NDAQ » Topics » Purchase Acquisition-Shareholder.com

This excerpt taken from the NDAQ 10-Q filed Aug 8, 2006.

Purchase Acquisition—Shareholder.com

 

In February 2006, we acquired Shareholder.com, a privately held, Massachusetts-based firm specializing in shareholder communications and investor relations intelligence services, for $40.0 million in cash, subject to post-closing adjustments. We operate Shareholder.com as a wholly-owned subsidiary and it is included in our Issuers Services segment. The condensed consolidated financial statements include the operating results from the date of acquisition.

 

The following table presents a summary of the Shareholder.com acquisition:

 

Purchase
Consideration


   Total Net (Liabilities)
Acquired


    Purchased
Intangible Assets


   Goodwill

     (in thousands)     

$ 40,000

   $ (2,069 )   $ 10,159    $ 31,910

 

We will finalize the purchase price allocation for the Shareholder.com acquisition within one year from the purchase date. We expect future adjustments related to taxes and settlement of post-closing adjustments. See Note 4, “Goodwill and Purchased Intangible Assets,” for further discussion.

 

5


The Nasdaq Stock Market, Inc.

 

Notes to Condensed Consolidated Financial Statements—(Continued)

 

The following table presents the details of the purchased intangible assets acquired in the Shareholder.com acquisition. All purchased intangible assets are amortized over the straight-line method.

 

Technology


   Customer
Relationships


   Other

    Total

Estimated
Useful Life
(in Years)


   Amount

   Estimated
Useful Life
(in Years)


   Amount

   Estimated
Useful Life
(in Years)


   Amount

    Amount

(in thousands, except years)

5

   $ 959    11    $ 6,800    Indefinite    $ 2,400 (1)   $ 10,159

(1) Represents the Shareholder.com trade name which we determined to have an indefinite estimated useful life.

 

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