8-KMaterial AgreementsExhibits & Filings

Salesforce, Inc. 8-K Report, Material Agreement (Dec 8, 2010)

Filed December 8, 2010For Securities:CRM

Summary

This Form 8-K filing by Salesforce.com, Inc. on December 7, 2010, announces a significant strategic move: the acquisition of Heroku, Inc. for approximately $212 million in cash. Heroku, a Delaware-based company, operates in the platform-as-a-service (PaaS) space, a move that would significantly expand Salesforce's cloud offerings and developer ecosystem. The acquisition details include a purchase price subject to customary adjustments based on Heroku's cash, debt, and working capital at closing. Key Heroku employees will receive employment offers from Salesforce, including grants of restricted stock and units, demonstrating the company's intent to retain and integrate Heroku's talent and technology. A portion of the acquisition price will be held in escrow to cover potential indemnification obligations, with representations and warranties having varying survival periods.

Key Highlights

  • 1Salesforce.com, Inc. enters into an Agreement and Plan of Merger to acquire Heroku, Inc.
  • 2The aggregate cash consideration for the acquisition is estimated at approximately $212 million, net of cash acquired.
  • 3The purchase price is subject to customary adjustments based on Heroku's closing financial position (cash, debt, working capital).
  • 4Key Heroku employees will receive employment offers from Salesforce, including grants of restricted stock and units.
  • 5A portion of the acquisition consideration ($25 million) will be placed in escrow to secure indemnification obligations.
  • 6The merger agreement includes customary representations, warranties, covenants, and indemnification provisions.
  • 7The transaction is subject to standard closing conditions and has a target completion by February 28, 2011.

Frequently Asked Questions

Salesforce is acquiring Heroku, Inc., a platform-as-a-service (PaaS) provider. This acquisition is significant as it likely expands Salesforce's cloud computing capabilities, developer tools, and ecosystem, aligning with their strategy to offer comprehensive cloud-based business solutions.

The estimated aggregate cash consideration for the acquisition of Heroku is approximately $212 million, net of any cash acquired by Salesforce. This amount is subject to adjustments based on Heroku's financial status at the closing of the merger.

Yes, the acquisition is subject to customary closing conditions. Additionally, the merger agreement includes provisions for termination by either party if the merger is not completed by February 28, 2011. Key employees are also being incentivized to join Salesforce post-acquisition.

Salesforce is extending employment offers to key Heroku employees and is providing them with grants of restricted stock and restricted stock units. This indicates a strategy to retain talent and foster a smooth integration of Heroku's technology and operations into Salesforce's business.