ACQUISITION

3 Months Ended

Jun. 30, 2018

Business Combinations [Abstract]

ACQUISITION

15. ACQUISITION

On December 14, 2014, Majesco entered into a definitive merger agreement with Cover-All. The merger was completed on June 26, 2015. Cover-All licenses and maintains software products for the property/casualty insurance industry throughout the United States and Puerto Rico. Majesco merged with Cover-All to expand its insurance business in the United States.

The following table summarizes the consideration paid in the merger of Cover-All into Majesco and the amounts of identified assets acquired and liabilities assumed at the merger date:

Fair value of consideration transferred
Common stock	$	12
Additional paid-in capital		29,708
Total consideration	$	29,720

The merger of Cover-All and Majesco was a stock-for-stock merger with each share of Cover-All common stock issued and outstanding immediately prior to the merger converted into the right to receive the number of shares of Majesco common stock multiplied by the exchange ratio. The exchange ratio in the merger was 0.21641. Accordingly, at the closing of the merger, Cover-All, in the aggregate, represented 16.5% of the total capitalization of the combined company.

In the merger, 5,844,830 shares of Majesco common stock were issued to the shareholders of Cover-All and 197,081 equity incentives were issued to the holders of options and restricted stock units of Cover-All. Consequently, common stock of Majesco was increased by $12 and additional paid in capital was increased by $29,708.

Recognized amount of identifiable assets acquired and liabilities assumed

	Amount
Cash	$	2,990
Accounts receivable		1,592
Prepaid expenses and other current assets		629
Property, plant and equipment		454
Other assets		148
Customer contracts		2,410
Customer relationships		4,460
Technology		3,110
Defer tax asset on NOL		459
Accounts payable		(1,120	)
Accrued expenses		(623	)
Deferred revenue		(2,515	)
Capital lease liability		(294	)
Total fair value of assets acquired		11,700
Fair value of consideration paid		29,720
Goodwill	$	18,020

The goodwill of $18,020 arising from the merger consists largely of the synergies and economies of scale expected from combining the operations of Majesco and Cover-All. Further, though workforce has been valued, it is not recognized separately, but subsumed in goodwill. Goodwill deductible for tax purpose amounts to $0.

On October 31, 2015, Majesco Sdn. Bhd. (“MSC”) entered into a Share Purchase Agreement with Mastek Ltd. for the purchase of the issued and authorized shares of Mastek Asia Pacific Pte Limited, which was renamed Majesco Asia Pacific Pte. Limited.

Recognized amount of identifiable assets acquired and liabilities assumed

	Amount
Cash	$	212
Accounts receivable		18
Other assets		1
Accrued expenses		(14	)
Total fair value of assets acquired		217
Fair value of consideration paid		276
Goodwill	$	59

The following table summarizes the consideration paid to Mastek Ltd. and the amounts of identified assets acquired and liabilities assumed at the effective date:

The changes in the varying amount of goodwill are as follows:

Changes in carrying amount of the goodwill

	As of June  30, 2018		As of March 31, 2018
Opening value	$	32,216	$	32,275
Addition on account of currency fluctuation		-		1
Impairment of Goodwill		-		(60	)
Closing value	$	32,216	$	32,216

Due to uncertainty in the future business of Majesco Asia Pacific Pte. Limited, which indicated the potential impairment of goodwill, the Group decided to impair the amount of goodwill recognized earlier in the acquisition of this entity as at March 31, 2017.

Details of identifiable intangible assets acquired are as follows:

	Weighted average amortization period (in years)		Amount assigned		Residual value
Customer contracts		3	$	2,410		-
Customer relationships		8		4,460		-
Technology		6		3,110		-
Total		6	$	9,980		-