Salesforce.com 2013 Annual Report Download - page 89

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The following table summarizes the estimated fair values of assets acquired and liabilities assumed as of the
date of acquisition:
(in thousands)
Net tangible assets .................................. $ 1,563
Deferred tax liability ................................ (3,286)
Intangible assets .................................... 14,360
Goodwill .......................................... 46,038
Net assets acquired .................................. $58,675
The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets
acquired was recorded as goodwill. The fair values assigned to tangible and identifiable intangible assets
acquired and liabilities assumed were based on management’s estimates and assumptions. During fiscal 2013 the
Company finalized its assessment of fair value of the assets and liabilities assumed at acquisition date.
The following table sets forth the components of identifiable intangible assets acquired and their estimated
useful lives as of the date of acquisition:
(in thousands) Fair value Useful Life
Developed technology .................... $13,960 3 years
Customer relationships .................... 400 2years
Total intangible assets subject to
amortization ...................... $14,360
Developed technology represents the estimated fair value of Assistly’s customer service solution
technology. Customer relationships represent the fair values of the underlying relationships and agreements with
Assistly customers. The goodwill balance is primarily attributed to the assembled workforce and expanded
market opportunities for small and emerging businesses when integrating Assistly’s customer service technology
with the Company’s other offerings. The goodwill balance is not deductible for tax purposes.
The Company assumed unvested options with a fair value of $5.1 million on the day of the acquisition. Of
the total consideration, $1.1 million was allocated to the purchase consideration and $4.0 million was allocated to
future services that are expensed over the remaining service periods on a straight-line basis.
Model Metrics, Inc.
On December 16, 2011, the Company acquired for cash the outstanding stock of Model Metrics, an
implementer of mobile applications. The Company acquired Model Metrics to, among other things, extend its
ability to provide the Company’s customers with implementation of mobile solutions. The Company has
included the financial results of Model Metrics in the consolidated financial statements from the date of
acquisition, which have not been material to date. The acquisition date fair value of the consideration transferred
for Model Metrics was approximately $66.7 million, which consisted of the following:
Fair value of consideration transferred (in thousands):
Cash ............................................. $61,424
Fair value of stock options assumed .................... 1,546
Fair value of pre-existing relationship ................... 3,774
Total ............................................. $66,744
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