Acquisitions

3 Months Ended

Mar. 31, 2015

Business Combinations [Abstract]

ACQUISITIONS

ACQUISITIONS

2015 Acquisition

Sanbolic

On January 8, 2015, the Company acquired all of the issued and outstanding securities of Sanbolic, Inc. (“Sanbolic”). Sanbolic is an innovator and leader in workload-oriented storage virtualization technologies. The Sanbolic technology, combined with XenDesktop, XenApp, and XenMobile products will enable the Company to develop a range of differentiated solutions that will reduce the complexity of Microsoft Windows application delivery and desktop virtualization deployments. Sanbolic became part of the Company's Enterprise and Service Provider segment. The total cash consideration for this transaction was approximately $89.5 million, net of $0.2 million cash acquired. Transaction costs associated with the acquisition were $0.4 million, of which $0.2 million were expensed during the three months ended March 31, 2015 and are included in General and administrative expense in the accompanying condensed consolidated statements of income. In addition, in connection with the acquisition, the Company assumed non-vested stock units which were converted into the right to receive, in the aggregate, up to 37,057 shares of the Company's common stock, for which the vesting period began on the closing of the transaction.

Purchase Accounting for the 2015 Acquisition

The purchase price for Sanbolic was allocated to the acquired net tangible and intangible assets based on estimated fair values as of the date of the acquisition. The allocation of the total purchase price is summarized below (in thousands):

	Sanbolic
	Purchase Price Allocation		Asset Life
Current assets	$	1,096
Intangible assets	45,300		Various
Goodwill	61,738		Indefinite
Assets acquired	108,134
Current liabilities assumed	1,390
Long-term liabilities assumed	3,175
Deferred tax liabilities, non-current	13,910
Net assets acquired	$	89,659

Current assets acquired in connection with the Sanbolic acquisition consisted primarily of cash, accounts receivable and deferred tax assets. Current liabilities assumed in connection with the Sanbolic acquisition consisted primarily of short-term payables and other accrued expenses. Long-term liabilities assumed in connection with the Sanbolic acquisition consisted of long-term debt, which was paid in full subsequent to the acquisition date.

Goodwill from the Sanbolic acquisition was assigned to the Enterprise and Service Provider segment. The goodwill related to the Sanbolic acquisition is not deductible for tax purposes. See Note 9 for segment information. The goodwill amount is comprised primarily of expected synergies from combining operations and other intangible assets that do not qualify for separate recognition.

Revenue from the Sanbolic acquisition is included in the Enterprise and Service Provider segment. The Company has included the effect of the Sanbolic acquisition in its results of operations prospectively from the date of acquisition. The effect of the Sanbolic acquisition was not material to the Company's consolidated results for the periods presented; accordingly, proforma financial disclosures have not been presented.

Identifiable intangible assets acquired in connection with the Sanbolic acquisition (in thousands) and the weighted-average lives are as follows:

	Sanbolic	Asset Life
Core and product technologies	$43,800	5 and 6 years
Customer relationships	$1,500	2 years

2015 Definitive Agreement

On March 30, 2015, the Company entered into an agreement to acquire all of the membership interests of Grasshopper Group, LLC (“Grasshopper”), a leading provider of cloud-based phone solutions for small businesses for approximately $172.5 million subject to working capital and debt adjustments. With the acquisition, the Company will expand its breadth of communication and collaboration solutions for small business, including GoToMeeting, GoToTraining, GoToWebinar and ShareFile. Grasshopper is expected to become part of the Mobility Apps segment. The completion of the transaction is subject to certain closing conditions and is expected to close during the second quarter of 2015.

2014 Acquisitions

Framehawk

In January 2014, the Company acquired all of the issued and outstanding securities of Framehawk, Inc. ("Framehawk"). The Framehawk solution, which optimizes the delivery of virtual desktops and applications to mobile devices, was combined with HDX technology in the Citrix XenApp and XenDesktop products to deliver an improved user experience under adverse network conditions. Framehawk became part of the Company's Enterprise and Service Provider segment. The total cash consideration for this transaction was approximately $24.2 million, net of $0.2 million of cash acquired. Transaction costs associated with the acquisition were approximately $0.1 million, all of which the Company expensed during the three months ended March 31, 2014 and are included in General and administrative expense in the accompanying condensed consolidated statements of income.

RightSignature

In October 2014, the Company acquired all of the membership interests of RightSignature, LLC. ("RightSignature”). The RightSignature technology will expand the Workflow Cloud beyond storage and file transfer to supporting e-signature and approval workflows. RightSignature became a part of the Company's Mobility Apps segment. The total cash consideration for this transaction was approximately $37.8 million, net of $1.1 million of cash acquired. Transaction costs associated with the acquisition were approximately $0.2 million, and are included in General and administrative expense in the accompanying condensed consolidated statements of income. No transaction costs were recorded during the three months ended March 31, 2015 and 2014. In addition, in connection with the acquisition, the Company assumed non-vested stock units which were converted into the right to receive, in the aggregate, up to 67,500 of the Company's common stock, for which the vesting period began on the closing of the transaction.

2014 Other Acquisitions

During the second quarter of 2014, the Company acquired all of the issued and outstanding securities of a privately-held company. The total cash consideration for this transaction was approximately $17.2 million, net of $0.8 million of cash acquired. This business became part of the Company's Enterprise and Service Provider segment. Transaction costs associated with the acquisition were approximately $0.1 million, all of which the Company expensed during the three months ended March 31, 2014 and are included in General and administrative expense in the accompanying condensed consolidated statements of income.

In the fourth quarter of 2014 the Company acquired all of the issued and outstanding securities of two privately-held companies for total cash consideration of approximately $19.9 million, net of $0.2 million of cash acquired. The businesses became part of the Company's Enterprise and Service Provider segment. In addition, in connection with one of the acquisitions, the Company assumed non-vested stock units which were converted into the right to receive, in the aggregate, up to 23,430 shares of the Company's common stock, for which the vesting period began on the closing of the transaction. Transaction costs associated with the acquisitions were not significant.