Acquisitions (Tables)

9 Months Ended

Sep. 30, 2014

Schedule of Acquisition Date Fair Value of Assets and Liabilities

The following table summarizes the August 8, 2013 acquisition-date fair value of the assets and liabilities acquired in connection with the GrubHub Holdings Inc. business combination:

	(in thousands)
Cash and cash equivalents	$	13,266
Accounts receivable		2,108
Other identifiable assets		4,422
Customer and vendor relationships		167,450
Deferred tax asset		4,013
Deferred tax liability		(88,937	)
Developed technology		5,143
Goodwill		239,346
Liabilities assumed		(10,602	)
Trademarks		85,276
Total net assets acquired	$	421,485

Pro Forma Summary of Operation

The following unaudited pro forma information presents a summary of the operating results of the Company for the three and nine months ended September 30, 2013 as if GrubHub Inc. had acquired GrubHub Holdings Inc. as of January 1, 2013:

	Three Months Ended September 30, 2013		Nine Months Ended September 30, 2013
	(in thousands)
Revenues	$	41,035	$	121,062
Net income		1,473		2,246

Pro Forma Adjustments

The pro forma adjustments reflect the additional amortization that would have been recognized for the intangible assets, replacement stock option awards compensation cost for services performed after the Merger, elimination of transaction costs incurred and pro forma tax adjustments for the three and nine months ended September 30, 2013 as follows:

	Three Months Ended September 30, 2013			Nine Months Ended September 30, 2013
	(in thousands)
Amortization of intangible assets	$	1,141		$	6,475
Stock-based compensation		573			2,997
Transaction costs		(1,701	)		(9,131	)
Income tax expense (benefit)		17			(2,750	)