ORCL » Topics » Hyperion Solutions Corporation

These excerpts taken from the ORCL 10-K filed Jun 29, 2009.
Hyperion Solutions Corporation
 
On April 13, 2007, we acquired majority ownership of Hyperion Solutions Corporation by means of a cash tender offer and, subsequently, completed a merger of Hyperion with one of our wholly owned subsidiaries such that Hyperion became a wholly owned subsidiary of Oracle on April 19, 2007. We acquired Hyperion to expand our offerings of enterprise performance management and business intelligence software solutions.
 
The total purchase price for Hyperion was $3.2 billion which consisted of approximately $3.1 billion in cash paid to acquire the outstanding common stock of Hyperion, $51 million for the fair value of Hyperion options assumed and restricted stock awards exchanged and $21 million for acquisition related transaction costs. In allocating the purchase price based on estimated fair values, we recorded approximately $1.6 billion of goodwill, $1.5 billion of identifiable intangible assets, $118 million of net tangible assets and $56 million of in-process research and development.
 
Hyperion
Solutions Corporation



 



On April 13, 2007, we acquired majority ownership of
Hyperion Solutions Corporation by means of a cash tender offer
and, subsequently, completed a merger of Hyperion with one of
our wholly owned subsidiaries such that Hyperion became a wholly
owned subsidiary of Oracle on April 19, 2007. We acquired
Hyperion to expand our offerings of enterprise performance
management and business intelligence software solutions.


 



The total purchase price for Hyperion was $3.2 billion
which consisted of approximately $3.1 billion in cash paid
to acquire the outstanding common stock of Hyperion,
$51 million for the fair value of Hyperion options assumed
and restricted stock awards exchanged and $21 million for
acquisition related transaction costs. In allocating the
purchase price based on estimated fair values, we recorded
approximately $1.6 billion of goodwill, $1.5 billion
of identifiable intangible assets, $118 million of net
tangible assets and $56 million of in-process research and
development.


 




These excerpts taken from the ORCL 10-K filed Jul 2, 2008.
Hyperion Solutions Corporation
 
On April 13, 2007, we acquired majority ownership of Hyperion Solutions Corporation by means of a cash tender offer and, subsequently, completed a merger of Hyperion with one of our wholly owned subsidiaries such that Hyperion became a wholly owned subsidiary of Oracle on April 19, 2007. We acquired Hyperion to expand our offerings of enterprise performance management and business intelligence software solutions.
 
The total purchase price for Hyperion was $3.2 billion which consisted of $3,171 million in cash paid to acquire the outstanding common stock of Hyperion, $51 million for the fair value of Hyperion options assumed and restricted stock awards exchanged and $27 million for acquisition related transaction costs. In allocating the purchase price based on estimated fair values, we recorded approximately $1,638 million of goodwill, $1,460 million of identifiable intangible assets, $95 million of net tangible assets and $56 million of in-process research and development.
 
Hyperion
Solutions Corporation



 



On April 13, 2007, we acquired majority ownership of
Hyperion Solutions Corporation by means of a cash tender offer
and, subsequently, completed a merger of Hyperion with one of
our wholly owned subsidiaries such that Hyperion became a wholly
owned subsidiary of Oracle on April 19, 2007. We acquired
Hyperion to expand our offerings of enterprise performance
management and business intelligence software solutions.


 



The total purchase price for Hyperion was $3.2 billion
which consisted of $3,171 million in cash paid to acquire
the outstanding common stock of Hyperion, $51 million for
the fair value of Hyperion options assumed and restricted stock
awards exchanged and $27 million for acquisition related
transaction costs. In allocating the purchase price based on
estimated fair values, we recorded approximately
$1,638 million of goodwill, $1,460 million of
identifiable intangible assets, $95 million of net tangible
assets and $56 million of in-process research and
development.


 




This excerpt taken from the ORCL 10-Q filed Apr 1, 2008.
Hyperion Solutions Corporation
 
On April 13, 2007, we acquired majority ownership of Hyperion Solutions Corporation by means of a cash tender offer and, subsequently, completed a merger of Hyperion with our wholly owned subsidiary on April 19, 2007. We acquired Hyperion to expand our offerings of enterprise performance management and business intelligence software solutions.
 
The total purchase price for Hyperion was $3.2 billion which consisted of $3,171 million in cash paid to acquire the outstanding common stock of Hyperion, $51 million for the fair value of Hyperion options assumed and restricted stock awards exchanged and $27 million for acquisition related transaction costs. In allocating the purchase price based on estimated fair values, we recorded approximately $1,660 million of goodwill, $1,460 million of identifiable intangible assets, $73 million of net tangible assets and $56 million of in-process research and development. The preliminary allocation of the purchase price was based upon a preliminary valuation and our estimates and assumptions are subject to change. The primary areas of the purchase price allocation that are not yet finalized relate to certain restructuring liabilities, legal matters, income and non-income based taxes and residual goodwill.


