Goodwill and Intangible Assets, net

12 Months Ended

Dec. 31, 2014

Goodwill And Intangible Assets Disclosure [Abstract]

3. Goodwill and Intangible Assets, net

Goodwill

The following table summarizes the activity related to Actua’s goodwill (in thousands):

			Accumulated
	Gross Carrying		Impairment			Net Carrying
	Amount		Losses			Amount
Goodwill as of December 31, 2012	$	88,230	$	(304	)	$	87,926
Increase in goodwill due to Bolt's acquisition of Superior Access		2,540		-			2,540
Goodwill as of December 31, 2013		90,770		(304	)		90,466
Increase in goodwill due to MSDSonline'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		314		-			314
Increase in goodwill due to FolioDynamix acquisition		165,414		-			165,414
Goodwill as of December 31, 2014	$	264,490	$	(304	)	$	264,186

During the year ended December 31, 2013, Actua revised its initial estimates of its allocation of value to the 2012 consolidation of Bolt. Based on the revenues, Actua retroactively increased the value of goodwill as of December 31, 2012 by $10.2 million, which was primarily offset by a decrease in intangible assets. See Note, 4 “Consolidated Business” for additional information regarding the transaction impacting goodwill detailed in the table above.

As of December 31, 2014 and 2013, all of Actua’s goodwill was allocated to its vertical cloud segment.

Intangible Assets

The following table summarizes Actua’s intangible assets from continuing operations (in thousands):

				As of December 31, 2014
			Gross Carrying			Accumulated		Net Carrying
Intangible Assets	Useful Life		Amount			Amortization		Amount
Customer relationships	1-11 years	$	74,948		$	(14,817)	$	60,131
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		3,680			(3,367)		313
			128,394			(26,769)		101,625
Other intellectual property	Indefinite		700			-		700
		$	129,094		$	(26,769)	$	102,325

		As of December 31, 2013
		Gross Carrying	Accumulated	Net Carrying
Intangible Assets	Useful Life	Amount	Amortization	Amount
Customer relationships	1-11 years	$ 45,601	$ (9,546)	$ 36,055
Trademarks/trade names	3-11 years	15,813	(2,373)	13,440
Technology	5-10 years	9,527	(2,161)	7,366
Non-compete agreements	2-5 years	3,666	(2,172)	1,494
		74,607	(16,252)	58,355
Other intellectual property	Indefinite	400	-	400
		$ 75,007	$ (16,252)	$ 58,755

Amortization expense for intangible assets during the years ended December 31, 2014, 2013 and 2012 was $10.5 million, $8.5 million and $4.8 million, respectively. Actua amortizes intangible assets using the straight line method.

During the year ended December 31, 2013, Actua revised its initial estimates related to the allocated value of Bolt in connection with the 2012 consolidation of that company. Accordingly, based on those revisions, Actua retrospectively decreased the value of intangible assets as of December 31, 2012 by $10.9 million. See Note 4, “Consolidated Businesses,” for additional information regarding the transactions impacting intangibles detailed in the table above.

Remaining estimated amortization expense is as follows (in thousands):

2015	$	14,641
2016		14,211
2017		13,715
2018		12,401
2019		11,586
Thereafter		35,071
Remaining amortization expense	$	101,625

Impairment

Actua completed its annual impairment testing in the fourth quarter of each of 2014, 2013 and 2012. The completion of Actua’s annual impairment testing did not result in an impairment charge related to Actua’s consolidated businesses in any of those years, as Actua’s fair value of its reporting units, including goodwill, substantially exceeds its carrying value. Actua estimates the fair value of its reporting units using a “Level 3” input (see Note 8, “Financial Instruments,” for the definition of a “Level 3” input) market approach by determining market multiples from comparable publicly-traded companies and applying those approximate multiples to the revenues of the reporting units, which are then compared to the respective carrying values of the reporting units. See Note 4, “Consolidated Businesses.” Actua also performs ongoing business reviews of its equity method companies and cost method companies. See Note 7, “Equity and Cost Method Businesses.”

During the year ended December 31, 2012, GovDelivery decreased its liability related to contingent consideration payments for an acquisition because it believed that performance targets related to those contingent payments would not be achieved. As a result, GovDelivery performed an impairment analysis with respect to the associated intangible assets and goodwill recorded related to that acquisition, and recorded an impairment charge of $0.4 million related to the intangible assets and an impairment charge of $0.3 million related to goodwill that are reflected in the line item “Impairment related and other” in Actua’s Consolidated Statements of Operations for the year ended December 31, 2012. The $0.4 million impairment to intangibles is included in the $5.4 million accumulated amortization balance for customer relationships as of December 31, 2012 in the table above. In addition to the $0.7 million of impairments recorded by GovDelivery in 2012, GovDelivery also recorded a gain of $0.7 million to reverse a contingent consideration liability, which is also included in “Impairment related and other” on Actua’s Consolidated Statement of Operations during the year ended December 31, 2012.

- 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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