Business Combinations

6 Months Ended

Jun. 30, 2020

During the six months ended June 30, 2020, we acquired 100% ownership in the following:

•Code Zero, a provider of consulting and implementation services that strengthens our cloud solutions portfolio and Salesforce Configure-Price-Quote and billing capabilities (acquired on January 31, 2020).

•Lev, a Salesforce Platinum Partner specializing in digital marketing consultancy and implementation of custom cloud solutions that further expands our global Salesforce practice (acquired on March 27, 2020).

•EI-Technologies, a digital technology consulting firm and leading Salesforce specialist that expands our global Salesforce practice (acquired on May 29, 2020).

•Collaborative Solutions, a provider of Workday enterprise cloud applications for finance and human resources that strengthens our portfolio of cloud offerings (acquired on June 10, 2020).

The allocations of preliminary purchase price to the fair value of the aggregate assets acquired and liabilities assumed in the aforementioned acquisitions were as follows:


	Collaborative Solutions		Other		Total		Weighted Average Useful Life
	(in millions)
Cash	$	5	$	8	$	13
Trade accounts receivable	41		22		63
Property and equipment and other assets	5		19		24
Operating lease assets, net	6		12		18
Non-deductible goodwill	327		108		435
Customer relationship intangible assets	42		12		54		9.2 years
Other intangible assets	8		2		10		6.5 years
Current liabilities	(30)		(21)		(51)
Noncurrent liabilities	(4)		(18)		(22)
Purchase price, inclusive of contingent consideration⁽¹⁾	$	400	$	144	$	544

(1)The purchase price for Collaborative Solutions includes a contingent consideration component with a maximum payout of $54 million, valued at $38 million at the date of acquisition, which is contingent upon achieving certain performance thresholds during the first two calendar years following the date of acquisition.

The allocations are preliminary and will be finalized as soon as practicable within the measurement period, but in no event later than one year following the date of acquisition.

The acquisitions completed during the six months ended June 30, 2020 were not individually or in the aggregate material to our operations or cash flows. Accordingly, pro forma results have not been presented. We have allocated the purchase price related to these transactions to tangible and intangible assets acquired and liabilities assumed, including non-deductible goodwill, based on their estimated fair values. Goodwill from these acquisitions is intended to benefit all of our reportable segments and has been allocated as such. The primary items that generated goodwill are the value of the acquired assembled workforces and synergies between the acquired companies and us, neither of which qualify as an identifiable intangible asset.