XML 32 R19.htm IDEA: XBRL DOCUMENT v3.22.0.1
Acquisitions
12 Months Ended
Dec. 31, 2021
Business Combinations [Abstract]  
Acquisitions Acquisitions
Acquisition-related costs were $13.3 million, $5.6 million and $1.9 million during the years ended December 31, 2021, 2020 and 2019, respectively, and are included in general and administrative expense in the consolidated statements of income. Pro forma results of operations for the acquisitions completed in the years ended December 31, 2021, 2020 and 2019 have not been presented because the effects of the acquisitions, individually and in the aggregate, are not material to the Company's consolidated financial results. Revenue and earnings attributable to acquired operations since the dates of their acquisitions are included in the Company's consolidated statements of income and not presented separately because they are not material.

Linode

In February 2022, the Company announced its intention to acquire Linode Limited Liability Company ("Linode"), for approximately $900.0 million, net of cash acquired and subject to post-closing adjustments. Linode is an infrastructure-as-a-service platform provider that allows for developer-friendly cloud computing capabilities. The acquisition is intended to enhance the Company’s edge computing services by creating a unique cloud platform to build, run and secure applications from the cloud to the edge. The acquisition is expected to close in March 2022.
2021 Acquisitions

Guardicore

In October 2021, the Company acquired Guardicore Ltd. ("Guardicore"), for $610.4 million in cash. Guardicore's micro-segmentation solution is designed to limit user access to only those applications that are authorized to communicate with each other, thereby limiting the spread of malware and protecting the flow of enterprise data across the network. The acquisition is intended to enhance the Company's security portfolio with the addition of Guardicore's micro-segmentation technology. As of December 31, 2021, the purchase price allocation was substantially complete except for the finalization of certain income tax matters and net working capital.

The following table presents the preliminary allocation of the purchase price for Guardicore (in thousands):

Total purchase consideration$610,439 
Allocation of the purchase consideration:
Cash$27,252 
Accounts receivable10,179 
Prepaid expenses and other current assets1,334 
Property and equipment1,221 
Operating lease right-of-use assets4,609 
Identifiable intangible assets 123,600 
Goodwill479,110 
Deferred income tax assets7,124 
Other assets890 
Total assets acquired655,319 
Accounts payable(1,523)
Accrued liabilities(7,218)
Deferred revenue(34,548)
Operating lease liabilities(1,591)
Total liabilities assumed(44,880)
Net assets acquired$610,439 

The value of the goodwill can be attributed to a number of business factors, including a trained technical and sales workforce and cost synergies expected to be realized. The Company expects that most of the goodwill related to the acquisition of Guardicore will be deductible for tax purposes.

The following were the identified intangible assets acquired and their respective weighted average useful lives (in thousands, except years):

Gross Carrying AmountWeighted Average Useful Life (in years)
Completed technologies$79,000 15.0
Customer-related intangible assets44,200 14.0
Trademarks400 1.9
Total$123,600 

The Company applied the relief-from-royalty method to estimate the fair values of the completed technologies and trademarks, and the excess earnings method to estimate the fair values of the customer-related acquired intangible assets. The Company applied significant judgment in estimating the fair values of the acquired intangible assets, which involved significant estimates and assumptions with respect to forecasted revenue growth rates and discount rates. The total weighted average amortization period for the intangible assets acquired from Guardicore is 14.6 years. The intangible assets are being amortized based upon the pattern in which the economic benefits of the intangible assets are being utilized.
Inverse

In February 2021, the Company acquired Inverse, Inc. ("Inverse"), for $17.1 million. Inverse provides a data repository and algorithms capable of identifying device types accessing the internet. The acquisition enhances the Company's enterprise security capabilities. The Company allocated $10.7 million of the cost of the acquisition to goodwill and $7.6 million to a technology-related identifiable intangible asset with an average useful life of 14.0 years. The acquired goodwill and intangible assets are partially offset by acquired negative working capital balances. The value of the goodwill is primarily attributable to synergies related to the integration of Inverse technology onto the Company's platform as well as a trained technical workforce. The total amount of goodwill related to the acquisition of Inverse expected to be deductible for tax purposes is $10.7 million. The Company finalized its allocation of purchase price in the fourth quarter of 2021, which did not result in a material change to the preliminary allocation.

2020 Acquisitions

Asavie

In October 2020, the Company acquired all outstanding stock of Asavie Technologies Limited ("Asavie"), a privately-funded company headquartered in Dublin, Ireland, for $155.0 million in cash. Asavie operates a global platform for managing the security, performance and access policies for mobile and internet-connected devices; its solutions will become part of Akamai’s security and personalization services product line. The Company finalized its allocation of the purchase price in the fourth quarter of 2021.

