1. The Company

Description of the Company

ICG Group, Inc. (together with its subsidiaries, “ICG”) was formed on March 4, 1996 and is a multi-vertical cloud technology company with offerings that create unique and compelling value for our customers and provide transformative efficiency to vertical markets worldwide.

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.

ICG’s Consolidated Balance Sheets as of June 30, 2014 and December 31, 2013 include the financial position of the following majority-owned subsidiaries:

As of:
June 30, 2014		December 31, 2013
Bolt		Bolt
GovDelivery		GovDelivery
MSDSonline		MSDSonline
QC Holdings ⁽¹⁾		QC Holdings ⁽¹⁾

ICG’s Consolidated Statements of Operations and Comprehensive Income (Loss) (its “Consolidated Statements of Operations”) for the three and six months ended June 30, 2014 and 2013 included the results of the following majority-owned subsidiaries:

Three Months Ended June 30,		Six Months Ended June 30,
2014	2013	2014	2013
Bolt	Bolt	Bolt	Bolt
GovDelivery	GovDelivery	GovDelivery	GovDelivery
MSDSonline	MSDSonline	MSDSonline	MSDSonline
QC Holdings ⁽¹⁾	CIML ⁽²⁾	QC Holdings ⁽¹⁾	CIML ⁽²⁾

⁽¹⁾

QC Holdings, Inc. (f/k/a WhiteFence, Inc. (“WhiteFence”)) (“QC Holdings”) is the entity that holds the remaining assets of WhiteFence following the sale of substantially all of WhiteFence’s assets to Allconnect, Inc. (“Allconnect”) on October 28, 2013. The $2.7 million of net assets of QC Holdings consist primarily of a receivable related to a deferred payment from the Allconnect transaction and the legal rights to a patent.

⁽²⁾

CIML was a consolidated company from July 11, 2012, when ICG increased its ownership in that company to 52%, until February 20, 2013, when ICG’s equity ownership interest in CIML was reduced to 38% as a result of the exercise of existing warrants and options in conjunction with the sale of Channel Intelligence to Google. As a result of that sale, Channel Intelligence is presented as discontinued operations in the Consolidated Financial Statements for the relevant periods and is not included in the table above; CIML (excluding Channel Intelligence) continues to be included in continuing operations in ICG’s Consolidated Financial Statements for the period for which it was consolidated.