Acquisitions

3 Months Ended

Apr. 30, 2021

On March 31, 2021, Autodesk acquired all of the outstanding stock of Storm UK Holdco Limited, the parent of Innovyze, Inc. (“Innovyze”), a global leader in water infrastructure software. Innovyze is expected to provide comprehensive water modeling solutions that augment Autodesk’s BIM offerings in civil engineering, and is expected to extend Autodesk’s presence into operations and maintenance of water infrastructure assets.

The results of operations for the acquisition were included in the accompanying Condensed Consolidated Statement of Operations from the date of the acquisition. Pro forma results of operations have not been presented because the effects of the acquisition were not material to Autodesk's Condensed Consolidated Financial Statements.

The acquisition-date fair value of the consideration transferred totaled $1,040.9 million, which consisted of $1,038.3 million of cash and 9,277 shares of Autodesk’s restricted common stock at an aggregate fair value of $2.6 million. Of the total consideration transferred, $1,038.3 million is considered purchase consideration. The remaining amount of $2.6 million was recorded in “Prepaid expenses and other current assets” and “Long-term other assets”. The 9,277 shares of restricted common stock are subject to forfeiture until the second anniversary of the acquisition closing date. 50% are released from restriction on both the first and second anniversaries subject to continued employment. See Note 6, “Equity Compensation” for further discussion.

The acquisition was accounted for as business combination, and Autodesk recorded the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The fair values assigned to the identifiable intangible assets acquired were based on estimates and assumptions determined by management. Autodesk recorded the excess of consideration transferred over the aggregate fair values as goodwill. The goodwill recorded was primarily attributable to synergies expected to arise after the acquisition. Goodwill of $376.2 million is deductible for U.S. income tax purposes. The transaction costs related to the acquisition were not material.

The following table summarizes the fair value of the assets acquired and liabilities assumed by major class for the business combination that was completed during the three months ended April 30, 2021:


	Aggregate Total
Developed technologies	$	93.0
Customer relationships	221.0
Trade name	4.0
Backlog	0.5


Goodwill	767.2
Deferred revenue and long-term deferred revenue	(12.3)
Long-term deferred income taxes	(42.4)
Net tangible assets	7.3
Total	$	1,038.3

For the business combination, the allocation of purchase price consideration to certain assets and liabilities as well as the final amount of purchase consideration are not yet finalized. For the items not yet finalized, Autodesk's estimates and assumptions are subject to change within the measurement period (up to one year from the acquisition date). The primary areas of the preliminary purchase price allocation that are not yet finalized are amounts for tax assets and liabilities, deferred revenue, and residual goodwill.