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
Citrix Systems, Inc.  Annual Report
the pro forma disclosures presented below.
Under the purchase method of accounting, the purchase
price for the 2006 Acquisitions was allocated to the
acquired companies’ net tangible and intangible assets
based on their estimated fair values as of the date of the
completion of the respective acquisition. The allocation
of the total purchase price is summarized below
(in thousands):
Purchase
Price
Allocation
Asset
Life
Current assets $ 5,153
Property and equipment 1,595 Various
Other assets 4,543
In-process research and development 1,000
Intangible assets 20,910 3-6 years
Goodwill 44,353 Indefinite
Assets acquired 77,554
Current liabilities assumed (9,530)
Net assets acquired, including direct transaction costs $ 68,024
Current assets acquired and current liabilities assumed in
connection with the 2006 Acquisitions consisted mainly
of short-term investments, accounts receivable, inventory,
other accrued expenses, short-term debt and deferred
revenues. Other assets consisted primarily of deferred tax
assets. The $44.4 million of goodwill related to the 2006
Acquisitions was assigned to the Company’s Americas
segment and is not deductible for tax purposes. See Note
13 for segment information.
Identifiable intangible assets purchased in the 2006
Acquisitions, in thousands, and their weighted average lives
are as follows:
Weighted
Life
Covenants not to compete $ 110 3.0 years
Trade name 400 5.0 years
Customer relationships 3,100 4.7 years
Core and product technologies 17,300 5.7 years
Total $ 20,910
2005 Acquisitions
During 2005, the Company acquired all of the issued and
outstanding capital stock of two privately held companies,
NetScaler, Inc. and Teros, Inc. (the “2005 Acquisitions”)
for a total of $172.8 million in cash, 6.6 million shares of
the Company’s common stock valued at $154.8 million
and estimated direct transaction costs of $6.2 million.
The Company also assumed $20.6 million in non-
vested stock-based compensation upon the closing
of the NetScaler transaction that was accounted for in
accordance with FASB Interpretation No. 44, Accounting
for Certain Transactions Involving Stock Compensation (an
Interpretation of APB Opinion No. 25) and was recorded
as deferred compensation in the accompanying 2005
consolidated balance sheet, The assumed awards had an
excess of fair value over intrinsic value of $0.5 million, which
is reflected in the total consideration for the transaction.
In addition, in 2006, the Company received an immaterial
number of shares related to non-tendering payees of the
2005 Acquisitions. The 2005 Acquisitions further extend
the Company’s Application Delivery Infrastructure, which
are designed to offer comprehensive solutions across all