Autodesk 2014 Annual Report Download - page 158

2013 Annual Report
2014 Form 10-K 84
5. Acquisitions
During the fiscal years ended January 31, 2014 and January 31, 2013, Autodesk completed the business combinations and
technology purchases described below. The results of operations for the following acquisitions are included in the
accompanying Consolidated Statement of Operations since their respective acquisition dates. Pro forma results of operations
have not been presented because the effects of the following acquisitions, individually and in the aggregate, were not material
to Autodesk's Consolidated Financial Statements.
For acquisitions accounted for as business combinations, 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.
Fiscal 2014 Acquisitions
On November 21, 2013, Autodesk acquired all of the outstanding shares of Graitec SA (“Graitec”) for total cash
consideration of $87.0 million. The acquisition will enhance Autodesk’s current offerings for structural engineering and expand
its portfolio of technology for Building Information Modeling ("BIM") for structural fabrication and detailing. Graitec will be
integrated into Autodesk’s AEC segment. The amount of goodwill that is expected to be deductible for tax purposes is $73.4
million.
During the fiscal year ended January 31, 2014, Autodesk also completed 14 other business combination and technology
acquisitions for total cash consideration of approximately $89.7 million. These business combinations and technology
acquisitions were not material individually or in aggregate to Autodesk's Consolidated Financial Statements.
The following table summarizes the fair value of the assets acquired and liabilities assumed by major class for each of the
business combinations and technology acquisitions completed during the fiscal year ended January 31, 2014:
Graitec Other
Developed technologies $ 15.9 $ 15.9
Customer relationships 2.2 2.8
Trade name 1.7 1.8
User List ——
Goodwill 73.4 67.0
Deferred Revenue (current and non-current) — —
Deferred tax (liability) asset (6.2) 0.7
Net tangible assets (liabilities) — 1.5
$ 87.0 $ 89.7
For Graitec, the allocation of purchase price consideration to the assets and liabilities is not yet finalized. The allocation
of the purchase price consideration was based upon a preliminary valuation and 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 income tax assets and liabilities, pending
finalization of estimates and assumptions in respect of certain tax aspects of the transaction and residual goodwill.
Fiscal 2013 Acquisitions
On June 7, 2012, Autodesk acquired Vela Systems, Inc. (“Vela”) for total cash consideration of $76.0 million. Vela was a
privately owned company that provides a cloud-based mobile platform that delivers critical information to the construction and
capital projects market. Prior to acquiring Vela, Autodesk had an equity investment with the company that had an acquisition-
date fair value of $6.8 million using a market approach to value the investment. Valuations using the market approach reflect
relevant observable information generated by market transactions involving comparable businesses. As a result of the
acquisition, Autodesk recorded a $3.3 million gain on the sale of the investment. Vela has been integrated into, and the related