ACQUISITIONS, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS

2018 Acquisition Activity

On April 12, 2018, we acquired Ring Inc. (“Ring”) for cash consideration of approximately $839 million, net of cash acquired, and on September 11, 2018, we acquired PillPack, Inc. (“PillPack”) for cash consideration of approximately $753 million, net of cash acquired, to expand our product and service offerings. During the nine months ended September 30, 2018, we also acquired certain other companies for an aggregate purchase price of $46 million. The primary reason for our other 2018 acquisitions was to acquire technologies and know-how to enable Amazon to serve customers more effectively.

Acquisition-related costs were expensed as incurred and were not significant. Due to the limited amount of time since the PillPack acquisition, the valuation of certain assets and liabilities is preliminary and subject to change. The aggregate purchase price of Ring, PillPack, and the other 2018 acquisitions was allocated as follows (in millions):



Purchase Price
Cash paid, net of cash acquired	$	1,609
Indemnification holdback	29
	$	1,638

Allocation
Goodwill	$	1,222
Intangible assets (1):
Marketing-related	186
Contract-based	13
Technology-based	279
Customer-related	193
	671
Property and equipment	11
Deferred tax assets	174
Other assets acquired	282
Long-term debt	(176		)
Deferred tax liabilities	(159		)
Other liabilities assumed	(387		)
	$	1,638

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(1)	Acquired intangible assets have estimated useful lives of between two and seven years, with a weighted-average amortization period of six 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 basis over their estimated useful lives.

Pro forma results of operations have not been presented because the effects of these acquisitions, individually and in the aggregate, were not material to our consolidated results of operations.

Goodwill

The goodwill of the acquired companies 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 goodwill of acquired companies is generally not deductible for tax purposes. The following summarizes our goodwill activity in the first nine months of 2018 by segment (in millions):



	North America			International			AWS			Consolidated
Goodwill - December 31, 2017	$	11,165		$	1,108		$	1,077		$	13,350
New acquisitions (1)	1,030			177			15			1,222
Other adjustments (2)	(2		)	(10		)	(7		)	(19		)
Goodwill - September 30, 2018	$	12,193		$	1,275		$	1,085		$	14,553

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(1)	Primarily includes the acquisitions of Ring and PillPack in the North America and International segments.


(2)	Primarily includes changes in foreign exchange rates.