Schedule of Purchase Price Allocation |
The following table presents the final allocation of the purchase price for Nominum (in thousands):
| | | | | | Total purchase consideration | | $ | 180,327 |
| | | | Allocation of the purchase consideration: | | | Cash | | $ | 8,455 |
| Accounts receivable | | 9,845 |
| Prepaid expenses and other current assets | | 1,082 |
| Identifiable intangible assets | | 33,200 |
| Goodwill | | 129,876 |
| Fixed assets | | 1,570 |
| Deferred tax assets | | 16,080 |
| Other assets | | 19 |
| Total assets acquired | | 200,127 |
| Accounts payable | | (1,501 | ) | Accrued liabilities | | (3,471 | ) | Deferred revenue | | (14,828 | ) | Total liabilities assumed | | (19,800 | ) | Net assets acquired | | $ | 180,327 |
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Included in the final allocation are measurement period adjustments, primarily related deferred tax assets. The adjustment increased the deferred tax asset and reduced goodwill by $7.5 million. The following table presents the final allocation of the purchase price for Janrain (in thousands):
| | | | | | Total purchase consideration | | $ | 123,632 |
| | | | Allocation of the purchase consideration: | | | Cash | | $ | 2,223 |
| Accounts receivable | | 7,318 |
| Prepaid expenses and other current assets | | 838 |
| Identifiable intangible assets | | 26,930 |
| Goodwill | | 92,188 |
| Deferred tax asset | | 12,622 |
| Other assets | | 87 |
| Total assets acquired | | 142,206 |
| Accounts payable | | (1,642 | ) | Accrued liabilities | | (2,596 | ) | Deferred revenue | | (14,336 | ) | Total liabilities assumed | | (18,574 | ) | Net assets acquired | | $ | 123,632 |
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The following table presents the final allocation of the purchase price for Soasta (in thousands):
| | | | | | Total purchase consideration | | $ | 199,280 |
| | | | Allocation of the purchase consideration: | | | Cash | | $ | 1,935 |
| Accounts receivable | | 4,109 |
| Prepaid expenses and other current assets | | 4,384 |
| Identifiable intangible assets | | 49,900 |
| Goodwill | | 122,794 |
| Deferred tax assets | | 31,206 |
| Total assets acquired | | 214,328 |
| Accounts payable | | (1,119 | ) | Accrued liabilities | | (4,366 | ) | Deferred revenue | | (9,563 | ) | Total liabilities assumed | | (15,048 | ) | Net assets acquired | | $ | 199,280 |
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Schedule of Acquired Intangible Assets |
Acquired intangible assets that are subject to amortization consisted of the following as of December 31, 2019 and 2018 (in thousands): | | | | | | | | | | | | | | | | | | | | | | | | | | December 31, 2019 | | December 31, 2018 | Gross Carrying Amount | | Accumulated Amortization | | Net Carrying Amount | | Gross Carrying Amount | | Accumulated Amortization | | Net Carrying Amount | Completed technologies | $ | 153,722 |
| | $ | (94,088 | ) | | $ | 59,634 |
| | $ | 145,091 |
| | $ | (81,587 | ) | | $ | 63,504 |
| Customer-related intangible assets | 279,684 |
| | (163,155 | ) | | 116,529 |
| | 245,710 |
| | (144,786 | ) | | 100,924 |
| Non-compete agreements | 830 |
| | (529 | ) | | 301 |
| | 700 |
| | (306 | ) | | 394 |
| Trademarks and trade names | 7,600 |
| | (4,633 | ) | | 2,967 |
| | 7,200 |
| | (3,674 | ) | | 3,526 |
| Acquired license rights | 490 |
| | (490 | ) | | — |
| | 490 |
| | (490 | ) | | — |
| Total | $ | 442,326 |
| | $ | (262,895 | ) | | $ | 179,431 |
| | $ | 399,191 |
| | $ | (230,843 | ) | | $ | 168,348 |
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The following were the identified intangible assets acquired and their respective weighted average useful lives (in thousands, except years):
| | | | | | | | Gross Carrying Amount | | Weighted Average Useful Life | Completed technologies | $ | 7,200 |
| | 2.2 | Customer-related intangible assets | 24,700 |
| | 6.5 | Trademarks | 1,100 |
| | 3.7 | Non-compete agreements | 200 |
| | 1.5 | Total | $ | 33,200 |
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The following were the identified intangible assets acquired and their respective weighted average useful lives (in thousands, except years):
| | | | | | | | Gross Carrying Amount | | Weighted Average Useful Life | Completed technologies | $ | 9,000 |
| | 7.9 | Customer-related intangible assets | 17,700 |
| | 13.9 | Trademarks | 200 |
| | 1.9 | Non-compete agreements | 30 |
| | 1.9 | Total | $ | 26,930 |
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The following were the identified intangible assets acquired and their respective weighted average useful lives (in thousands, except years):
| | | | | | | | Gross Carrying Amount | | Weighted Average Useful Life | Completed technologies | $ | 18,800 |
| | 4.1 | Customer-related intangible assets | 28,200 |
| | 4.6 | Trademarks | 2,400 |
| | 4.9 | Non-compete agreements | 500 |
| | 1.9 | Total | $ | 49,900 |
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