1. The Company

Description of the Company

ICG Group, Inc. (together with its subsidiaries, “ICG”) owns and operates cloud-based software and services businesses with recurring revenue streams that improve the productivity and efficiency of their business customers. Founded in 1996, ICG works to drive growth at those companies through strategic and operational support, as well as providing financial capital.

Basis of Presentation

The Consolidated Financial Statements contained herein (the “Consolidated Financial Statements”) include the accounts of ICG Group, Inc. and its wholly-owned subsidiaries, wholly-controlled subsidiaries and majority-owned subsidiaries. Channel Intelligence, a former subsidiary of CIML, and InvestorForce were previously consolidated core companies but were sold during the six months ended June 30, 2013. Accordingly, the financial results and financial position of those companies are presented as discontinued operations in the Consolidated Financial Statements for all periods presented and are excluded from the tables below.

ICG’s Consolidated Balance Sheets as of June 30, 2013 and December 31, 2012 included the financial position of the following majority-owned subsidiaries:

June 30, 2013		December 31, 2012
Bolt (1)		Bolt (1)
GovDelivery		CIML (2)
MSDSonline		GovDelivery
Procurian		MSDSonline
		Procurian

ICG’s Consolidated Statements of Operations and Comprehensive Income (Loss) (its “Consolidated Statements of Operations”) for the three- and six-month periods ended June 30, 2013 and 2012 included the results of the following majority-owned subsidiaries:

Three Months Ended June 30,		Six Months Ended June 30,
2013	2012	2013	2012
Bolt (1)	GovDelivery	Bolt (1)	GovDelivery
GovDelivery	MSDSonline	CIML (2)	MSDSonline (3)
MSDSonline	Procurian	GovDelivery	Procurian
Procurian		MSDSonline
		Procurian

(1) On December 27, 2012, ICG acquired additional equity ownership interests in Bolt that increased ICG’s ownership in the company to 53%; ICG began consolidating the financial position of Bolt as of that date. The results of operations of Bolt from the date of acquisition through December 31, 2012 were immaterial to ICG; accordingly, the results of operations of Bolt are included in ICG’s Consolidated Statements of Operations beginning on January 1, 2013. See Note 4, “Consolidated Core Companies,” for additional information regarding ICG’s consolidation of Bolt.

(2) CIML includes the assets and results of operations of mylist and its subsidiaries that are continuing operations from July 11, 2012, the date of consolidation when ICG increased its ownership in the company to 52%, to February 20, 2013, when ICG’s equity ownership interest in CIML was reduced to 38%.

(3) On March 30, 2012, ICG acquired 96% of MSDSonline and began consolidating the financial position of that company as of that date. The results of operations of MSDSonline from the date of acquisition through March 31, 2012 were immaterial to ICG; accordingly, the results of operations of MSDSonline are included in ICG’s Consolidated Statements of Operations beginning on April 1, 2012. See Note 4, “Consolidated Core Companies,” for additional information regarding ICG’s acquisition of MSDSonline.