Discontinued Operations

9 Months Ended

Sep. 30, 2014

Discontinued Operations And Disposal Groups [Abstract]

Discontinued Operations

5. Discontinued Operations

During the year ended December 31, 2013, three of Actua’s consolidated subsidiaries, InvestorForce, Channel Intelligence and Procurian, were sold.

On January 29, 2013, InvestorForce was sold to MSCI Inc. (“MSCI”) for $23.6 million in cash. Actua’s proceeds from the sale were $20.8 million, a portion of which were held in escrow and subject to potential indemnification claims. Actua recorded a gain of $15.7 million related to the transaction during the nine months ended September 30, 2013; that gain is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” in Actua’s Consolidated Statements of Operations for the nine months ended September 30, 2013. During the nine months ended September 30, 2014, Actua recognized a gain of $2.1 million related to the release of escrowed proceeds from the sale of InvestorForce. That gain is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” in Actua’s Consolidated Statements of Operations for the three and nine months ended September 30, 2014.

On February 20, 2013, Channel Intelligence was sold to Google for $125.0 million in cash. Actua realized $60.5 million in the transaction, a portion of which was held in escrow and subject to potential indemnification claims. Actua recorded a gain of $17.8 million related to the transaction in 2013; that gain is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” in Actua’s Consolidated Statements of Operations for the nine months ended September 30, 2013.During the three months ended September 30, 2014, Actua recognized a gain of $5.8 million related to the release of escrow proceeds from the sale of Channel Intelligence. That gain is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” in Actua’s Consolidated Statement of Operations for the three and nine months ended September 30, 2014.

On December 4, 2013, Procurian was sold to an affiliate of Accenture plc (“Accenture”) for $375.0 million in cash. Actua realized $327.8 million in the transaction, a portion of which is being held in escrow and is subject to potential indemnification claims. Actua recorded a gain of $224.9 million related to the transaction during the fourth quarter of 2013. During the nine months ended September 30, 2014, Actua received proceeds from a working capital adjustment related to the Procurian sale.  Actua recognized a gain of less than $0.1 million, representing the amount of cash received, which is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax”  in Actua’s Consolidated Statements of Operations for the nine months ended September 30, 2014.

InvestorForce, Channel Intelligence and Procurian have been accounted for as discontinued operations. The results of operations and cash flows of each of those businesses have been reclassified from the results of continuing operations and are shown separately in Actua’s Consolidated Statements of Operations and Actua’s Consolidated Statements of Cash Flows for all relevant periods presented. The assets and liabilities of these discontinued operations have been reclassified and are reflected in the line items “Assets of discontinued operations” and “Liabilities of discontinued operations” in Actua’s Consolidated Balance Sheets as of September 30, 2013. Consistent with Actua’s policy election, Actua’s proceeds from the InvestorForce and Channel Intelligence transactions are reflected in cash flows provided by investing activities from continuing operations in Actua’s Consolidated Statement of Cash Flows for the three and nine months ended September 30, 2013. The results of Actua’s discontinued operations for the three and nine months ended September 2013 are summarized below (in millions):

							Procurian
Three months ended September 30, 2013
Revenue (through date of respective sale)							$	33.9
Actua Corporation’s share of net income (loss) (through date of respective sale)							$	1.7
	InvestorForce			Channel Intelligence			Procurian
Nine months ended September 30, 2013
Revenue (through date of respective sale)	$	0.8		$	3.1		$	103.5
Actua Corporation’s share of net income (loss) (through date of respective sale)	$	(0.5	)	$	(2.5	)	$	4.1

Income tax benefit of $3.0 million and $3.2 million is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” in Actua’s Consolidated Statements of Operations for the three and nine months ended September 30, 2013, respectively.

During the three months ended September 30, 2014, Actua recognized a loss of $1.2 million related to the payment of Procurian’s 2013 federal consolidated tax return. That loss is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” in Actua’s Consolidated Statement of Operations for the three and nine months ended September 30, 2014.