Autodesk 2015 Annual Report Download - page 178

2015 Form 10-K 86
Fiscal 2015 Acquisitions
On June 27, 2014, Autodesk acquired Shotgun Software, Inc. (“Shotgun”) for total consideration of $54.5 million, of
which $51.2 million was cash consideration. Prior to acquiring Shotgun, Autodesk had a convertible debt investment in the
company with an acquisition-date fair value of $3.3 million using a market approach to value the investment. Shotgun was a
privately-owned company that provided a cloud-based production management solution that enabled digital studios to track,
schedule, review, and collaborate on projects and images. Shotgun has been integrated into, and the related goodwill was
assigned to, Autodesk's M&E segment. Goodwill is not expected to be deductible for U.S. income tax purposes.
On May 29, 2014, Autodesk acquired all the outstanding shares of Within Technologies Limited ("Within Technologies”)
for total cash consideration of $88.0 million. Autodesk used its non-U.S.-based cash for the transaction. Within Technologies is
a United Kingdom based developer of design and simulation software for next generation manufacturing processes. The Within
Technologies acquisition is expected to accelerate Autodesk’s development of tools and technologies for advanced
manufacturing. Within Technologies has been integrated into Autodesk’s PSEB reportable segment. The amount of goodwill
that is expected to be deductible for U.S. income tax purposes is $78.9 million.
On February 6, 2014, Autodesk acquired the entire issued and to be issued share capital of Delcam plc (“Delcam”), for
$284.6 million. Delcam was previously listed as a public company (LON: DLC) and is a leading supplier of advanced
CADCAM and industrial measurement solutions for the manufacturing industry. With this transaction Autodesk gains Delcam’s
range of design, manufacturing, and inspection software that provide automated CADCAM solutions for a variety of industries,
ranging from aerospace to toys and sports equipment. The transaction was structured as a cash offer for all the outstanding
shares of Delcam, and Delcam has been integrated into Autodesk's MFG reportable segment. The amount of goodwill that is
expected to be deductible for U.S. income tax purposes is $166.0 million.
During the fiscal year ended January 31, 2015, Autodesk also completed 21 other business combination and technology
acquisitions for total cash consideration of $234.5 million. These business combinations and technology acquisitions were not
material individually or in aggregate to Autodesk's Consolidated Financial Statements.
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, 2015:
Shotgun Within Delcam Other
Developed technologies $ 5.4 $ 4.6 $ 28.9 $ 39.0
Customer relationships and other non-current intangible assets 7.5 3.6 39.7 9.8
Trade name 1.6 1.2 16.5 6.3
Goodwill 43.2 80.6 190.4 180.6
Deferred Revenue (current and non-current) (0.7) — (10.4) (0.4)
Deferred tax liability (2.6) (1.7) (13.2) (2.1)
Net tangible assets (liabilities) 0.1 (0.3) 32.7 1.3
$ 54.5 $ 88.0 $ 284.6 $ 234.5
For Shotgun and certain other business combinations, the allocation of purchase price consideration to certain assets and
liabilities is not yet finalized. Autodesk's estimates and assumptions are subject to change within the measurement period (up to
one year from the acquisition date). The primary areas of the preliminary purchase price allocation that are not yet finalized are
amounts for tax assets and liabilities, pending finalization of estimates and assumptions in respect of certain tax aspects of the
transaction and residual goodwill.
Fiscal 2014 Acquisitions
On November 21, 2013, Autodesk acquired all of the outstanding shares of Graitec SA (“Graitec”) for total cash
consideration of $87.0 million. The acquisition enhances Autodesk’s current offerings for structural engineering and expands
our portfolio of technology for Building Information Modeling ("BIM") for structural fabrication and detailing. Graitec has
been integrated into Autodesk’s AEC segment. The amount of goodwill that is deductible for U.S. income tax purposes is $64.1
million.
2015 Annual Report