Citrix 2012 Annual Report Download - page 87

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F-21
App-DNA
In November 2011, the Company 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 the Company's 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 the Company
expensed during the year ended December 31, 2011 and are included in general and administrative expense in the
accompanying consolidated statements of income. The Company recorded approximately $57.7 million of goodwill, which is
not deductible for tax purposes, and acquired $44.8 million of identifiable intangible assets, of which $36.7 million is related to
product related intangible assets and $8.1 million is related to other intangible assets. In addition, in connection with the
acquisition, the Company assumed non-vested stock units which were converted into the right to receive up to 114,487 shares
of the Company's common stock, for which the vesting period reset fully upon the closing of the transaction.
2011 Other Acquisitions
During the first quarter of 2011, the Company acquired certain assets of a wholly-owned subsidiary of a privately-held
company for total cash consideration of approximately $10.5 million. The Company accounted for this acquisition as a business
combination in accordance with the authoritative guidance and it became part of the Company’s Enterprise division, thereby
expanding the Company’s solutions portfolio for service providers and developing integrations with the Company’s application
delivery solutions.
In August 2011, the Company acquired all of the issued and outstanding securities of RingCube Technologies, Inc. (the
"RingCube Acquisition" or "RingCube"), a privately held company that specializes in user personalization technology for
virtual desktops. RingCube became part of the Company’s Enterprise division and the acquisition further solidifies the
Company's 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 the Company expensed during the year ended December 31, 2011, and are included in general and
administrative expense in the accompanying consolidated statements of income. In addition, in connection with the RingCube
Acquisition, the Company assumed non-vested stock units which were converted into the right to receive up to 58,439 shares of
the Company's common stock, for which the vesting period reset fully upon the closing of the transaction.
Purchase of Non-Controlling Interest
Kaviza Inc.
The Company presents non-controlling interests of less-than-wholly-owned subsidiaries within the equity section of its
consolidated financial statements in accordance with the authoritative guidance for the presentation and disclosure of non-
controlling interests of consolidated subsidiaries. In May 2011, the Company acquired all of the non-controlling interest of
Kaviza Inc. (“Kaviza”), a provider of virtual desktop infrastructure solutions, for $17.2 million. As a result of this transaction,
the Company has 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, the Company assumed
non-vested stock units which were converted into the right to receive up to 88,687 shares of the Company's common stock and
assumed certain stock options which are exercisable for 33,301 shares of the Company's common stock, which were assumed
with existing vesting schedules.
Subsequent Events
On January 2, 2013, the Company acquired all of the issued and outstanding securities of Zenprise, Inc. ("Zenprise"), a
privately-held leader in mobile device management. Citrix will integrate the Zenprise offering for mobile device management,
with its Citrix CloudGateway™ 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 the Company expensed approximately $0.5 million during the
year ended December 31, 2012 and are included in General and administrative expense in the accompanying condensed
consolidated statements of income. In addition, in connection with the acquisition, the Company assumed certain stock options
which are exercisable for 285,817 shares of the Company's common stock, for which the vesting period reset fully upon the
closing of the transaction.
CITRIX SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS