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Business Combination (Tables)
12 Months Ended
Jan. 31, 2022
Business Combinations [Abstract]  
Summary of Aggregate Purchase Consideration

The aggregate purchase consideration has been allocated as follow:

 

 

 

Amount

 

 

 

(in thousands)

 

Cash consideration transferred

 

$

355,071

 

Net working capital adjustment

 

 

247

 

Fair value of stock-based compensation awards attributable to pre-combination services

 

 

407

 

Total purchase consideration

 

$

355,725

 

 

Summary of Fair Values of Assets Acquired and Liabilities Assumed

The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the acquisition:

 

 

 

Acquisition Date

 

 

 

Fair Value

 

 

 

(in thousands)

 

Cash and cash equivalents

 

$

48,032

 

Accounts receivable

 

 

733

 

Inventories

 

 

194

 

Prepaid expenses and other current assets

 

 

134

 

Property and equipment

 

 

155

 

Intangible assets

 

 

32,800

 

Goodwill

 

 

277,024

 

Other non-current assets

 

 

34

 

Total assets acquired

 

 

359,106

 

Accounts payable

 

 

223

 

Accrued and other current liabilities

 

 

2,193

 

Deferred income tax liability, non-current

 

 

965

 

Total liabilities assumed

 

 

3,381

 

Total purchase consideration

 

$

355,725

 

 

Summary of Intangible Assets Acquired in Acquisition

 

Below is a summary of intangible assets acquired in the acquisition:

 

 

 

 

Acquisition Date

 

 

Estimated

 

 

Fair Value

 

 

Useful Lives

 

 

(in thousands)

 

 

 

Trade name (1)

 

$

2,500

 

 

7 years

Customer relationships (2)

 

 

13,200

 

 

9 years

Developed technology (1)

 

 

17,100

 

 

7 years

Total intangible assets acquired

 

$

32,800

 

 

 

_____________

(1)

The fair values of trade name and developed technology were determined by applying the Relief-from-Royalty Method under the income approach.

(2)

Customer relationships represent the fair value of the existing relationships using the Multi-Period Excess Earnings Method.

Summary of Unaudited Information

The following table presents unaudited pro forma information as if the acquisition of Oculii had occurred on February 1, 2020. The unaudited pro forma information for the periods indicated includes adjustments for non-recurring transaction costs, amortization of intangibles arising from the acquisition, stock-based compensation expense and the related income tax effects. The unaudited pro forma financial information is not necessarily indicative of the results of operations that would have occurred had the acquisition been effected on February 1, 2020. In addition, these results are not intended to be a projection of future results and do not reflect events that may occur after the acquisition, including but not limited to revenue enhancements, cost savings or operating synergies that the combined entity may achieve as a result of the acquisition.

 

 

 

Pro Forma Year Ended

 

 

 

January 31, 2022

 

 

January 31, 2021

 

 

 

(unaudited, in thousands)

 

Revenue

 

$

333,323

 

 

$

223,497

 

Net loss

 

$

(35,330

)

 

$

(78,644

)