Quarterly report pursuant to Section 13 or 15(d)

Business Acquisition

v3.21.2
Business Acquisition
 9 Months Ended
Oct. 31, 2021
Business Combination and Asset Acquisition [Abstract]  
Business Acquisition Business Acquisition
On March 19, 2021, we acquired all of the outstanding capital stock of Cloud Elements Inc. (“Cloud Elements”), the provider of an API integration platform for SaaS application providers and the digital enterprise. The acquisition of Cloud Elements brings technology and an experienced team which we believe will accelerate our technology roadmap in areas such as native integrations and system event automation triggers.
The total purchase consideration for the acquisition of Cloud Elements was $36.1 million, which consisted of the following (in thousands):
Amount
Cash $ 5,660 
Fair value of common stock 30,467 
Total $ 36,127 
The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands):
  March 19, 2021
Cash $ 162 
Accounts receivable 743 
Other assets 1,996 
Intangible assets 11,200 
Goodwill 27,686 
Total assets acquired 41,787 
Total liabilities assumed (5,660)
Total $ 36,127 
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition:
Fair Value
(in thousands)		 Estimated Useful Life
(in years)
Developed technology $ 6,600  5.0
Customer relationships 4,500  3.0
Trade name 100  3.0
Total $ 11,200 
The acquisition of Cloud Elements generated $27.7 million in goodwill due to the synergies expected and the skilled workforce acquired. None of this goodwill is deductible for tax purposes.
The Company incurred transaction costs in connection with the Cloud Elements acquisition of $1.1 million. Of these transaction costs, $0.9 million was included in general and administrative expenses in the condensed consolidated statements of operations for the nine months ended October 31, 2021, and the remainder was recognized previously.