XML 25 R13.htm IDEA: XBRL DOCUMENT v3.8.0.1
Acquisitions and Divestitures
3 Months Ended
Oct. 28, 2017
Business Combinations [Abstract]  
Acquisitions and Divestitures
Acquisitions and Divestitures
The Company completed three acquisitions during the three months ended October 28, 2017. A summary of the allocation of the total purchase consideration is presented as follows (in millions):
 
Purchase Consideration
 
Net Tangible Assets Acquired (Liabilities Assumed)
 
Purchased Intangible Assets
 
Goodwill
Viptela
$
497

 
$
(18
)
 
$
180

 
$
335

Springpath
248

 
(11
)
 
160

 
99

Other
16

 
1

 
6

 
9

Total
$
761

 
$
(28
)
 
$
346

 
$
443


On July 31, 2017, the Company completed its acquisition of privately held Viptela Inc. ("Viptela"), a provider of software-defined wide area networking products. Revenue from the Viptela acquisition has been included in the Company's Infrastructure Platforms product category.
On September 22, 2017, the Company completed its acquisition of privately held Springpath, Inc. ("Springpath"), a hyperconvergence software company. Revenue from the Springpath acquisition has been included in the Company's Infrastructure Platforms product category.
The total purchase consideration related to acquisitions completed during the three months ended October 28, 2017 consisted of cash consideration and vested share-based awards assumed. The total cash and cash equivalents acquired from these acquisitions was approximately $11 million. Total transaction costs related to acquisition activities were $9 million and $1 million for the three months ended October 28, 2017 and October 29, 2016, respectively. These transaction costs were expensed as incurred in general and administrative expenses ("G&A") in the Consolidated Statements of Operations. The Company recognized a gain of $46 million during the three months ended October 28, 2017 in connection with its acquisitions. This gain was recognized in Other income (loss), net in the Consolidated Statement of Operations.
The purchase price allocation for acquisitions completed during recent periods is preliminary and subject to revision as additional information about fair value of assets and liabilities becomes available. Additional information that existed as of the acquisition date but at that time was unknown to the Company may become known to the Company during the remainder of the measurement period, a period not to exceed 12 months from the acquisition date. Adjustments in the purchase price allocation may require a recasting of the amounts allocated to goodwill retroactive to the period in which the acquisition occurred.
The goodwill generated from acquisitions completed during the three months ended October 28, 2017 is primarily related to expected synergies. The goodwill is generally not deductible for income tax purposes.
The Consolidated Financial Statements include the operating results of each acquisition from the date of acquisition. Pro forma results of operations for the acquisitions completed during the three months ended October 28, 2017 have not been presented because the effects of the acquisitions, individually and in the aggregate, were not material to the Company’s financial results.
Pending Acquisition of BroadSoft On October 23, 2017, the Company announced a definitive agreement to acquire publicly held BroadSoft, Inc. ("BroadSoft"), a cloud calling and contact center solutions company. Under the terms of the agreement, the Company will pay $55 per share, in cash, in exchange for each share of BroadSoft, or an aggregate purchase price of approximately $1.9 billion net of cash and short-term investments. The acquisition is expected to close after completion of customary regulatory reviews.