Consolidated Core Companies (Tables)

6 Months Ended

Jun. 30, 2013

Allocation of Purchase Price for Acquisitions and Enterprise Value of Channel Intelligence

The allocations of the respective purchase prices for each of the above acquisitions, including (1) the allocation for Procurian’s acquisition of UAI and (2) the allocation of the enterprise value of Bolt to identified intangible assets and tangible assets and liabilities, both of which were finalized during the six months ended June 30, 2013, are as follows (in thousands):

	MSDSonline
Net assets acquired:
Goodwill	$	15,847		$	9,491	$	3,194		$	69,775
Customer lists (8-11 year life)		20,440			6,200		3,100			6,800
Technology (5-11 year life)		1,900			900		1,050			4,300
Trademarks, trade names and domain names (2-15 year life)		6,800			600		40			6,400
Non-compete agreements (1-5 year life)		3,580			268		120			—
Other net assets (liabilities)		1,170			316		(777	)		(5,850	)
		49,737			17,775		6,727			81,425
Noncontrolling interest (1)		(1,355	)		—		—			(31,824	)
	$	48,382		$	17,775	$	6,727		$	49,601

(1) ICG estimated the fair value of the noncontrolling interest of Bolt and MSDSonline with consideration of discounts for lack of control and lack or marketability. See subsection “Redeemable Noncontrolling Interest” in this Note 4 with respect to MSDSonline.

Reconciliation of Activity Related to Redeemable Noncontrolling Interest

The following reconciles the activity related to the redeemable noncontrolling interest during the six months ended June 30, 2013 and 2012 (in thousands):

Balance at December 31, 2011	$	1,378
Redeemable noncontrolling interest portion of subsidiary net (income)/loss		(91	)
Accretion to estimated redemption value		211
Acquisition of MSDSonline		1,355
Impact of subsidiary equity transactions		(1	)
Balance at June 30, 2012	$	2,852

Balance at December 31, 2012	$	3,383
Redeemable noncontrolling interest portion of subsidiary net (income)/loss		(102	)
Accretion to estimated redemption value		570
Balance at June 30, 2013	$	3,851

Assets of Discontinued Operations

The “Assets of discontinued operations” as of December 31, 2012 also include ICG’s goodwill and ICG’s intangible assets related to its acquisition accounting of Channel Intelligence, which amounts are as follows (in thousands):

ICG’s goodwill related to Channel Intelligence discontinued operations	$	48,895
ICG’s intangible assets related to Channel Intelligence discontinued operations:
Customer relationships	$	9,522
Trademarks/tradenames/domain names		6,683
Licensing and services agreements		3,519
Developed technology		2,710
Total of ICG’s intangible assets related to Channel Intelligence discontinued operations	$	22,434

Pro Forma Information

The information in the following table represents revenue, net income (loss) attributable to ICG Group, Inc. and net income (loss) per diluted share attributable to ICG Group, Inc. for the relative periods, had ICG owned MSDSonline and Bolt, and had Procurian owned Media IQ and UAI during the three and six-month periods ended June 30, 2012.

	Three Months Ended June 30,
	2013				2012				2013			2012
	(in thousands, except per share data)
Revenue	$	48,662		$		46,761		$		95,001	$		88,774
Net income (loss) attributable to ICG Group, Inc.	$	(6,858	)	$		(6,189	)	$		12,210	$		(13,726	)
Net income (loss) per diluted share attributable to ICG Group, Inc.	$	(0.19	)	$		(0.17	)	$		0.33	$		(0.38	)

- Definition

Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate.

+ References+ Details

- Definition

Tabular disclosure of redeemable noncontrolling interest (as defined) included in the statement of financial position as either a liability or temporary equity. As of the date of the statement of financial position, such redeemable noncontrolling interest is currently redeemable, as defined, for cash or other assets of the entity at (1) at a fixed or determinable price on a fixed or determinable date, (2) at the option of the holder of the noncontrolling interest, or (3) upon occurrence of an event that is not solely within the control of the entity.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Emerging Issues Task Force (EITF)

-Number D-98

-Paragraph 44

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Emerging Issues Task Force (EITF)

-Number D-98

-Paragraph 43

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Emerging Issues Task Force (EITF)

-Number D-98

-Paragraph 40

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Emerging Issues Task Force (EITF)

-Number D-98

-Paragraph 41

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Emerging Issues Task Force (EITF)

-Number D-98

-Paragraph 42

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef

-Publisher AICPA

-Name Accounting Research Bulletin (ARB)

-Number 51

-Paragraph 25

-Appendix A

+ Details

- Definition

Tabular disclosure of disposal groups, which may include the gain (loss) recognized in the income statement and the income statement caption that includes that gain (loss), amounts of revenues and pretax profit or loss reported in discontinued operations, the classification and carrying value of the assets and liabilities comprising the disposal group, and the segment in which the disposal group was reported. Also may include the amount of adjustments to amounts previously reported in discontinued operations such as resolution of contingencies arising from the disposal transaction or the operations of the component prior to disposal.

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