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34
the year ended December 31, 2012. In addition, in connection with this acquisition, we assumed non-vested stock units which
were converted into the right to receive up to 13,481 shares of our common stock and assumed certain stock options which are
exercisable for 12,017 shares of our common stock, for which the vesting period reset fully upon the closing of the transaction.
During the second quarter of 2012, we acquired all of the issued and outstanding securities of two privately-held
companies for a total cash consideration of approximately $15.4 million, net of $0.2 million of cash acquired. The businesses
became part of our Enterprise division. Transaction costs associated with the acquisitions were approximately $0.4 million, all
of which we expensed during the year ended December 31, 2012 and are included in General and administrative expense in the
accompanying consolidated statements of income in this Annual Report on Form 10-K for the year ended December 31, 2012.
In addition, in connection with the acquisitions, we assumed non-vested stock units which were converted into the right to
receive, in the aggregate, up to 66,459 shares of our common stock, for which the vesting period reset fully upon the closing of
each respective transaction.
During the third quarter of 2012, we acquired all of the issued and outstanding securities of two privately-held companies
for a total cash consideration of approximately $5.3 million. One of the businesses became part of our Enterprise division and
the other became part of our Online Services division. Transaction costs associated with the acquisitions were approximately
$0.2 million, all of which we expensed during the year ended December 31, 2012 and are included in General and
administrative expense in the accompanying consolidated statements of income in this Annual Report on Form 10-K for the
year ended December 31, 2012. In addition, in connection with the acquisitions, we assumed non-vested stock units which
were converted into the right to receive, in the aggregate, up to 13,487 shares of our common stock, for which the vesting
period reset fully upon the closing of each respective transaction.
We have included the effects of all of the companies acquired in 2012 in our results of operations prospectively from the
date of each acquisition.
2011 Acquisitions
Netviewer AG
In February 2011, we acquired all of the issued and outstanding securities of Netviewer AG, or Netviewer, a privately
held European SaaS vendor in collaboration and IT services. Netviewer became part of our Online Services division and the
acquisition enables the extension of our Online Services business in Europe. The total consideration for this transaction was
approximately $107.5 million, net of $6.3 million of cash acquired, and was paid in cash. Transaction costs associated with the
acquisition were approximately $3.1 million, of which we expensed $1.1 million and $2.0 million during the years ended
December 31, 2011 and 2010, respectively, and are included in General and administrative expense in the accompanying
consolidated statements of income in this Annual Report on Form 10-K for the year ended December 31, 2012. In addition, in
connection with the acquisition, we assumed non-vested stock units, which were converted into the right to receive up to
99,100 shares of our common stock, for which the vesting period reset fully upon the closing of the transaction.
Cloud.com
In July 2011, we acquired all of the issued and outstanding securities of Cloud.com Inc., or Cloud.com, a privately-held
provider of software infrastructure platforms for cloud providers. Cloud.com became part of our Enterprise division and the
acquisition further establishes us as a leader in infrastructure for the growing cloud provider market. The total consideration for
this transaction was approximately $158.8 million, net of $5.6 million of cash acquired, and was paid in cash. Transaction costs
associated with the acquisition were approximately $2.9 million, all of which we expensed during the year ended December 31,
2011, and are included in General and administrative expense in the accompanying consolidated statements of income in this
Annual Report on Form 10-K for the year ended December 31, 2012. In addition, in connection with the acquisition we
assumed non-vested stock units, which were converted into the right to receive up to 288,742 shares of our common stock and
certain stock options which are exercisable for 183,780 shares of our common stock, for which the vesting period reset fully
upon the closing of the transaction.
RingCube
In August 2011, we acquired all of the issued and outstanding securities of RingCube Technologies, Inc., or RingCube, a
privately-held company that specializes in user personalization technology for virtual desktops. RingCube became part of our
Enterprise division and the acquisition further solidifies our position in desktop virtualization. The total consideration for this
transaction was approximately $32.2 million, net of $0.5 million of cash acquired, and was paid in cash. Transaction costs
associated with the acquisition were approximately $0.6 million, all of which we expensed during the year ended December 31,
2011, and are included in General and administrative expense in the accompanying consolidated statements of income in this
Annual Report on Form 10-K for the year ended December 31, 2012. In addition, in connection with the RingCube acquisition,
we assumed non-vested stock units which were converted into the right to receive up to 58,439 shares of our common stock, for
which the vesting period reset fully upon the closing of the transaction.