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Acquisitions (Tables) - SiriusDecisions, Inc [Member]
3 Months Ended
Mar. 31, 2019
Summary of Preliminary Allocation of Purchase Price to Fair Value of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary allocation of the purchase price to the fair value of the assets acquired and liabilities assumed for the acquisition of SiriusDecisions (in thousands):

 

Assets:

 

 

 

 

Cash and cash equivalents

 

$

7,858

 

Accounts receivable

 

 

18,981

 

Prepaids and other current assets

 

 

3,786

 

Fixed assets

 

 

4,169

 

Goodwill (1)

 

 

157,808

 

Acquired intangible assets (2)

 

 

116,000

 

Other assets

 

 

265

 

Total assets

 

 

308,867

 

Liabilities:

 

 

 

 

Accounts payable and accrued liabilities

 

 

9,251

 

Deferred revenue

 

 

26,244

 

Deferred tax liability

 

 

24,460

 

Long-term deferred revenue

 

 

1,037

 

Other long-term liabilities

 

 

1,073

 

Total liabilities

 

 

62,065

 

Net assets acquired

 

$

246,802

 

 

(1)

Goodwill represents the expected revenue and cost synergies from combining SiriusDecisions with Forrester as well as the value of the acquired workforce.

(2)

All of the acquired intangible assets are finite-lived. The determination of the fair value of the finite-lived intangible assets required management judgment and the consideration of a number of factors. In determining the fair values, management primarily relied on income valuation methodologies, in particular discounted cash flow models. The use of discounted cash flow models required the use of estimates, including projected cash flows related to the particular asset; the useful lives of the particular assets; the selection of royalty and discount rates used in the models; and certain published industry benchmark data. In establishing the estimated useful lives of the acquired intangible assets, the Company relied primarily on the duration of the cash flows utilized in the valuation model. Of the $116.0 million assigned to acquired intangible assets, $14.0 million was assigned to the technology asset class with useful lives of 1 to 8 years (with a weighted average amortization period of 2.9 years), $13.0 million to backlog with a useful life of 2.0 years, $77.0 million to customer relationships with a useful life of 9.25 years, and $12.0 million to trade names with a useful life of 15.5 years. The weighted-average amortization period for the total acquired intangible assets is 8.3 years. Amortization of acquired intangible assets was $6.0 million for the three months ended March 31, 2019.

Schedule of Unaudited Pro Forma Financial Information

 

 

Three Months Ended

 

 

March 31,

 

 

2019

 

 

2018

 

Pro forma total revenue

$

104,488

 

 

$

93,371

 

Pro forma net loss

$

(9,090

)

 

$

(10,451

)