8-KRegulation FDExhibits & Filings

Salesforce, Inc. 8-K Report, Regulation FD Disclosure (Aug 7, 2019)

Filed August 7, 2019For Securities:CRM

Summary

Salesforce announced on August 7, 2019, its agreement to acquire ClickSoftware Technologies Ltd., a field service management software provider, for approximately $1.35 billion. This acquisition is structured as a mix of cash and company stock, and it is expected to close by the end of Salesforce's fiscal quarter ending October 31, 2019, subject to regulatory approvals. The integration of ClickSoftware is expected to enhance Salesforce's service cloud offerings. A key consideration for investors is the potential for a significant one-time income tax charge related to the transfer of ClickSoftware's intangible assets, which could impact U.S. GAAP provision for income taxes and earnings per share. While the exact amount and timing are uncertain, it is based on factors like integration plans and tax authority negotiations. Despite this potential tax impact, Salesforce anticipates no material change to its previously issued revenue or non-GAAP operating margin guidance for the current fiscal year. Updated guidance, including the impact of both the ClickSoftware and Tableau acquisitions, is expected on August 22, 2019.

Key Highlights

  • 1Salesforce to acquire ClickSoftware, a field service management software company, for approximately $1.35 billion.
  • 2The acquisition will be financed through a combination of cash and Salesforce common stock.
  • 3The deal is expected to close by the end of Salesforce's fiscal quarter ending October 31, 2019, pending customary closing conditions and antitrust approvals.
  • 4A potential significant one-time income tax charge is noted due to the integration of ClickSoftware's intangible assets, which could affect GAAP earnings per share.
  • 5Salesforce expects no material impact on its previously issued revenue or non-GAAP operating margin guidance for the current fiscal year.
  • 6Updated full-year guidance, incorporating both ClickSoftware and Tableau acquisitions, will be provided on August 22, 2019.

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