ACQUISITIONS, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS

During the six months ended June 30, 2015, we acquired certain companies for an aggregate purchase price of $349 million. The primary reasons for these acquisitions, none of which was individually material to our consolidated financial statements, were to acquire technologies and know-how to enable Amazon to serve customers more effectively. Acquisition activity for the six months ended June 30, 2014 was not material.

Acquisition-related costs were expensed as incurred and not significant. The aggregate purchase price of these acquisitions was allocated as follows (in millions):



Purchase Price
Cash paid, net of cash acquired	$	303
Indemnification holdback	46
	$	349
Allocation
Goodwill	$	218
Intangible assets (1):
Contract-based	1
Technology-based	155
Customer-related	4
	160
Property and equipment	1
Deferred tax assets	27
Other assets acquired	20
Deferred tax liabilities	(54		)
Other liabilities assumed	(23		)
	$	349

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(1)	Acquired intangible assets have estimated useful lives of between one and six years, with a weighted-average amortization period of five years.

We determined the estimated fair value of identifiable intangible assets acquired primarily by using the income approach. These assets are included within “Other assets” on our consolidated balance sheets and are being amortized to operating expenses on a straight-line over their estimated useful lives.

Pro Forma Financial Information (unaudited)

The acquired companies were consolidated into our financial statements starting on their respective acquisition dates. The aggregate net sales and operating loss of the companies acquired was $7 million and $29 million for the six months ended June 30, 2015. The following financial information, which excludes certain acquired companies for which the pro forma impact is not meaningful, presents our results as if the current year acquisitions had occurred at the beginning of 2014 (in millions):



	Six Months Ended June 30,
	2015		2014
Net sales	$	45,904	$	39,082
Net income (loss)	$	32	$	(45	)

Goodwill

The goodwill of the acquired companies is generally not deductible for tax purposes and is primarily related to expected improvements in technology performance and functionality, as well as sales growth from future product and service offerings and new customers, together with certain intangible assets that do not qualify for separate recognition.

The following summarizes our goodwill activity in 2015 by segment (in millions):



	North America			International			AWS		Consolidated
Goodwill - January 1, 2015	$	1,978		$	735		$	606	$	3,319
New acquisitions	41			17			160		218
Other adjustments (1)	(2		)	(15		)	3		(14		)
Goodwill - June 30, 2015	$	2,017		$	737		$	769	$	3,523

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(1)	Primarily includes changes in foreign exchange rates.

During the second quarter of 2015, we changed the measurement date of our annual goodwill impairment test from October 1 to April 1. This change was not material to our consolidated financial statements as it did not result in the delay, acceleration, or avoidance of an impairment charge. We believe this timing better aligns the goodwill impairment test with our strategic business planning process, which is a key component of the goodwill impairment test. We have completed the required annual testing of goodwill for impairment for all reporting units as of April 1, 2015 and have determined that goodwill is not impaired.