On March 1, 2021, we completed the purchase of 100% of the outstanding shares of Ascender HCM Pty Limited (“Ascender”) for $359.6 million. Ascender is a payroll and human resources solutions provider in the Asia Pacific Japan ("APJ") region. We entered into a forward foreign currency contract to hedge the purchase price for the Ascender acquisition which was denominated in Australian dollars, resulting in the recognition of a realized gain of $4.2 million included as a component of other expense, net in our consolidated statement of operations.

The financial results of Ascender have been included within our consolidated financial statements from the acquisition date forward and are classified among both Cloud and Bureau solutions. For the twelve months ended December 31, 2021, Ascender revenue included within our consolidated statement of operations was $73.3 million. The purchase accounting was considered complete as of December 31, 2021. The intangible assets consist of $76.5 million of customer relationships, $55.0 million of developed technology, and $6.5 million of trade name. Of the goodwill associated with this acquisition, no amount is deductible for income tax purposes. The goodwill of $242.8 million arising from the Ascender acquisition is primarily attributable to the synergies to enable both multi-national customers and customers within the APJ region to leverage one global HCM platform, Dayforce, as well as the assembled workforce of Ascender.

The major classes of assets and liabilities to which we have allocated the purchase price were as follows:


	(Dollars in millions)
Cash and equivalents	$	5.1
Restricted cash		2.0
Trade receivables, prepaid expenses, and other current assets		16.0
Customer funds		18.9
Property, plant, and equipment		13.1
Goodwill		242.8
Other intangible assets		138.0
Other assets		18.8
Accounts payable and other current liabilities		(33.4	)
Customer funds obligations		(18.8	)
Other non-current liabilities		(42.9	)
Total purchase price	$	359.6

On April 30, 2021, we completed the purchase of 100% of the outstanding shares of O5 Systems, Inc. dba Ideal (“Ideal”) for $41.4 million. Ideal is a talent intelligence software provider based in Toronto, Ontario, Canada.

The financial results of Ideal have been included within our consolidated financial statements from the acquisition date forward and are classified as a Cloud solution. For the twelve months ended December 31, 2021, Ideal revenue included within our consolidated statement of operations was $2.9 million. The purchase accounting was considered complete as of December 31, 2021. The intangible assets consist of $18.0 million of

developed technology, $0.2 million of trade name, and $0.1 million of customer relationships. Of the goodwill associated with this acquisition, no amount is deductible for income tax purposes.

The major classes of assets and liabilities to which we have allocated the purchase price were as follows:


	(Dollars in millions)
Cash and equivalents	$	2.6
Trade receivables, prepaid expenses, and other current assets		1.0
Property, plant, and equipment		0.1
Goodwill		26.3
Other intangible assets		18.3
Accounts payable and other current liabilities		(3.8	)
Other non-current liabilities		(3.1	)
Total purchase price	$	41.4

On October 4, 2021, we completed the acquisition of certain assets and liabilities of DataFuzion HCM, Inc. (“DataFuzion”) for $12.5 million in cash consideration and future contingent consideration payments. The asset purchase agreement allows the sellers to receive additional payments based on 1) the go live of DataFuzion’s payroll processing solution for a certain customer (“Milestone Payment”) and 2) qualifying annualized recurring revenue ("ARR") performance generated from DataFuzion's solution at each measurement date (“Earn-out Payments”, collectively with the Milestone Payment, the “Contingent Consideration Payments”). The Milestone Payment will not exceed a payout of $2.5 million whereas the Earn-out Payments are performance based and do not have an established maximum payout. The earn-out will be measured and subsequently paid annually as of June 30, with the first measurement in 2023 and the final measurement in 2026. The fair value of the Contingent Consideration Payments was $5.4 million at the date of acquisition and $6.0 million at December 31, 2021. Due to the remeasurement of the Contingent Consideration Payments, we recognized $0.6 million of expense for the three months ended December 31, 2021 within selling, general, and administrative expense in our consolidated statements of operations.

The purchase accounting has been finalized as of December 31, 2021 and we have allocated the purchase price of $17.9 million as follows: $15.6 million to goodwill and $2.3 million to developed technology. Of the goodwill associated with this acquisition, $10.2 million is deductible for income tax purposes.

On December 3, 2021, we completed the acquisition of 100% of the outstanding interests in ATI ROW, LLC and ADAM HCM MEXICO, S. de R.L. de C.V. (collectively, "ADAM HCM") for $34.3 million. ADAM HCM is a payroll and HCM company in Latin America.

The purchase accounting has not been finalized as of December 31, 2021. Provisional amounts relate to final purchase price adjustments, specifically the net working capital, and tax positions. We expect to finalize the allocation of the purchase price within the one-year measurement period following the acquisition. Intangible assets recorded for this acquisition consist of $7.5 million of customer relationships, $2.9 million of developed technology, and $0.4 million of trade name. Of the goodwill associated with this acquisition, $23.5 million is deductible for income tax purposes.

The major classes of assets and liabilities to which we have preliminarily allocated the purchase price were as follows:


	(Dollars in millions)
Cash and equivalents	$	0.2
Trade receivables, prepaid expenses, and other current assets		1.1
Goodwill		23.5
Other intangible assets		10.8
Other assets		0.2
Accounts payable and other current liabilities		(1.5	)
Total purchase price	$	34.3

On May 29, 2020, we completed the purchase of 100% of the outstanding shares of Excelity Global Solutions Pte. Ltd. (“Excelity”) for $77.2 million in cash consideration. Excelity is a human capital management service provider in the APJ region.

The financial results of Excelity have been included within our consolidated financial statements from the acquisition date forward and are classified as a Bureau solution. Intangible assets recorded for this acquisition consist of $14.8 million of customer relationships, $3.5 million of trade name, and $2.4 million of developed technology. The purchase accounting was complete as of December 31, 2020. Of the goodwill associated with this acquisition, $5.1 million is deductible for income tax purposes.

The major classes of assets and liabilities to which we allocated the purchase price were as follows:


	(Dollars in millions)
Cash and equivalents	$	6.6
Trade receivables, prepaid expenses, and other current assets		13.0
Customer trust funds		12.3
Property, plant, and equipment and other assets		4.2
Goodwill		42.7
Other intangible assets, net		20.7
Accounts payable and other current liabilities		(2.2	)
Customer trust funds obligations		(13.1	)
Other non-current liabilities		(7.0	)
Total purchase price	$	77.2

The acquisition of Ascender, Ideal, DataFuzion, ADAM HCM, and Excelity were recorded using the acquisition method of accounting, in which the assets and liabilities assumed are recognized at their fair value. Additionally, after consideration of these acquisitions, management has concluded that we continue to have one operating and reportable segment. This conclusion aligns with how management monitors operating performance, allocates resources, and deploys capital. Pro forma financial information is not presented as none of the acquisitions qualified as a significant business combination individually or in aggregate.