Business Combinations

3 Months Ended

Mar. 31, 2013

Business Combinations

Business Combinations

11.  Business Combinations

Asset Purchase — RangeMark Financial Services

On November 7, 2012, a subsidiary of the Company acquired certain assets and assumed certain liabilities from RangeMark Financial Services, Inc. and certain of its affiliates and other parties (“RangeMark”).  RangeMark specializes in providing quantitative research, advanced analytics and customizing solutions for its clients.  The aggregate purchase consideration was $2.5 million, payable in four installments commencing September 30, 2013 through March 31, 2015.  The Company has the right to transfer ownership of software-related intellectual property assets back to RangeMark, and be released of its payment and other obligations.

This transaction has been accounted for under the acquisition method of accounting in accordance with ASC 805, “Business Combinations.”  Goodwill of $1.2 million (all of which is expected to be deductible for tax purposes) is calculated as the purchase premium after adjusting for the fair value of net assets acquired and primarily represents the value attributable to the assembled workforce which is subsumed into the reported goodwill.  The following condensed statement of net assets acquired reflects the value assigned to RangeMarks’s net assets as of the acquisition date:

Condensed Statement of Net Assets Acquired

(In thousands of dollars)	November 7, 2012
Assets
Receivables	$	106
Intangible assets*	1,530
Other assets	40
Total assets acquired	$	1,676
Liabilities
Accrued expenses and other liabilities	$	538
Total liabilities assumed	$	538
Net assets acquired	$	1,138
Purchase price (present value)	2,350
Goodwill resulting from transaction	$	1,212

*Consists primarily of intellectual property and the trade name with estimated useful lives of 5 years and 10 years, respectively.