Symantec 2013 Annual Report Download - page 176

SYMANTEC CORPORATION
Notes to Consolidated Financial Statements — (Continued)
include a cross-platform mobile application protection solution to help organizations protect and isolate corporate
data and applications across both corporate-owned and personally-owned devices. The results of operations of
the acquired company have been included in our Security and Compliance segment since the date of acquisition.
Supplemental pro forma information for the acquired company was not material to our financial results and
therefore has not been included. The purchase price allocation resulted in goodwill of $24 million and intangible
assets of $4 million. Goodwill, which is not tax deductible, resulted primarily from our expectation of synergies
from the integration of the acquired company’s technology into our product offerings. Intangible assets included
developed technology and customer relationships, which are amortized over their estimated useful lives of five
and nine years, respectively.
Fiscal 2012
Clearwell Systems Inc.
On June 24, 2011, we completed the acquisition of Clearwell Systems Inc. (“Clearwell”), a privately-held
provider of eDiscovery solutions. In exchange for all of the voting equity interests of Clearwell, we transferred a
total consideration of $392 million, which consists of $364 million in cash, net of $20 million cash acquired, and
$8 million of assumed stock options. The objective of the acquisition was to enhance our eDiscovery, archiving
and backup offerings to our customers. The results of operations of Clearwell are included since the date of
acquisition as part of the Storage and Server Management segment. Supplemental pro forma information for
Clearwell was not material to our financial results and therefore not included.
The following table presents the purchase price allocation included in our Consolidated Balance Sheets (in
millions):
Net tangible assets(1) ........................................................... $ 33
Intangible assets(2) ............................................................. 154
Goodwill(3) ................................................................... 268
Net tax liabilities .............................................................. (63)
Total purchase price ........................................................... $392
(1) Net tangible assets included deferred revenue which was adjusted down from $13 million to $3 million,
representing our estimate of the fair value of the contractual obligation assumed for support services.
(2) Intangible assets included customer relationships, developed technology, and trade names of $82 million,
$60 million, and $12 million, respectively, which are amortized over their estimated useful lives of seven to
nine years.
(3) Goodwill is not tax deductible. The amount resulted primarily from our expectation of synergies from the
integration of Clearwell product offerings with our existing product offerings.
Other
In addition to Clearwell, we completed the acquisitions of LiveOffice LLC (“LiveOffice”) and another
privately-held company for an aggregate purchase price of $151 million, which consisted of $144 million in cash,
net of $7 million cash acquired. The results of operations for the acquired companies have been included in the
Storage and Server Management segment and the Security and Compliance segment since their respective
acquisition dates. Supplemental pro forma information for these acquisitions was not material to our financial
results and therefore not included. For fiscal 2012, we recorded acquisition-related transaction costs of $2
million, which were included in general and administrative expense.
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