Subsequent Events

6 Months Ended

Jul. 31, 2019

Subsequent Events [Abstract]

Subsequent Events

Subsequent Events

Tableau Software, Inc.

On August 1, 2019, pursuant to an Agreement and Plan of Merger dated June 9, 2019, the Company acquired all of the outstanding capital stock of Tableau, which provides a self-service analytics platform that enables users to easily access, prepare, analyze, and present findings in their data. The preliminary acquisition date fair value of the consideration transferred for Tableau is estimated to be approximately $14.9 billion comprised of $14.6 billion in common stock issued, or approximately 96 million shares, and $0.3 billion related to the fair value of stock options and restricted stock awards assumed. The Company will include the financial results of Tableau in the condensed consolidated financial statements from the date of the acquisition on August 1, 2019.

In connection with the acquisition, the Company promptly obtained all regulatory clearances necessary to close, and no divestiture or other remedies were requested by the applicable authorities. In July 2019, the United Kingdom Competition and Markets Authority (the “CMA”) informed the parties that it planned to review the merger. On July 31, 2019, the CMA issued a “hold separate” order requiring Salesforce and Tableau to operate separately while the CMA conducts its review. Although the Company believes that the merger does not raise any competition concerns, it intends to fully comply with the CMA's order and keep the Tableau business operationally separate from Salesforce until the lifting of the order or conclusion of the CMA’s review. Salesforce is working constructively with the CMA to address the CMA's questions as it conducts this review.

ClickSoftware Technologies Ltd.

In August 2019, the Company agreed to acquire the holding company of ClickSoftware Technologies Ltd. (“ClickSoftware”). ClickSoftware is a software company providing field service management solutions. The total consideration for ClickSoftware is estimated to be approximately $1.35 billion, net of the value of shares held by the Company and after taking into consideration customary purchase price adjustments. The purchase price will consist of a mix of cash and Company common stock and includes the assumption of outstanding equity awards held by ClickSoftware employees. The acquisition is expected to close during the Company’s fiscal quarter ending October 31, 2019, subject to customary closing conditions, including the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and Israeli antitrust clearance.