Acquisitions

Transera, Inc.

On February 4, 2016, the Company completed its acquisition of all of the stock of Transera Communications, Inc. ("Transera"), a provider of cloud based contact center software, renamed BroadSoft Contact Center, Inc. The acquisition enabled the Company to offer our customers a comprehensive cloud contact center portfolio that is complementary to, and integrates with, our BroadWorks and BroadCloud platform. The total consideration paid for Transera was $19.8 million, funded with cash on hand. The Company incurred $0.5 million of transaction costs for financial advisory and legal services related to the acquisition that are included in general and administrative expenses as incurred in the Company’s consolidated statements of operations for the three months ended March 31, 2016.

The consolidated financial statements include the results of Transera from the date of acquisition. The purchase price has been preliminarily allocated to the assets acquired and liabilities assumed based on fair values as of the acquisition date.

The following table summarizes the fair value of the assets acquired and liabilities assumed at the acquisition date of February 4, 2016 (in thousands):



Cash and cash equivalents	$	365
Accounts receivable	1,623
Prepaid and other assets	285
Property and equipment	155
Deferred tax assets	3,348
Trade name	160
Customer relationships	4,100
Developed Technology	3,050
Goodwill	7,973
Deferred revenue	(111		)
Accounts payable and accrued expenses	(1,148		)
Total consideration	$	19,800

The trade name represents the fair value of the Transera trade name that the Company intends to use for a fixed period of time. Customer relationships represent the fair value of the underlying relationships and agreements with Transera customers. Developed technology represents the fair value of Transera's intellectual property. The trade name, customer relationships and developed technology are being amortized on a straight-line basis over a period of three years, seven years and five years, respectively, which in general reflects the estimated cash flows to be generated from such assets. The weighted-average amortization period for depreciable intangible assets acquired is approximately six years.

The excess of purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired of $8.0 million was recorded as goodwill. The goodwill balance is attributable to the assembled workforce and the synergies expected as a result of the acquisition. In accordance with U.S. GAAP, goodwill associated with this acquisition will not be amortized but will be tested for impairment on an annual basis. Goodwill associated with this acquisition is not deductible for tax purposes.

Pro Forma Financial Information for Acquisition of Transera (unaudited)

Transera contributed revenue of $1.5 million and a net loss of $0.3 million for the period from the date of acquisition to March 31, 2016.

The unaudited pro forma statement of operations data below gives effect to the acquisition of Transera as if it had occurred on January 1, 2015. The following data includes adjustments for amortization of intangible assets and acquisition costs. This pro forma data is presented for information purposes only and does not purport to be indicative of the results of future operations or of the results that would have occurred had the acquisition taken place on January 1, 2015.



	Three Months Ended March 31,
	2016			2015
	(In thousands, except per share data)
Revenue	$	74,340		$	58,034
Net loss	(1,083		)	(3,659		)
Net loss per share:
Basic and diluted	$	(0.04	)	$	(0.13	)