Goodwill and Intangible Assets

6 Months Ended

Jun. 30, 2011

5. Goodwill and Intangible Assets

Goodwill represents the cost in excess of the fair value of the net assets of acquired businesses. In accordance with ASC 350, Intangibles-Goodwill and other, goodwill is not amortized. The Company has determined that it has one reporting unit and performs its annual goodwill impairment test as of December 31 each year. In analyzing goodwill and intangible assets for potential impairment, the Company uses projections of future discounted cash flows and other procedures to determine whether the Company’s estimated fair value exceeds its carrying value. During the year ended December 31, 2010, the Company completed its annual goodwill and other indefinite-lived intangible assets impairment test and the results determined that the goodwill and indefinite-lived intangible assets were not at risk of failing step 1 and therefore not impaired at December 31, 2010. In addition, the Company believes there were no indicators of impairment during the three and six months ended June 30, 2011.

The following table summarizes changes in the Company’s goodwill balances as required by ASC 350-20 for the six months ended June 30, 2011 and the year ended December 31, 2010 (in thousands):

	June 30, 2011			December 31, 2010
Goodwill balance at beginning of period	$	224,806		$	115,189
Accumulated impaired goodwill at beginning of period		(102,294	)		(102,294	)
Goodwill balance at beginning of period, net		122,512			12,895
Goodwill acquired during the period		—			109,617
Goodwill adjusted during the period		674			—
Goodwill balance at end of period, net	$	123,186		$	122,512

The Company’s intangible assets are summarized as follows (in thousands):

	June 30, 2011			December 31, 2010			Weighted-average Amortization Period as of June 30, 2011
Indefinite-lived intangible assets:
Domain/Trade names	$	29,770		$	29,770
Definite-lived intangible assets:
Non-compete agreements		3,408			3,408		10 months
Customer relationships		54,866			55,077		75 months
Developed technology		57,923			57,923		68 months
Other		100			100
Accumulated amortization		(47,212	)		(39,435	)

	$	98,855		$	106,843

The weighted-average amortization period for the amortizable intangible assets as of June 30, 2011 is approximately 71 months. Total amortization expense was $3.8 million and $2.7 million for the three months ended June 30, 2011 and 2010, respectively. Total amortization expense was $7.8 million and $5.3 million for the six months ended June 30, 2011 and 2010, respectively.

As of June 30, 2011, the amortization expense for the next five years is as follows (in thousands):

2011 (remainder of year)	$	7,826
2012		15,336
2013		13,312
2014		8,908
2015		5,786
Thereafter		17,917
Total	$	69,085

- 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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