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Business Acquisition
6 Months Ended
Jun. 29, 2025
Business Combinations [Abstract]  
Business Acquisition

Note 4. Business Acquisition

On June 16, 2025, the Company acquired Exium Inc. (“Exium”), a cybersecurity company focused on developing and delivering Secure Access Service Edge (SASE) platforms, as part of its continued investment in cloud-based solutions for advanced business connectivity. The Company believes that Exium’s products and expertise will enhance its network offering by adding an integrated SASE platform tailored for small and medium enterprises, which strategically aligns with its existing products, teams, and target markets.

The preliminary total purchase consideration was $12.5 million, which consisted of $12.1 million in cash paid in the second quarter of 2025, and $0.4 million in acquisition holdback for potential purchase price adjustments and indemnification, if any. In addition, $2.4 million may be payable as retention compensation. The acquisition qualified as a business combination and was accounted for using the acquisition method. The results of Exium have been included in the unaudited condensed consolidated financial statements since the date of acquisition. Pro forma results of operations for the acquisition are not presented as the financial impact to the Company's consolidated results of operations is not material.

 

Of the total preliminary purchase consideration, $9.5 million was allocated to goodwill, $4.3 million to developed technology platform, and $1.2 million to deferred tax liability. All the other assets acquired and liabilities assumed were immaterial.

The goodwill recorded on the acquisition of Exium is not deductible for U.S. federal or U.S. state income tax purposes. The goodwill recognized was allocated to the Company's NETGEAR for Business segment, and it is primarily attributable to expected synergies, and future growth opportunities associated with Exium’s cybersecurity platform.

Developed technology platform of $4.3 million was valued using the multi-period excess earnings method under the income approach, which discounted the asset's projected future cash flows at 28.5%. The provisional amortization period is seven years.

In connection with the acquisition, the Company recorded net deferred tax liabilities of $1.2 million, resulting from the recognition of $4.4 million in gross temporary differences related to the book basis of the intangible assets for which the Company has no tax basis.