Annual and transition report of foreign private issuers pursuant to Section 13 or 15(d)

Acquisitions (Tables)

v2.4.0.8
Acquisitions (Tables)
12 Months Ended
Dec. 31, 2013
MakerBot [Member]
 
Schedule of Total Purchase Price

The total consideration transferred to effect the MakerBot transaction is as follows (in thousands):

Issuance of ordinary shares to MakerBot stockholders       $      446,019
Tax withholding and other payments on behalf of MakerBot stockholders     12,163
Exchange of MakerBot stock options for the Company options     7,198
Earn-out at estimated fair value     28,270
Total consideration   $ 493,650
Schedule of Stock Option Assumptions

The following assumptions were applied in determining the fair value of the exchanged MakerBot stock options:

Risk-free interest rate         0.36%
Expected option term     1.38 years
Expected price volatility     59.41%
Dividend yield     -
Weighted average merger date fair value   $ 92.73
Schedule of Assets Acquired and Liabilities Assumed

The allocation of the purchase price to assets acquired and liabilities assumed is as follows (in thousands):

  Allocation of
  Purchase Price
Cash and cash equivalents $ 3,405
Accounts receivable - Trade   878
Accounts receivable - Other   923
Deferred tax assets   5,964
Inventories   10,314
Property, plant and equipment   4,658
Goodwill   372,008
Intangible assets   168,386
Other non-current assets   7,068
Total assets acquired   573,604
Accounts payable & other liabilities   6,581
Unearned revenue   4,075
Deferred tax liabilities   69,120
Other non-current liabilities   178
Total liabilities assumed   79,954
Net assets acquired $ 493,650
Schedule of Acquired Intangible Assets

The allocation of the purchase price to the net assets acquired and liabilities assumed resulted in the recognition of the following intangible assets (in thousands):

        Weighted Average
        Amount       Life - Years
Developed technology   43,227   5
Trade name   42,134   11
Customer relationships - Distributors   19,315   10
Customer relationships - Direct   3,435   1
Non-compete agreement   10,004   4
IPR&D - Printers   34,189   Indefinite
IPR&D - Peripherals   16,082   Indefinite
Total   168,386    
Schedule of Results of Operations in Merger
Actual MakerBot results of operations included in the Consolidated Results of Operations (in thousands):
Net sales       $      35,603  
Loss attributable to MakerBot     (5,306 )
Schedule of Consolidated Results of Operations
    Year ended
(Unaudited , in thousands except share data)   December 31,
        2013       2012
Supplemental pro forma combined results of operations:                
Net sales   $      518,714     $      230,052  
Loss attributable to Stratasys Ltd.     (23,928 )     (30,211 )
Loss per ordinary share attributable to Stratasys Ltd. - basic     (0.54 )     (0.74 )
Loss per ordinary share attributable to Stratasys Ltd. - diluted   $ (0.54 )   $ (0.78 )
Schedule of Adjustments to Supplemental Pro Forma Results of Operations

Adjustments for the supplemental pro forma combined results of operations are as follows (in thousands):

    Year ended
    December 31,
        2013       2012
Increase in amortization of intangibles   $      13,466     $      23,556  
Adjust performance bonus expenses     (163 )     19,836  
Adjust expenses related to business combination                
       (deal fees, inventory and deferred revenues step-up and earn-out revaluation)     (10,628 )     11,272  
Adjust taxes related to the adjustments to the supplemental pro forma     (4,239 )     (20,226 )
    $ (1,564 )   $ 34,438  
Objet Ltd [Member]
 
Schedule of Total Purchase Price

Under these accounting standards, Stratasys Inc.'s total purchase price is calculated as if Stratasys Inc. had issued its shares to Objet's shareholders and converted options to purchase Objet's ordinary shares to options to purchase Stratasys Inc. common stock, as follows:

(in millions, except price per share)          
Number of shares of Objet ordinary shares outstanding on December 1, 2012     15.4
Exchange ratio     1.0
Stratasys, Inc. shares deemed (for accounting purposes only) issued to Objet shareholders     15.4
Stratasys, Inc. closing price on December 1, 2012 merger date   $      74.95
Total fair value of stock consideration     1,158
Fair value of deemed (for accounting purposes only) conversion of Objet equity awards     183
Fair value of non-controlling interest     0.3
Total purchase price   $ 1,341

