Acquisitions, Goodwill, and Acquired Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2017

Allocation of Aggregate Purchase Price of Acquisitions

The aggregate purchase price of Whole Foods Market and the other 2017 acquisitions, which primarily includes the acquisition of Souq, was allocated as follows (in millions):



	Whole Foods Market			Other 2017 Acquisitions			Total
Purchase Price
Cash paid, net of cash acquired	$	13,176		$	612		$	13,788
Indemnification holdback	—			93			93
	$	13,176		$	705		$	13,881
Allocation
Goodwill	$	8,985		$	446		$	9,431
Intangible assets (1):
Marketing-related	1,928			59			1,987
Contract-based	408			33			441
Technology-based	—			129			129
Customer-related	—			48			48
	2,336			269			2,605
Property and equipment	3,826			16			3,842
Deferred tax assets	96			15			111
Other assets acquired	1,710			130			1,840
Long-term debt	(1,158		)	(7		)	(1,165		)
Deferred tax liabilities	(934		)	(20		)	(954		)
Other liabilities assumed	(1,685		)	(144		)	(1,829		)
	$	13,176		$	705		$	13,881

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(1)

Acquired intangible assets for Whole Foods Market have estimated useful lives of between one and twenty-five years, with a weighted-average amortization period of twenty-four years, primarily driven by the Whole Foods Market tradename, and acquired intangible assets for other 2017 acquisitions have estimated useful lives of between one and seven years, with a weighted-average amortization period of four years.

Pro Forma Financial Information

The following financial information, which excludes certain acquired companies for which the pro forma impact is not meaningful, presents our results as if the acquisitions during the nine months ended September 30, 2017 had occurred on January 1, 2016 (in millions):



	Nine Months Ended September 30,
	2016		2017
Net sales	$	103,476	$	127,441
Net income	$	1,597	$	1,137

Summary of Goodwill Activity

The following summarizes our goodwill activity in the first nine months of 2017 by segment (in millions):



	North America		International		AWS		Consolidated
Goodwill - December 31, 2016	$	2,044	$	694	$	1,046	$	3,784
New acquisitions (1)	9,056		357		18		9,431
Other adjustments (2)	5		40		11		56
Goodwill - September 30, 2017	$	11,105	$	1,091	$	1,075	$	13,271

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(1)	Primarily includes the acquisition of Whole Foods Market in the North America segment and Souq in the International segment.


(2)	Primarily includes changes in foreign exchange rates.