Acquisitions

6 Months Ended

Jan. 31, 2020

Business Combinations [Abstract]

Acquisitions

Note 8—Acquisitions

Ringsouth Europa, S.L.

On December 11, 2019, the Company's subsidiary, net2phone, Inc. acquired 100% of the outstanding shares of Ringsouth Europa, S.L. ("Ringsouth"), a business communications provider headquartered in Murcia, Spain. The acquisition expands net2phone's business into Spain. Ringsouth's operating results from the date of acquisition, which were not significant, are included in the Company's consolidated financial statements.

The acquisition date fair value of the consideration consisted of the following (in thousands):

Cash paid	$	450
Contingent consideration		375
Total fair value of consideration	$	825

The contingent consideration includes two potential payments to the seller of $0.4 million each, based on monthly recurring revenue targets to be achieved over a 36-month period and 48-month period. The second potential payment is not contingent upon meeting the target for the first payment. The fair value of the contingent consideration was estimated using discounted cash flow models and Monte Carlo simulations. This fair value measurement was based on significant inputs not observable in the market and therefore represents a Level 3 measurement.

The impact of the acquisition's preliminary purchase price allocations on the Company's consolidated balance sheet was as follows (in thousands):

Trade accounts receivable	$	142
Other current assets		21
Property, plant and equipment		84
Goodwill		1,437
Non-compete agreement (4-year useful life)		50
Customer relationships (7-year useful life)		130
Tradename (2-year useful life)		30
Deferred income tax assets		118
Other assets		10
Trade accounts payable		(302	)
Accrued expenses		(136	)
Other current liabilities		(408	)
Other liabilities		(351	)
Net assets acquired	$	825

The goodwill was assigned to the net2phone segment and was attributable primarily to Ringsouth's assembled workforce and expected synergies from the business combination. The goodwill is expected to be deductible for income tax purposes.

The Company's pro forma results of operations as if the Ringsouth acquisition occurred on August 1, 2018 were not materially different from the actual results of operations.

Versature Corp.

On September 14, 2018, the Company acquired 100% of the outstanding shares of Versature Corp., a UCaaS provider serving the Canadian market, for cash of $5.9 million. Versature's operating results from the date of acquisition, which were not significant, are included in the Company's consolidated financial statements.

The following table presents unaudited pro forma information of the Company as if the Versature acquisition occurred on August 1, 2018:

	Three Months Ended January 31,					Six Months Ended January 31,
	2020		2019			2020			2019
	(in thousands)
Revenues	$	323,890	$	349,473		$	664,089		$	712,673
Net income (loss)	$	904	$	(1,011	)	$	(518	)	$	(3,217	)