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.