Business Combination

12 Months Ended

Dec. 31, 2021

Business Combination and Asset Acquisition [Abstract]

4.	BUSINESS COMBINATION

Acquisition of Shenzhen Yunfan

In March 2021, the Group completed the acquisition of 100% equity interest in Shenzhen Yunfan Acceleration Technology Co., Ltd. and its subsidiary (collectively, “Shenzhen Yunfan”). Shenzhen Yunfan is mainly engaged in providing content distribution, acceleration and other cloud-related IaaS and PaaS edge computing solutions, and the acquisition is expected to enhance the Group’s expertise in public cloud services. The results of Shenzhen Yunfan have been included in the Group’s consolidated financial statements since April 2021.

The total cash purchase price consideration was RMB126,400 (US$19,835

). The Group recognized RMB586 (US$92) of net assets acquired excluding intangible assets, RMB77,000 (US$12,083) of intangible

assets which comprised of technology, trademark and domain name,

and RMB48,814 (US$7,660) of goodwill resulted from the acquisition. Goodwill recognized represents the expected synergies from integrating Shenzhen Yunfan with the Group’s existing cloud business and is not deductible for tax purposes.

Acquisition of Beijing Yunshu

In April 2021, the Group completed the acquisition of 86.21% equity interest in Beijing

Yunshu Xunlian Technology Co., Ltd. (“Beijing Yunshu”), which the Group expected to enhance the Group’s public cloud services. The total cash purchase price was RMB7,034 (US$1,104) contingent consideration. The results of Beijing Yunshu’s operations have been included in the Group’s consolidated financial statements since April 2021.

Acquisition of Camelot

In September 2021, the Group completed the acquisition of Camelot. Camelot is mainly engaged in enterprise digital solutions and enterprise digital services, and the acquisition is expected to further develop the Group’s enterprise cloud business. The results of Camelot have been included in the consolidated financial statements of the Group since September 2021.

The total purchase consideration was RMB5,290,553 (US$830,203), which consisted of cash consideration of RMB751,974 (US$118,001) and equity consideration of RMB4,538,579 (US$712,202). Goodwill recognized represents the expected synergies from integrating Camelot with the Group’s existing enterprise cloud business and is not tax deductible. The table below summarize

the estimated fair values of the assets acquired and liabilities assumed from Camelot as of the acquisition date:


	Camelot
	RMB			US$

Total fair value of purchase consideration		5,290,553			830,203
Less:
Cash and cash equivalents		618,439			97,047
Restricted cash		1,126			177
Accounts receivable and other assets		940,297			147,553
Property and equipment, net		12,224			1,918
Intangible assets:
Customer relationship		620,100			97,307
Trademarks		474,000			74,381
Copyrights		34,100			5,351
Deferred tax assets		59,060			9,268
Deferred tax liabilities		(268,490	)		(42,132	)
Accounts payable and other liabilities		(878,885	)		(137,916	)
Non-controlling interests		(882,451	)		(138,476	)

Goodwill		4,561,033			715,725

The purchase price allocation of Camelot is substantially complete with the exception of, primarily, certain tax matters. Any measurement period adjustments resulting from the finalization of the Group’s purchase price allocation are not expected to be material.

The valuations used in the purchase price allocation for the acquisitions were determined by the Group with the assistance of independent third-party valuation firms using the income approach (a Level 3 measurement). Significant assumptions used in the valuation of intangible assets included projected revenue growth rates, operating margin, customer attrition rates, royalty rates and discount rate.

Non-controlling

interests at the acquisition date was measured by applying the equity percentage held by

non-controlling

shareholders and a discount for lack of control premium to the fair value of the acquired business of Camelot.

The actual results of operation after the acquisition date and pro forma results of operations for the acquisitions have not been presented because the effects were not material.