v3.22.4
Business Acquisitions
12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Business Acquisitions Business Acquisitions
Deliverr, Inc.

On July 8, 2022, the Company completed the acquisition of Deliverr, a company based in San Francisco, California, that provides fulfillment services to ecommerce retailers. By adding Deliverr's software, which includes machine learning and optimization technology, the Company intends to accelerate the development of Shopify's logistics offering. The Company acquired 100 percent of the outstanding shares of Deliverr in exchange for cash consideration of $1,961,864 and $9,774 in Shopify Class A subordinate voting shares. In connection with the transaction, a further $293,688 in restricted shares, RSUs and stock options were issued and are being accounted for as stock-based compensation as they are related to post-combination services. The transaction was accounted for as a business combination.
The following table summarizes the purchase price allocation of the Deliverr assets acquired and liabilities assumed at the acquisition date:
Amount
$
Fair value of net tangible assets and liabilities:
Cash263,850 
Trade and other receivables, net7,317 
Other current assets5,645 
Property and equipment, net12,833 
Accounts payable and accrued liabilities(20,360)
Other current and long-term liabilities(309)
Fair value of identifiable intangible assets:
Acquired technology255,000 
Customer relationships29,000 
Other intangibles4,000 
Net deferred tax liability on acquired intangibles(23,002)
Goodwill1,437,664 
Total purchase price1,971,638 

The acquired technology was valued at $255,000 using a relief-from-royalty methodology, the customer relationships were valued at $29,000 using a cost approach and other intangibles were valued at $4,000 using a relief-from-royalty methodology, and are being amortized over six, five and three years, respectively. Goodwill from the Deliverr acquisition is primarily attributable to the expected synergies that will result from integrating the Deliverr software with Shopify's logistics offering, and the acquisition of the assembled workforce. None of the goodwill recognized is deductible for income tax purposes. The deferred tax liability relates to the taxable temporary difference on the acquired intangible assets.

Donde Fashion, Inc.

On July 20, 2021, the Company completed the acquisition of software company Donde, a Delaware corporation, and its subsidiary Donde Mobile R&D Ltd. With this acquisition, the Company added engineering talent to expand its research and development capabilities. The Company acquired 100 percent of the outstanding shares of Donde in exchange for cash consideration of $50,687. The transaction was accounted for as a business combination. The operations of Donde have been consolidated into the Company’s results as of the acquisition date.
The following table summarizes the purchase price allocation of the Donde assets acquired and liabilities assumed at the acquisition date:
 Amount
$
Cash887 
Accounts payable and other current liabilities(7,377)
Technology24,000 
Net deferred tax liability on acquired intangibles(4,390)
Goodwill37,567 
Total purchase price50,687 

The acquired technology was valued at $24,000 using a cost approach and is being amortized over three years. Goodwill from the Donde acquisition is primarily attributable to the expected synergies that will result from integrating Donde and its assembled workforce. None of the goodwill recognized is deductible for income tax purposes. The deferred tax liability relates to the taxable temporary difference on the acquired intangible assets.