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Business Combinations | 3 Months Ended
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Jul. 29, 2022
Business Combinations [Abstract] |
Business Combinations | 3. Business Combinations Fiscal 2023 Acquisition Instaclustr Inc. Acquisition On May 20, 2022, we acquired all the outstanding shares of privately-held Instaclustr Inc., (Instaclustr) for approximately $498 million. Instaclustr is a leading platform provider of fully managed open-source database, pipeline and workflow applications delivered as-a-service. The preliminary acquisition-date values of the assets acquired and liabilities assumed are as follows (in millions):
|  | Amount |
Cash |  | $ | 4 |
Intangible assets |  |  | 107 |
Goodwill |  |  | 421 |
Other assets |  |  | 15 |
Total assets acquired |  |  | 547 |
Liabilities assumed |  |  | (49 | )
Total purchase price |  | $ | 498 |
The components of the intangible assets acquired were as follows (in millions, except useful life):
|  | Amount |  |  | Estimated useful life (years) |
Developed technology |  | $ | 55 |  |  |  | 5 |
Customer contracts/relationships |  |  | 50 |  |  |  | 5 |
Trade name |  |  | 2 |  |  |  | 3 |
Total intangible assets |  | $ | 107 |  |  |  |
The acquired net assets and assumed debt of Instaclustr were recorded at their estimated values. We determined the estimated values with the assistance of valuations and appraisals performed by third party specialists and estimates made by management. We expect to realize revenue synergies and anticipate opportunities for growth through the ability to leverage additional future products and capabilities. These factors, among others, contributed to a purchase price in excess of the estimated value of their identifiable net assets acquired, and as a result, we have recorded goodwill in connection with the acquisition. The goodwill is not deductible for income tax purposes. The results of operations related to the acquisition of Instaclustr have been included in our condensed consolidated statements of income from the acquisition date. Pro forma results of operations have not been presented because the impact from the acquisition was not material to our consolidated results of operations. Fiscal 2022 Acquisitions Fylamynt Acquisition On February 18, 2022, we acquired all the outstanding shares of privately-held NeurOps Inc. (which operated under the name "Fylamynt") for approximately $27 million in cash, of which $22 million was paid at closing. The purchase price includes $5 million related to an indemnity holdback provision, of which $4 million is expected to be paid within 12 months from the acquisition date. Fylamynt is an innovative CloudOps automation technology company that enables customers to build, run, manage and analyze workflows securely in any cloud with little to no code. The preliminary acquisition-date values of the assets acquired are as follows (in millions):
|  | Amount |
Cash |  | $ | 1 |
Developed technology |  |  | 6 |
Goodwill |  |  | 20 |
Total assets acquired |  |  | 27 |
Total purchase price |  | $ | 27 |
CloudCheckr Acquisition On November 5, 2021, we acquired all the outstanding shares of privately-held CloudCheckr Inc. (CloudCheckr) for approximately $347 million in cash. CloudCheckr is a leading cloud optimization platform that provides cloud visibility and insights to lower costs, maintain security and compliance, and optimize cloud resources. The acquisition-date values of the assets acquired and liabilities assumed are as follows (in millions):
|  | Amount |
Cash |  | $ | 2 |
Intangible assets |  |  | 76 |
Goodwill |  |  | 276 |
Other assets |  |  | 6 |
Total assets acquired |  |  | 360 |
Liabilities assumed |  |  | (13 | )
Total purchase price |  | $ | 347 |
The components of the intangible assets acquired were as follows (in millions, except useful life):
|  | Amount |  |  | Estimated useful life (years) |
Developed technology |  | $ | 45 |  |  |  | 5 |
Customer contracts/relationships |  |  | 30 |  |  |  | 5 |
Trade name |  |  | 1 |  |  |  | 3 |
Total intangible assets |  | $ | 76 |  |  |  |
Data Mechanics Acquisition On June 18, 2021, we acquired all the outstanding shares of privately-held Data Mechanics Inc., a provider of managed platforms for big data processing and cloud analytics headquartered in Paris, France, for approximately $15 million in cash. The acquisition-date values of the assets acquired and liabilities assumed are as follows (in millions):
|  | Amount |
Cash |  | $ | 1 |
Developed technology |  |  | 5 |
Goodwill |  |  | 11 |
Total assets acquired |  |  | 17 |
Liabilities assumed |  |  | (2 | )
Total purchase price |  | $ | 15 |
The acquired assets and assumed liabilities of Fylamynt, CloudCheckr and Data Mechanics were recorded at their estimated values. We determined the estimated values with the assistance of valuations and appraisals performed by third party specialists and estimates made by management. We expect to realize incremental revenue by offering continuous cost optimization and managed services from our existing capabilities to help customers improve their cloud resources and realize the benefits of cloud faster and at scale. We also anticipate opportunities for growth through the ability to leverage additional future products and capabilities. These factors, among others, contributed to a purchase price in excess of the estimated fair value of their identifiable net assets acquired, and as a result, we have recorded goodwill in connection with these acquisitions. The goodwill is not deductible for income tax purposes. The results of operations related to the acquisitions of Fylamynt, CloudCheckr and Data Mechanics have been included in our consolidated statements of income from their respective acquisition dates. Pro forma results of operations have not been presented because the impact from these acquisitions was not material to our consolidated results of operations.

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI https://asc.fasb.org/topic&trid=2303972 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 5 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=128092470&loc=d3e4946-128472 + Details
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