Business Combinations

Coventor Acquisition

On August 28, 2017, the Company completed the acquisition of the outstanding shares of Coventor, Inc., a privately-held company that is a provider of simulation and modeling solutions for semiconductor process technology, MEMS, and the Internet of Things, for a total purchase consideration of $137.6 million.

The following table represents the purchase price allocation and summarizes the aggregate estimated fair value of the net assets acquired on the closing date of the acquisition:



	Purchase Price Allocation
	(in thousands)
Intangible assets	$	48,500
Assets acquired (including cash of $8.7 million)	11,463
Goodwill	98,917
Liabilities assumed	(21,269		)
Fair value of net assets acquired	$	137,611

The Company elected to close the measurement period as of June 24, 2018. The operating results of the acquired entity, from the date of acquisition, have been included in the Company’s Consolidated Financial Statements for fiscal year ended June 24, 2018. Goodwill represents the excess of the purchase price over the net tangible and identifiable intangible assets acquired. None of the goodwill recognized is deductible for income tax purposes.

The identified intangible assets assumed in the acquisition of Coventor were recognized as follows based upon their fair values as of August 28, 2017:



	Fair Value		Weighted-Average Estimated Useful Life
	(In thousands)		(In years)
Existing technology	$	26,200	6.0
Customer relationships	15,000		6.0
Trade names and other intangible assets	7,300		6.4
Total identified intangible assets	$	48,500	6.0

Acquired existing technology represents the fair value of products that have reached technological feasibility and are a part of Coventor’s product offerings and customer relationships represent the fair values of the underlying relationships and agreements with Coventor’s customers.

During the years ended June 24, 2018, and June 25, 2017, the Company expensed as incurred acquisition-related costs of $2.9 million and $9.8 million, respectively, within selling, general, and administrative expense in the Consolidated Statement of Operations.