Subsequent Events

3 Months Ended

Apr. 30, 2022

Subsequent Events [Abstract]

Subsequent Events

SUBSEQUENT EVENTS

On March 15, 2022, we signed a definitive merger agreement to acquire 100% of the issued and outstanding equity securities of Attivo Networks, Inc. (Attivo), an identity security and lateral movement protection company. The acquisition closed on May 3, 2022. The aggregate consideration transferred was comprised of $351.5 million in cash, 6,032,231 shares of our Class A common stock with an aggregate value of $195.9 million, and 378,828 assumed options to purchase shares of our Class A common stock. The total consideration will be allocated between purchase price consideration and post-acquisition compensation expense, as a portion of the equity to be received by certain Attivo employees subject to continuing service obligations. The total consideration to be issued in connection with the acquisition is subject to adjustment based on (i) purchase price adjustment provisions, (ii) continuing service obligations to the Company of certain stockholders of Attivo, and (iii) indemnification obligations of Attivo stockholders after the closing of the acquisition.

The acquisition will be accounted for as a business combination and, accordingly, the total purchase price will be allocated to the tangible and intangible assets acquired and the liabilities assumed based on their respective fair values on the acquisition date, with the exception of contract assets and contract liabilities which will be measured in accordance with ASC 606. We are currently working on the preliminary purchase price allocation and expect it to be completed in the second quarter of fiscal year 2023.