Electronic Arts 2012 Annual Report Download - page 168

acquired assets and assumed liabilities have been included in our Consolidated Financial Statements since the
date of the acquisitions. See Note 6 for information regarding goodwill and acquisition-related intangible assets.
Pro forma results of operations have not been presented because the effect of the acquisitions was not material to
our Consolidated Statements of Operations.
Fiscal Year 2011 Acquisition
In October 2010, we acquired all of the outstanding shares of Chillingo in cash. Chillingo publishes games and
software for various mobile platforms. In addition, in connection and with the acquisition, we will pay additional
variable cash contingent upon the achievement of certain performance milestones through March 31, 2014. We
paid $4 million related to this arrangement during the first quarter of fiscal year 2013. This acquisition did not
have a significant impact on our Consolidated Financial Statements.
Fiscal Year 2010 Acquisitions
Playfish
In November 2009, we acquired all of the outstanding shares of Playfish for an aggregate purchase price of
approximately $308 million in cash and equity. Playfish is a developer of free-to-play social games that can be
played on social networking platforms. The following table summarizes the acquisition date fair value of the
consideration transferred which consisted of the following (in millions):
Cash ................................................................................ $297
Equity ............................................................................... 11
Total purchase price .................................................................. $308
The equity included in the consideration above consisted of restricted stock and restricted stock units, using the
quoted market price of our common stock on the date of grant.
In addition, we were required to pay additional variable cash consideration that was contingent upon the
achievement of certain performance milestones through December 31, 2011 and was limited to a maximum of
$100 million based on tiered revenue targets. In connection with this arrangement, we paid $25 million during
the fourth quarter of fiscal year 2012. We expect to pay an additional $25 million during the second quarter of
fiscal year 2013.
The following table summarizes the fair values of assets acquired and liabilities assumed at the date of
acquisition (in millions):
Current assets ......................................................................... $ 32
Deferred income taxes, net ............................................................... 20
Property and equipment, net .............................................................. 1
Goodwill ............................................................................. 274
Finite-lived intangibles assets ............................................................. 53
Contingent consideration ................................................................. (63)
Other liabilities ........................................................................ (9)
Total purchase price .................................................................. $308
All of the goodwill was initially assigned to our Playfish operating segment, and subsequently assigned to our
EA Labels operating segment. None of the goodwill recognized upon acquisition is deductible for tax purposes.
See Note 6 for additional information related to the changes in the carrying amount of goodwill and Note 18 for
segment information.
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