v3.26.1
Business Acquisition
3 Months Ended
Apr. 30, 2026
Business Acquisitions And Divestitures Abstract  
Business Acquisition

Note 13: Business Acquisition

FluentStream Corp.

On December 1, 2025, the Company acquired all outstanding stock of FluentStream, a provider of cloud communications/ unified-communications-as-a-service (“UCaaS”) solutions for small and medium-sized organizations, for total gross cash consideration of approximately $50.5 million, subject to cash acquired and customary working capital adjustments. The Company’s payment of the purchase price was not subject to any contingency requirements.

During first fiscal quarter of fiscal 2027, the Company received $0.4 million from the seller which is recorded in investing activities in the Company’s condensed consolidated statements of cash flows.

The following table summarizes the final purchase price allocation, as adjusted (in thousands):

 

 

Fair Value

 

Cash and cash equivalents

 

$

 

7,386

 

Accounts receivable

 

 

 

389

 

Prepaids and other current assets

 

 

 

61

 

Intangible assets

 

 

 

28,000

 

Goodwill

 

 

 

18,630

 

Accounts payable and other liabilities

 

 

 

(1,817

)

Regulatory fees and taxes

 

 

 

(2,133

)

Total purchase consideration

 

$

 

50,516

 

The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in thousands):

 

 

Fair Value

 

Useful Life (in years)

Customer relationships

 

$

 

24,200

 

7

Developed technology

 

 

 

2,400

 

5

Trade name

 

 

 

1,400

 

5

Identifiable intangible assets

 

$

 

28,000

 

 

Customer relationships represent the estimated fair values of the underlying relationships with FluentStream’s customer base.

Phone.Com, Inc.

On December 29, 2025, the Company acquired all outstanding stock of Phone.com, a provider of UCaaS solutions for small and medium-sized organizations, for total gross cash consideration of approximately $22.7 million, subject to cash acquired and customary working capital adjustments. The Company’s payment of the purchase price was not subject to any contingency requirements. The Company is required to withhold $1.0 million of the purchase price to fund holdback amounts for the purposes of providing security for any indemnification and other obligations and any purchase price adjustment in accordance with the acquisition agreement. The holdback amounts are not held in escrow, and as of January 31, 2026, $0.6 million were recorded as accrued expenses and other current liabilities and $0.4 million were recorded as other liabilities in the condensed consolidated balance sheets.

The following table summarizes the final purchase price allocation, as adjusted (in thousands):

 

 

Fair Value

 

Cash and cash equivalents

 

$

 

1,177

 

Accounts receivable

 

 

 

827

 

Other current and non-current assets

 

 

 

364

 

Intangible assets

 

 

 

18,900

 

Goodwill

 

 

 

8,729

 

Accounts payable and other liabilities

 

 

 

(3,429

)

Deferred revenue

 

 

 

(1,351

)

Deferred tax liability

 

 

 

(2,547

)

Total purchase consideration

 

$

 

22,670

 

 

The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in thousands):

 

 

Fair Value

 

Useful Life (in years)

Customer relationships

 

$

 

15,300

 

7

Developed technology

 

 

 

1,900

 

5

Trade name

 

 

 

1,700

 

7

Identifiable intangible assets

 

$

 

18,900

 

 

Customer relationships represent the estimated fair values of the underlying relationships with Phone.com’s customer base.