Citrix 2012 Annual Report Download - page 39

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35
ShareFile
In October 2011, we acquired all of the issued and outstanding securities of Novell Labs, Inc. d/b/a ShareFile, or
ShareFile, a privately-held provider of secure data sharing and collaboration solutions. ShareFile initially became part of our
Enterprise division and in the first quarter of 2012 it was transferred to our Online Services division. The total consideration for
this transaction was approximately $54.0 million, net of $1.7 million of cash acquired, and was paid in cash. Transaction costs
associated with the acquisition were approximately $0.7 million, all of which we expensed during the year ended December 31,
2011 and are included in General and administrative expense in our consolidated statements of income included 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 180,697 shares of our common stock and assumed
certain stock options which are exercisable for 390,775 shares of our common stock, for which the vesting period reset fully
upon the closing of the transaction.
App-DNA
In November 2011, we acquired all of the issued and outstanding securities of App-DNA, a privately-held company that
specializes in application migration and management. App-DNA became part of our Enterprise division. The total consideration
for this transaction was approximately $90.8 million, net of $3.2 million of cash acquired, and was paid in cash. Transaction
costs associated with the acquisition were approximately $1.3 million, all of which we expensed during the year ended
December 31, 2011, and are included in General and administrative expense in our consolidated statements of income included
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 114,487 shares of our common stock, for
which the vesting period reset fully upon the closing of the transaction.
2011 Other Acquisition
During the first quarter of 2011, we acquired certain assets of a wholly-owned subsidiary of a privately-held company for
total cash consideration of approximately $10.5 million. We accounted for this acquisition as a business combination in
accordance with the authoritative guidance and it became part of our Enterprise division, thereby expanding our solutions
portfolio for service providers and developing unique integrations with our application delivery solutions.
We have included the effects of all of the companies acquired in 2011 in our results of operations prospectively from the
date of each acquisition.
Purchase of Non-Controlling Interest
Kaviza Inc.
In May 2011, we acquired all of the non-controlling interest of Kaviza Inc., or Kaviza, a provider of virtual desktop
infrastructure solutions, for $17.2 million. As a result of this transaction, we have obtained a 100% interest in this subsidiary. In
accordance with the authoritative guidance, the excess of the proceeds paid over the carrying amount of the non-controlling
interest of Kaviza has been reflected as a reduction of additional paid-in capital. In addition, in connection with the purchase of
the non-controlling interest of Kaviza, we assumed non-vested stock units which were converted into the right to receive up to
88,687 shares of our common stock and assumed certain stock options which are exercisable for 33,301 shares of our common
stock, with existing vesting schedules.
Subsequent Events
On January 2, 2013, we acquired all of the issued and outstanding securities of Zenprise, Inc., or Zenprise, a privately-
held leader in mobile device management. We will integrate the Zenprise products for mobile device management, with our
Citrix CloudGateway™ products for managing mobile apps and data. The total preliminary consideration for this transaction
was approximately $324.2 million, net of $2.9 million of cash acquired, and was paid in cash. Transaction costs associated with
the acquisition are currently estimated at $0.7 million, of which we expensed approximately $0.5 million during the year ended
December 31, 2012 and are included in General and administrative expense in our consolidated statements of income included
in this Annual Report on Form 10-K for the year ended December 31, 2012. In addition, in connection with the acquisition, we
assumed certain stock options which are exercisable for 285,817 shares of our common stock, for which the vesting period
reset fully upon the closing of the transaction.