ACQUISITIONS | NOTE 3:- ACQUISITION On March 18, 2015 ("Closing Date"), the Company completed, through the Company's wholly owned subsidiary, Attunity Inc., the acquisition of 100 - 10,997 1,100 one - 726,033 6,600 581,862 144,171 1,253 - 31,500 1,616 The aforesaid milestone-based contingent payments are payable, subject to certain exceptions, in cash ( 60 40 30 In addition, the Company incurred acquisition related costs in a total amount of $ 561 The main reason for this acquisition was to expand the Company's offering with data usage analytics for Big Data environments, including data warehousing and Hadoop, to enable customers ' Purchase price allocation: Under business combination accounting principles, the total purchase price was allocated to Appfluent's net tangible and intangible assets based on their estimated fair values as set forth below. The excess of the purchase price over the net tangible and identifiable intangible assets was recorded as goodwill. The goodwill is primarily attributable to expected synergies resulting from the acquisition. The purchase price allocation for the acquisition has been determined as follows: Cash and cash equivalents acquired $ 595 Accounts receivables and other current assets 82 Deferred revenues (504 ) Trade payables, accrued expenses and other current liabilities (154 ) Non-current liabilities (123 ) Deferred taxes, net (1,044 ) Developed technology (1) 6,350 Customers relationships (2) 382 Goodwill 13,629 Total purchase price $ 19,213 (1) Developed technology represents a combination of Appfluent's processes and trade secrets related to the design and development of its products. This proprietary know-how can be leveraged to develop new technology and improve the Company products and is amortized over 5 (2) Customer relationships represent the underlying relationships and agreements with Appfluent installed customer base and are amortized over 7 In performing the purchase price allocation, the Company considered, among other factors, analysis of historical financial performance, the best use of the acquired assets and estimates of future performance of Appfluent's products. In its allocation, the Company also conducted a valuation of intangible assets based on a market participant approach to valuation using an income approach and in connection therewith considered the report of an independent third party valuation firm and estimates and assumptions provided by management. The following unaudited condensed combined pro forma information for the six months ended June 30, 2015 and 2014, gives effect to the acquisition of Appfluent as if it had occurred on January 1, 2014. The pro forma information is not necessarily indicative of the results of operations, which actually would have occurred had the acquisition been consummated on that date, nor does it purport to represent the results of operations for future periods. For the purposes of the pro forma information, the Company has assumed that net loss includes additional amortization of intangible assets related to the acquisition of $ 682 689 Six months ended June 30, 2015 2014 Unaudited Revenues $ 24,526 $ 16,050 Net loss $ (903 ) $ (6,144 ) Basic and diluted loss per share $ (0.06 ) $ (0.41 ) |