Salesforce.com 2008 Annual Report Download - page 85

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Table of Contents
salesforce.com, inc.
Notes to Consolidated Financial Statements—(Continued)
The valuation of acquired assets and liabilities is as follows (in thousands):
Net tangible assets $ 3,863
Developed technology 8,610
Customer relationships 5,950
Goodwill 19,976
Deferred income taxes (6,122)
Total purchase price consideration $ 32,277
Customer relationships and developed technologies have a useful life of 3 years. The goodwill balance is not deductible for tax purposes. This asset is
attributed to the premium paid for an established knowledge management application.
In performing the purchase price allocation, the Company considered, among other factors, its intention for future use of the acquired assets, analysis of
historical financial performance and estimates of future performance of InStranet's knowledge management application. The fair value of intangible assets
was primarily based on the income approach.
Salesforce Japan
In the third quarter of fiscal 2009, the Company acquired shares held by minority shareholders of its joint venture Salesforce Japan and increased its
ownership to 72 percent for $21.6 million in cash. The Company accounted for this purchase as a step-acquisition.
The allocation of the purchase price below is as follows (in thousands):
Customer relationships $ 1,919
Territory rights 2,196
Goodwill 16,340
Deferred income taxes (1,679)
Minority interest adjustment 2,848
Total purchase price consideration $ 21,624
Customer relationships have a useful life of 3 years and Japan territory rights have a useful life of 7 years. The goodwill balance is not deductible for
tax purposes. This asset is attributed to the premium paid for the territory rights and customer relationships.
In December 2006, the Company acquired shares of its joint venture in Salesforce Japan for $2.8 million in cash. The acquisition of the shares was
accounted for as a step acquisition and as such an allocation of the purchase was required.
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