Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

The following table summarizes the activity related to Actua’s goodwill:



(in thousands)	Gross carrying amount		Accumulated impairment losses			Net carrying amount
Goodwill as of December 31, 2013	$	90,770	$	(304	)	$	90,466
Increase in goodwill due to VelocityEHS's acquisition of KMI	6,735		—			6,735
Increase in goodwill due to GovDelivery's acquisition of NuCivic	1,257		—			1,257
Increase in goodwill due to Bolt's acquisition of Ludwig	455		—			455
Increase in goodwill due to FolioDynamix acquisition	166,171		—			166,171
Goodwill as of December 31, 2014	$	265,388	$	(304	)	$	265,084
Increase in goodwill due to GovDelivery's acquisition of Textizen	606		—			606
Decrease in goodwill due to FolioDynamix impairment charge	—		(39,656		)	(39,656		)
Goodwill as of December 31, 2015	$	265,994	$	(39,960	)	$	226,034

During the year ended December 31, 2015, Actua revised its initial purchase price allocation related to its 2014 acquisition of FolioDynamix and also its initial purchase price allocation related to its 2014 acquisition of Ludwig-Walpole Company, Inc. (“Ludwig”). Based on those revisions, Actua retrospectively increased the value of goodwill as of December 31, 2014 by an aggregate amount of $0.9 million, which was offset by a decrease in intangible assets in the amount of $0.2 million, and an increase in financial liabilities in the amount of $0.7 million. The purchase price allocation related to that transaction is detailed in Note 4, “Consolidated Businesses.” As of December 31, 2015, 2014 and 2013, all of Actua’s goodwill was allocated to its vertical cloud segment.

Impairment

Actua completed its annual impairment testing in the fourth quarter of each of 2015, 2014 and 2013. During the fourth quarter of 2015, Actua reviewed the goodwill balance for impairment in accordance with its accounting policy and identified factors, including the market value of Actua's common stock, indicating that the fair value of Actua’s goodwill could have fallen below its book value. As of December 31 2015, Actua determined that the goodwill associated to the FolioDynamix reporting unit was partially impaired and recognized an impairment charge of $39.7 million, recorded within the “Impairment related and other” line of the Consolidated Statements of Operations. Please refer to Note 8, “Fair Value Measurements,” for a further discussion of the fair value measurement relating to the FolioDynamix reporting unit impairment charge.

The completion of Actua's 2015 year-end impairment testing resulted in no impairments related to Actua's other consolidated businesses, and the completion of its 2014 and 2013 year-end impairment testing resulted in no impairments to any of Actua's consolidated businesses, including FolioDynamix, because Actua’s fair value of its reporting units substantially exceeded its carrying value for each of those reporting units, including goodwill.

Actua also performs ongoing business reviews of its cost method businesses. Please refer to Note 4, “Consolidated Businesses” and Note 7, “Equity and Cost Method Businesses”.

Intangible assets

The following table summarizes Actua’s intangible assets:



(in thousands)		As of December 31, 2015
		Gross carrying		Accumulated			Net carrying
Intangible assets	Useful life	amount		amortization			amount
Customer relationships	1-11 years	$	76,414	$	(22,652	)	$	53,762
Trademarks/trade names	3-11 years	24,835		(7,763		)	17,072
Technology	5-10 years	25,820		(8,055		)	17,765
Non-compete agreements	2-5 years	3,645		(3,549		)	96
		130,714		(42,019		)	88,695
Other intellectual property ⁽¹⁾	Indefinite	700		—			700
		$	131,414	$	(42,019	)	$	89,395



(in thousands)		As of December 31, 2014
		Gross carrying		Accumulated			Net carrying
Intangible assets	Useful life	amount		amortization			amount
Customer relationships	1-11 years	$	74,656	$	(14,817	)	$	59,839
Trademarks/trade names	3-11 years	24,543		(4,322		)	20,221
Technology	5-10 years	25,223		(4,263		)	20,960
Non-compete agreements	2-5 years	3,645		(3,367		)	278
		128,067		(26,769		)	101,298
Other intellectual property ⁽¹⁾	Indefinite	700		—			700
		$	128,767	$	(26,769	)	$	101,998

______________________________


⁽¹⁾	Included in this line item is a domain name valued at $0.3 million that Actua currently believes has an indefinite life, and a domain name for which Actua estimated the residual value to approximate its carrying value of $0.4 million as of both December 31, 2015 and December 31, 2014.

Amortization expense for intangible assets during the years ended December 31, 2015, 2014 and 2013 was $15.3 million, $10.5 million, and $8.5 million, respectively.

Remaining estimated amortization expense for the respective years is set forth as follows:



(in thousands)

2016	$	15,378
2017	14,839
2018	13,415
2019	12,103
2020	10,420
Thereafter	22,540
Remaining amortization expense	$	88,695

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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