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Table of Contents

 
ORACLE CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
February 29, 2008
(Unaudited)
 
This excerpt taken from the ORCL 10-Q filed Dec 21, 2007.
Hyperion Solutions Corporation
 
On April 13, 2007, we acquired majority ownership of Hyperion Solutions Corporation by means of a cash tender offer and, subsequently, completed a merger of Hyperion with our wholly-owned subsidiary on April 19, 2007. We acquired Hyperion to expand our offerings of enterprise performance management and business intelligence software solutions.
 
The total purchase price for Hyperion was $3.2 billion which consisted of $3,171 million in cash paid to acquire the outstanding common stock of Hyperion, $51 million for the fair value of Hyperion options assumed and restricted stock awards exchanged and $27 million for acquisition related transaction costs. In allocating the purchase price based on estimated fair values, we recorded approximately $1,658 million of goodwill, $1,460 million of identifiable intangible assets, $75 million of net tangible assets and $56 million of in-process research and development. The preliminary allocation of the purchase price was based upon a preliminary valuation and our estimates and assumptions are subject to change. The primary areas of the purchase price allocation that are not yet finalized relate to certain restructuring liabilities, legal matters, income and non-income based taxes and residual goodwill.
 
This excerpt taken from the ORCL 10-Q filed Sep 26, 2007.
Hyperion Solutions Corporation
 
On April 13, 2007, we acquired majority ownership of Hyperion Solutions Corporation by means of a cash tender offer and, subsequently, completed a merger of Hyperion with our wholly-owned subsidiary on April 19, 2007. We acquired Hyperion to expand our offerings of enterprise performance management and business intelligence software solutions.
 
The total purchase price for Hyperion was $3.2 billion which consisted of $3,171 million in cash paid to acquire the outstanding common stock of Hyperion, $51 million for the fair value of Hyperion options assumed and restricted stock awards exchanged and $27 million for acquisition related transaction costs. In allocating the purchase price based on estimated fair values, we recorded approximately $1,620 million of goodwill, $1,460 million of identifiable intangible assets, $113 million of net tangible assets and $56 million of in-process research and development. The preliminary allocation of the purchase price was based upon a preliminary valuation and our estimates and assumptions are subject to change. The primary areas of the purchase price allocation that are not yet finalized relate to certain restructuring liabilities, legal matters, income and non-income based taxes and residual goodwill.
 
This excerpt taken from the ORCL 10-K filed Jun 29, 2007.
Hyperion Solutions Corporation
 
On April 13, 2007, we obtained majority ownership of the outstanding common stock of Hyperion Solutions Corporation via a cash tender offer as agreed to between us and Hyperion pursuant to an Agreement and Plan of Merger dated February 28, 2007 (Merger Agreement). We acquired Hyperion to extend our reach of product offerings into the enterprise performance management marketplace, as well as to expand our presence in the business intelligence software marketplace.
 
On April 19, 2007, we completed the merger of our wholly-owned subsidiary with and into Hyperion and converted each remaining outstanding share of Hyperion common stock not tendered, into a right to receive $52.00 per share in cash, without interest. We have included the financial results of Hyperion in our consolidated financial statements as of April 13, 2007. The minority interest in the earnings of Hyperion for the period from April 13, 2007 to April 19, 2007 was nominal.
 
The total purchase price for Hyperion was approximately $3.3 billion and is comprised of:
 
         
    (in millions)  
 
Acquisition of 61 million shares of outstanding common stock of Hyperion at $52.00 per share in cash
  $ 3,171  
Fair value of vested Hyperion stock awards exchanged
    51  
Acquisition related transaction costs
    29  
         
Total purchase price
  $ 3,251  
         
 
Fair value of estimated options assumed and restricted stock awards/units exchanged: As of April 19, 2007, Hyperion had approximately 6 million stock options, restricted stock awards and restricted stock units outstanding. In accordance with the Merger Agreement, the conversion value of each option assumed was based on the exercise price of each Hyperion option multiplied by the conversion ratio of 0.3598, which was calculated as the average Oracle stock price for 10 days prior to the closing date of April 19, 2007 divided by the consideration price of $52.00 paid by Oracle for each Hyperion common share outstanding.
 
The fair value of options assumed and awards exchanged was determined using a Black-Scholes-Merton valuation model with the following assumptions: expected life of 1.5 to 4.4 years, risk-free interest rate of 4.50% to 4.57%, expected volatility of 26% and no dividend yield. The fair value of unvested Hyperion options and restricted stock awards related to future service is being amortized on a straight-line basis over the remaining service period, while the value of vested options is included in total purchase price.


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Table of Contents

ORACLE CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
May 31, 2007

Acquisition related transaction costs:  Acquisition related transaction costs include estimated investment banking fees, legal and accounting fees and other external costs directly related to the acquisition.
 
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