Schedule of Stock Option Assumptions

The following assumptions were applied in determining the fair value of deemed (for accounting purposes only) conversion of Objet equity awards:

Risk-free interest rate         0.35%-0.49%
Expected option term     2.5-3.7 years
Expected price volatility     60.72%-62.59%
Dividend yield     -
Weighted average merger date fair value   $ 70.01
Schedule of Assets Acquired and Liabilities Assumed

The allocation of the purchase price to assets acquired and liabilities assumed is as follows (in thousands):

    Allocation of
        Purchase Price
Cash and cash equivalents   $ 41,524
Restricted cash     845
Short-term bank deposit     30,062
Accounts receivable - Trade     23,633
Accounts receivable - Other     12,477
Prepaid expenses     1,011
Inventories     40,364
Deferred tax assets     1,755
Property, plant and equipment     15,475
Goodwill     797,063
Intangible assets     490,176
Other non-current assets     2,539
Total assets acquired     1,456,924
Accounts payable & other liabilities     49,876
Unearned revenue     8,674
Deferred tax liabilities     51,003
Other non-current liabilities     6,474
Total liabilities assumed     116,027
Total purchase price   $ 1,340,897
Schedule of Acquired Intangible Assets

The allocation of the purchase price to the net assets acquired and liabilities assumed resulted in the recognition of the following intangible assets (in thousands):

          Weighted Average
        Amount       Life - Years
Developed technology   $      374,126   9.6
Customer relationships     72,679   10
Trade name     15,291   9
IPR&D     28,080   Indefinite
Total intangible assets   $ 490,176    
Schedule of Results of Operations in Merger

Actual Objet results of operations included in the Consolidated Results of Operations:

             
Net sales   $      19,098  
Loss attributable to Objet     (4,626 )
Schedule of Consolidated Results of Operations
    Year ended
    December 31,
(Unaudited        2012       2011
Supplemental pro forma combined results of operations:                
Net sales   $      359,054     $      274,310  
Loss attributable to Stratasys Ltd.     (21,577 )     (78,705 )
Loss per ordinary share attributable to Stratasys Ltd. - basic and diluted   $ (0.58 )   $ (2.15 )
Schedule of Adjustments to Supplemental Pro Forma Results of Operations

nts to the supplemental pro forma combined results of operations are as follows (in thousands):

    Year ended
    December 31,
(Unaudited)       2012       2011
Stock-based compensation related to business combination   $      22,642     $      22,079  
Increase in amortization of intangibles     44,239       48,261  
Adjust expenses related to business combination                
       (deal fees, inventory step-up, backlog, deferred revenues,                
       stock-based compensation accelerations)     (28,850 )     50,644  
Adjust taxes related to the adjustments to the supplemental pro forma     (2,899 )     (6,960 )
    $ 35,132     $ 114,024  
Solidscape, Inc [Member]
 
Schedule of Assets Acquired and Liabilities Assumed

The final allocation of the purchase price to assets acquired and liabilities assumed is as follows (in thousands):

  Allocation of
  Purchase Price
Cash and cash equivalents $ 540  
Accounts receivable   439  
Inventories   1,578  
Other current assets   771  
Deferred tax assets   383  
Property, plant and equipment   364  
Goodwill   24,616  
Intangible assets   19,500  
Total assets acquired              48,191  
Accounts payable & other liabilities   (1,041 )
Unearned revenue   (154 )
Deferred tax liabilities   (7,897 )
Total liabilities assumed   (9,092 )
Total purchase price $ 39,099  
Schedule of Acquired Intangible Assets

The allocation of the purchase price to the net assets acquired and liabilities assumed resulted in the recognition of the following intangible assets (in thousands):

        Weighted Average
  Amount       Life - Years
Developed technology $          11,750   6.7
Customer base   5,100   15
Trademarks   1,150   15
In-process R&D   1,150   Indefinite
Non-compete agreement   350   3
Total intangible assets $ 19,500