning October 31, 2013. For the six months ended December 31, 2013, $70.1 million of revenue and $1.2 million of operating income from Enterasys is included in the consolidated statement of operations. The Company incurred $5.8 million acquisition-related expenses of which $2.1 million was incurred in the three months ended December 31, 2013. Such acquisition-related costs are included in "Acquisition-integration expenses" on the condensed consolidated statement of operations. The costs, which the Company expensed as incurred, consist primarily of professional fees payable to financial and legal advisors.

Pro forma financial information

The following unaudited pro forma results of operations are presented as though the acquisition of Enterasys had occurred as of the beginning of the earliest period presented after giving effect to purchase accounting adjustments relating to inventories, deferred revenue, stock-based compensation for the options and restricted stock units assumed, depreciation and amortization on acquired property and equipment and intangibles, interest income and expense and related tax effects. The pro forma results of operations do not reflect the impact of non-recurring charges that have resulted from or in connection with the acquisition including acquisition and integration expenses incurred in connection with the acquisition. The pro forma results of operations are not necessarily indicative of the combined results that would have occurred had the acquisition been consummated as of the earliest period presented, nor are they necessarily indicative of future operating results.

The unaudited pro forma financial information for the three months ended December 31, 2013 combines the results for the Extreme for the three months ended December 31, 2013, which include the results of Enterasys subsequent to the acquisition date, and the historical results for Enterasys for the month ended October 31, 2013. The unaudited pro forma financial information for the six months ended December 31, 2013 combines the results for Extreme for the six months ended December 31, 2013, which include the results of Enterasys subsequent to the acquisition date, and the historical results for Enterasys for the three months ended September 30, 2013 and the month ended October 31, 2013. The unaudited pro forma financial information for the three and six months ended December 31, 2012 combines the historical results for Extreme for those periods, with the historical results for Enterasys for the three and six months ended December 31, 2012. The following table summarizes the pro forma financial information (in thousands, except per share amounts):

	Three Months Ended						Six Months Ended
	December 31, 2013			December 31, 2012			December 31, 2013			December 31, 2012
Net revenues	$	159,944		$	158,258		$	321,837		$	327,599
Net loss	$	(55,090	)	$	(15,196	)	$	(51,682	)	$	(14,833	)
Net loss per share – basic and diluted	$	(0.57	)	$	(0.16	)	$	(0.54	)	$	(0.16	)