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Acquisitions | 9 Months Ended
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Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] |
Acquisitions | Acquisitions Business acquisition-related costs during the three and nine months ended September 30, 2024 were $5.0 million and $7.4 million, respectively, and are included in general and administrative expense in the interim condensed consolidated statements of income. Pro forma results of operations for the acquisition completed during the nine months ended September 30, 2024 have not been presented because the effects of the acquisition were not material to the Company's consolidated financial results. Revenue and earnings of the acquired company since the date of the acquisition are included in the Company's interim condensed consolidated statements of income but are not presented separately because they are not material. Noname Security In June 2024, the Company acquired all the outstanding equity interests of Noname Gate Ltd. ("Noname Security") for $452.3 million in cash, subject to post-closing adjustments. Noname Security is intended to expand the Company’s existing API Security offering by providing more flexible deployment options, extensive vendor integrations and enhanced attack analysis. The Company believes this acquisition will accelerate its ability to meet increasing customer and market demand. As of September 30, 2024, the purchase price allocation is preliminary, pending finalization of net working capital and certain income tax matters. The preliminary allocation of the purchase price for Noname Security and fair values of the assets acquired and liabilities assumed were as follows (in thousands):
Total purchase consideration |  | $ | 452,319 |
Allocation of the purchase consideration: |  |
Cash |  | $ | 18,253 |
Accounts receivable |  | 5,984 |
Prepaid expenses and other current assets |  | 2,919 |
Identifiable intangible assets |  | 137,800 |
Deferred income tax assets |  | 10,908 |
Total assets acquired |  | 175,864 |
Accounts payable |  | (2,074) |
Accrued expenses |  | (5,217) |
Deferred revenue |  | (19,451) |
Total liabilities assumed |  | (26,742) |
Identifiable net assets acquired |  | 149,122 |
Goodwill |  | 303,197 |
Total purchase price allocation |  | $ | 452,319 |
The value of the goodwill can be attributed to a number of business factors, including a trained technical and sales workforce, and revenue and cost synergies expected to be realized. The Company expects that most of the goodwill related to the acquisition of Noname Security will be deductible for tax purposes as a result of post-acquisition transactions. Identified intangible assets acquired and their respective estimated useful lives were as follows (in thousands, except years):
| Gross Carrying Amount |  | Estimated Useful Life (in years)
Completed technologies | $ | 132,300 |  |  | 10.5
Customer-related intangible assets | 4,800 |  |  | 10.5
Trademarks | 700 |  |  | 2.5
Total | $ | 137,800 |  |  |
The Company applied the multi-period excess earnings method to estimate the fair values of the completed technologies and customer-related acquired intangible assets, and the relief-from-royalty method to estimate the fair values of the trademarks. The total weighted average amortization period for the intangible assets acquired from Noname Security is 10.5 years. The intangible assets are amortized using a method that approximates their economic benefit over their estimated useful lives.

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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://www.xbrl.org/2003/role/disclosureRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147479907/805-20-50-5 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/805/tableOfContent + Details
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