The following table presents the allocation of the purchase price for Asavie (in thousands):

Total purchase consideration$154,952 
Allocation of the purchase consideration:
Cash$26,847 
Accounts receivable14,002 
Prepaid expenses and other current assets995 
Property and equipment2,274 
Operating lease right-of-use assets6,104 
Identifiable intangible assets 58,070 
Goodwill70,228 
Other assets395 
Total assets acquired178,915 
Accounts payable(951)
Accrued liabilities(5,926)
Deferred revenue(3,136)
Operating lease liabilities(6,104)
Deferred income tax liabilities(6,965)
Other liabilities(881)
Total liabilities assumed(23,963)
Net assets acquired$154,952 

The value of the goodwill can be attributed to a number of business factors, including a trained technical and sales workforce and cost synergies expected to be realized. None of goodwill related to the acquisition of Asavie is expected to be deductible for tax purposes.
The following were the identified intangible assets acquired and their respective weighted average useful lives (in thousands, except years):

Gross Carrying AmountWeighted Average Useful Life (in years)
Completed technologies$17,300 10.1
Customer-related intangible assets40,400 11.1
Trademarks100 0.9
Non-compete agreements270 2.9
Total$58,070 

The total weighted average amortization period for the intangible assets acquired from Asavie is 10.8 years. The intangible assets are being amortized based upon the pattern in which the economic benefits of the intangible assets are being utilized.

Instart Logic

In February 2020, the Company acquired certain assets from Instart Logic, Inc., a provider of cloud solutions for improving web and mobile application performance, for $36.4 million in cash. The purchase price was primarily allocated to a customer-related intangible asset that will be amortized over 17.0 years in a pattern that matches expense with expected economic benefits.

2019 Acquisitions

ChameleonX

In November 2019, the Company acquired ChameleonX, Ltd. ("ChameleonX"), an Israel-based company with a solution designed to detect when a website contains or links to malware that causes end user data to be compromised, for $11.9 million in cash. The acquisition is expected to further strengthen the Company's security solutions portfolio. The Company allocated $7.1 million of the cost of the acquisition to goodwill and $6.1 million to a technology-related identifiable intangible asset with an average useful life of 7.1 years. The value of the goodwill is primarily attributable to synergies related to the integration of ChameleonX technology onto the Company's platform as well as a trained technical workforce. The total amount of goodwill related to the acquisition of ChameleonX expected to be deductible for tax purposes is $7.3 million. The Company finalized its allocation of purchase price in the fourth quarter of 2020, which did not result in a material change to the preliminary allocation.

Exceda

On November 1, 2019, in a series of stock and asset purchase transactions, the Company acquired the operations of a group of companies known as Exceda, a vendor of content delivery network and web security services and, collectively, the Company's largest channel partner in Latin America, for $32.7 million in cash. The acquisition is expected to enable the Company to expand its Latin America business more quickly, better support existing and new partners and improve experiences for more customers. The Company allocated $14.7 million of the cost of the acquisition to goodwill and $16.5 million to identifiable intangible assets, primarily customer-related. The total weighted average useful life of the intangible assets acquired from Exceda is 8.1 years. The value of the goodwill is primarily attributable to synergies related to the scale of the combined teams as well as Exceda's trained technical workforce. The total amount of goodwill related to the acquisition of Exceda expected to be deductible for tax purposes is $14.7 million.

The Company acquired various obligations as part of the acquisition for which it is indemnified. The total obligations recorded, with corresponding indemnification asset, totaled $20.0 million. The Company finalized its allocation of purchase price in the fourth quarter of 2020, which did not result in a material change to the preliminary allocation.
Janrain

In January 2019, the Company acquired Janrain, Inc. ("Janrain"), a provider of customer identity and access management solutions, for $123.6 million in cash. The Company incorporated the Janrain technology into its Intelligent Edge Platform. The Company finalized its allocation of purchase price in the fourth quarter of 2019.

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 receivable7,318 
Prepaid expenses and other current assets838 
Identifiable intangible assets 26,930 
Goodwill92,188 
Deferred tax asset12,622 
Other assets87 
Total assets acquired142,206 
Accounts payable(1,642)
Accrued liabilities(2,596)
Deferred revenue(14,336)
Total liabilities assumed(18,574)
Net assets acquired$123,632 

The value of the goodwill can be attributed to a number of business factors, including a trained technical and sales workforce and cost synergies expected to be realized. The total amount of goodwill related to the acquisition of Janrain expected to be deductible for tax purposes is $45.7 million.

The following were the identified intangible assets acquired and their respective weighted average useful lives (in thousands, except years):

Gross Carrying AmountWeighted Average Useful Life (in years)
Completed technologies$9,000 7.9
Customer-related intangible assets17,700 13.9
Trademarks200 1.9
Non-compete agreements30 1.9
Total$26,930 

The total weighted average amortization period for the intangible assets acquired from Janrain is 11.8 years. The intangible assets are being amortized based upon the pattern in which the economic benefits of the intangible assets are being utilized.