v3.24.1
Acquisition and Divestiture (Tables)
 12 Months Ended
Jan. 28, 2024
Business Combination and Asset Acquisition [Abstract]  
Allocation of total purchase price
The purchase price consideration was as follows:
(in thousands)January 29, 2023
Cash consideration paid to common shareholders$1,213,091 
Cash consideration paid to holders of Sierra Wireless equity compensation awards (1)
37,669 
Total cash consideration paid to selling equity holders$1,250,760 
Sierra Wireless debt settled at close58,791 
Total purchase price consideration$1,309,551 
(1) Consideration for Sierra Wireless equity compensation awards consisted of $37.7 million paid for the pre-combination portion of unvested equity awards that were accelerated as part of the Arrangement Agreement. The fair value of the unvested equity awards attributable to the post-combination period of $45.7 million is included in the Company's Statements of Operations for the fiscal year ended January 29, 2023.
(in thousands)Amounts recognized as of Acquisition Date (as initially reported)Measurement period adjustmentsAmounts recognized as of Acquisition Date (as adjusted)
Total purchase price consideration, net of cash acquired $68,794
$1,240,757 $1,240,757 
Assets:— 
Accounts receivable, net92,633 — 92,633 
Inventories96,339 (1,899)94,440 
Other current assets72,724 5,003 77,727 
Property, plant and equipment29,086 (2,628)26,458 
Intangible assets214,780 — 214,780 
Prepaid taxes3,001 — 3,001 
Deferred tax assets22,595 285 22,880 
Other assets14,878 — 14,878 
Liabilities:
Accounts payable50,413 210 50,623 
Accrued liabilities148,654 26,232 174,886 
Deferred tax liabilities4,824 350 5,174 
Other long-term liabilities32,785 (2,106)30,679 
Net assets acquired, excluding goodwill$309,360 $(23,925)285,435 
Goodwill$931,397 $23,925 $955,322 
The Company recognized $74.5 million of acquisition-related costs that were expensed in the Statements of Operations in fiscal year 2023 as follows:
(in thousands)Share-based compensation acceleration expenseOther acquisition
costs expensed		Total
Cost of sales$802 $— $802 
Selling, general and administrative33,937 28,798 $62,735 
Product development and engineering11,010 — $11,010 
Total acquisition costs expensed$45,749 $28,798 $74,547 
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination
A summary of the purchase price allocation to amortizable intangible assets is as follows:
(in thousands)Estimated Useful LifeJanuary 12, 2023
Amortizable intangible assets:
Developed technology
1-6 years
$152,780 
Customer relationships
2-10 years
53,000 
Trade name
2-10 years
9,000 
Total amortizable intangible assets$214,780 
Business Acquisition, Pro Forma Information
The following table provides a summary of the pro forma unaudited consolidated results of operations of Sierra Wireless as if the Sierra Wireless Acquisition had been completed on February 1, 2021 (the first day of fiscal year 2022):
Fiscal Year Ended
January 29, 2023January 30, 2022
(in thousands)(unaudited)(unaudited)
Total revenues$1,415,721 $1,214,067 
Net (loss) income22,174 (144,342)