Autodesk 2013 Annual Report Download - page 152

The following table summarizes the fair value of the assets acquired and liabilities assumed by major class for each of the
business combinations and technology acquisitions completed during the fiscal year ended January 31, 2012:
Scaleform Blue Ridge Instructables MAP Turbo Squid T-Splines Other
Developed technologies $ 5.9 $ 6.0 $ 0.4 $ 2.5 $ 26.0 $ 2.1 $ 21.7
Customer relationships 4.4 9.2 0.2 2.0 — 0.7 3.9
Trade name 1.4 1.1 1.6 0.9 — 0.4 1.2
User List — — 5.1 — — — —
Patent 3.6 — ——— ——
In-process research and
development 0.6 0.6 ——— ——
Goodwill 22.6 22.3 24.4 12.7 — 19.8 28.3
Deferred Revenue — (1.2) ——— ——
Deferred tax asset (liability) (2.5) (3.6) (1.6) (1.6) — — 0.2
Net tangible assets
(liabilities) 0.2 6.8 0.1 6.5 — — (0.5)
Total $ 36.2 $ 41.2 $ 30.2 $ 23.0 $ 26.0 $ 23.0 $ 54.8
6. Deferred Compensation
At January 31, 2013, Autodesk had marketable securities totaling $753.2 million, of which $35.3 million related to
investments in debt and equity securities that are held in a rabbi trust under non-qualified deferred compensation plans. The
total related deferred compensation liability was $35.3 million at January 31, 2013, of which $3.9 million was classified as
current and $31.4 million was classified as non-current liabilities. The value of debt and equity securities held in the rabbi trust
at January 31, 2012 was $31.5 million. The total related deferred compensation liability at January 31, 2012 was $31.5 million,
of which $3.2 million was classified as current and $28.3 million was classified as non-current liabilities. The current and non-
current portions of the liability are recorded in the Consolidated Balance Sheets under “Accrued compensation” and “Other
liabilities,” respectively.
7. Borrowing Arrangements
In December 2012, Autodesk issued $400.0 million aggregate principal amount of 1.95% senior notes due December 15,
2017 and $350.0 million aggregate principal amount of 3.6% senior notes due December 15, 2022, (collectively, the "Senior
Notes"). Autodesk received net proceeds of $739.3 million from issuance of the Senior Notes, net of a discount of $4.5 million
and issuance costs of $6.1 million. Both the discount and issuance costs are being amortized to interest expense over the
respective terms of the Senior Notes using the effective interest method. In the fourth quarter of fiscal 2013, Autodesk used a
portion of the proceeds to re-pay the outstanding balance of the credit facility. The remaining proceeds from the Senior Notes
are available for general corporate purposes. Autodesk may redeem the Senior Notes at any time, subject to a make whole
premium. In addition, upon the occurrence of certain change of control triggering events, Autodesk may be required to
repurchase the Senior Notes, at a price equal to 101% of their principal amount, plus accrued and unpaid interest to the date of
repurchase. The Senior Notes contain restrictive covenants that limit our ability to create certain liens, to enter into certain sale
and leaseback transactions and to consolidate or merge with, or convey, transfer or lease all or substantially all of our assets,
subject to significant qualifications and exceptions. Based on quoted market prices, the fair value of the Senior Notes was
approximately $743.3 million as of January 31, 2013.
During the fiscal year 2012, Autodesk entered into a credit agreement that provides for a $400.0 million unsecured
revolving credit facility, with an option to request an increase in the amount of the credit facility by up to an additional $100.0
million. The credit agreement contains customary covenants that could restrict the imposition of liens on Autodesk's assets, and
restrict the Company's ability to incur additional indebtedness or make dispositions of assets if Autodesk fails to maintain the
financial covenants. During the fiscal year ended January 31, 2013, Autodesk borrowed $110.0 million under the credit facility,
which was repaid in the fourth quarter of fiscal 2013 with a portion of the net proceeds from the sale of the Senior Notes. At
January 31, 2013 and January 31, 2012, Autodesk had no outstanding borrowings on this line of credit, which expires in May
2016.
80