Goodwill and Intangible Assets

9 Months Ended

Sep. 30, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

Goodwill represents the excess of the purchase price of acquired businesses over the estimated fair value of the tangible and identifiable intangible net assets acquired. The evaluation of the recoverability of goodwill is performed in accordance with FASB ASC Topic 350, which requires an annual assessment of potential goodwill impairment at the reporting unit level and whenever events or changes in circumstances indicate that the carrying value of goodwill may not be recoverable. The annual assessment of the recoverability of recorded goodwill can be based on either a qualitative or quantitative assessment or a combination of the two. Both methods utilize estimates which in turn require judgments and assumptions regarding future trends and events. As a result, both the precision and reliability of the resulting estimates are subject to uncertainty.

The Company conducted a quantitative assessment of the fair value of its reporting units as of September 30, 2015 based in part on the demonstrated historical trend of the fair values of the Company’s reporting units substantially exceeding their carrying values and the Company's recent financial performance. Among the factors included in the Company’s assessment were general economic conditions and the competitive environment; actual and projected reporting unit financial performance; forward-looking business measurements; and external market assessments. Based on the results of the assessment, the Company believes the fair values of its reporting units continue to exceed their respective carrying values.

The following table presents changes to the carrying amount of goodwill by reportable segment during the nine months ended September 30, 2015 (in thousands):



	Research			Consulting			Events			Total
Balance, December 31, 2014 (1)	$	445,460		$	99,417		$	41,788		$	586,665
Additions due to acquisitions (2)	144,716			—			—			144,716
Foreign currency translation adjustments	(6,794		)	(531		)	(106		)	(7,431		)
Balance, September 30, 2015	$	583,382		$	98,886		$	41,682		$	723,950


(1)	The Company does not have any accumulated goodwill impairment losses.


(2)	Includes $126.6 million and $18.1 million of goodwill resulting from the Capterra and Nubera acquisitions, respectively. See Note 1 — Business and Basis of Presentation for additional information regarding the acquisitions.

Amortizable Intangible Assets

The following tables present reconciliations of the carrying amounts of amortizable intangible assets as of the dates indicated (in thousands):



September 30, 2015	Trade Name			Customer Relationships			Content			Software			Non-Compete			Total
Gross cost, December 31, 2014	$	6,924		$	27,933		$	3,560		$	6,569		$	9,272		$	54,258
Additions due to acquisitions (1)	2,720			42,420			12,570			3,470			10,770			71,950
Intangibles fully amortized	(6,013		)	(7,210		)	—			—			—			(13,223		)
Foreign currency translation impact and other minor adjustments	(12		)	(432		)	(92		)	(1,292		)	69			(1,759		)
Gross cost	3,619			62,711			16,038			8,747			20,111			111,226
Accumulated amortization (2), (3)	(407		)	(6,477		)	(2,941		)	(2,286		)	(2,941		)	(15,052		)
Balance, September 30, 2015	$	3,212		$	56,234		$	13,097		$	6,461		$	17,170		$	96,174



December 31, 2014	Trade Name			Customer Relationships			Content			Software			Non-Compete			Total
Gross cost	$	6,924		$	27,933		$	3,560		$	6,569		$	9,272		$	54,258
Accumulated amortization (2), (3)	(6,202		)	(11,072		)	(2,246		)	(2,603		)	(1,446		)	(23,569		)
Balance, December 31, 2014	$	722		$	16,861		$	1,314		$	3,966		$	7,826		$	30,689

(1) Includes $63.1 million and $8.8 million of amortizable intangible assets resulting from the Capterra and Nubera acquisitions, respectively. See Note 1 — Business and Basis of Presentation for additional information regarding the acquisitions.

(2) Intangible assets are being amortized against earnings over the following periods: Trade name—2 to 5 years; Customer relationships—4 to 7 years; Content—1.5 to 4 years; Software—3 years; Non-compete—4 to 5 years.

(3) Aggregate amortization expense related to intangible assets was $2.7 million and $2.5 million for the three months ended September 30, 2015 and 2014, respectively, and $7.0 million and $5.8 million for the nine months ended September 30, 2015 and 2014.

The estimated future amortization expense by year from amortizable intangibles is as follows (in thousands):



2015 (remaining three months)	$	5,557
2016	21,519
2017	19,823
2018	18,092
2019	14,652
2020	11,107
2021	5,424
	$	96,174

- 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.

+ References + Details