NDAQ » Topics » Technology - Internal Use

This excerpt taken from the NDAQ 10-Q filed Nov 7, 2008.

Technology – Internal Use

The fair values of the internally used technology were valued using the income approach, specifically the relief from royalty approach, relying on publicly available information to determine the royalty rate that OMX would have to pay a third-party for the use of the technologies. This valuation methodology is based on the concept that because OMX owns the technologies it does not have to pay a third-party for the right to license the technology.

Nasdaq researched public documents and accessed the Royalty Source database for license agreements involving similar trade names in the financial services and technology industries. The guideline sample of license agreements yielded a range of royalty rates extending from 0.25% to 40.0% for financial services technologies. Based on the functionality of the technologies, Nasdaq estimated the royalty rates to be 5.0% for the developed and new technology.

The cash flows were then tax-effected at a rate of 25.0%, and a discounted tax amortization benefit was added to the fair value of the asset under the assumption that the technologies would be amortized for tax purposes over a period of seven years.

The fair value of the new technology was adjusted for the INET components that Nasdaq and OMX are incorporating into Genium, which represented approximately 96.0% of value.

 

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Table of Contents

The following is a summary of the indicated fair value for the internally licensed existing and new technologies:

 

     Developed
Technology
   New
Technology
 
     (in millions)  

Sum of discounted cash flows

   $ 22.9    $ 66.4  

Discounted tax amortization benefit

     5.2      15.0  
               

Indicated fair value

     28.1      81.4  

Value Adjustment for Nasdaq and OMX

     —        (78.5 )
               

Indicated fair value

   $ 28.1    $ 2.9  
               
This excerpt taken from the NDAQ 10-Q filed Aug 8, 2008.

Technology – Internal Use

The fair values of the internally used technology were valued using the income approach, specifically the relief from royalty approach, relying on publicly available information to determine the royalty rate that OMX would have to pay a third-party for the use of the technologies. This valuation methodology is based on the concept that because OMX owns the technologies it does not have to pay a third-party for the right to license the technology.

Nasdaq researched public documents and accessed the Royalty Source database for license agreements involving similar trade names in the financial services and technology industries. The guideline sample of license agreements yielded a range of royalty rates extending from 0.25% to 40.0% for financial services technologies. Based on the functionality of the technologies, Nasdaq estimated the royalty rates to be 5.0% for the developed and new technology.

The cash flows were then tax-effected at a rate of 25.0%, and a discounted tax amortization benefit was added to the fair value of the asset under the assumption that the technologies would be amortized for tax purposes over a period of seven years.

 

18


Table of Contents

The fair value of the new technology was adjusted for the INET components that Nasdaq and OMX are incorporating into Genium, which represented approximately 96.0% of value.

The following is a summary of the indicated fair value for the internally licensed existing and new technologies:

 

     Developed
Technology
   New
Technology
 
     (in millions)  

Sum of discounted cash flows

   $ 22.9    $ 66.4  

Discounted tax amortization benefit

     5.2      15.0  
               

Indicated fair value

     28.1      81.4  

Value Adjustment for Nasdaq and OMX

     —        (78.5 )
               

Indicated fair value

   $ 28.1    $ 2.9  
               
This excerpt taken from the NDAQ 8-K filed Aug 1, 2008.

Technology – Internal Use

The fair values of the internally used technology were valued using the income approach, specifically the relief from royalty approach, relying on publicly available information to determine the royalty rate that OMX would have to pay a third-party for the use of the technologies. This valuation methodology is based on the concept that because OMX owns the technologies it does not have to pay a third-party for the right to license the technology.

Nasdaq researched public documents and accessed the Royalty Source database for license agreements involving similar trade names in the financial services and technology industries. The guideline sample of license agreements yielded a range of royalty rates extending from 0.25% to 40.0% for financial services technologies. Based on the functionality of the technologies, Nasdaq estimated the royalty rates to be 5.0% for the developed and new technology.

The cash flows were then tax-effected at a rate of 25.0%, and a discounted tax amortization benefit was added to the fair value of the asset under the assumption that the technologies would be amortized for tax purposes over a period of seven years.

The fair value of the new technology was adjusted for the INET components that Nasdaq and OMX are incorporating into Genium, which represented approximately 96.0% of value.

The following is a summary of the indicated fair value for the internally licensed existing and new technologies:

 

     Developed
Technology
   New
Technology
 
     (in millions)  

Sum of discounted cash flows

   $ 22.9    $ 66.4  

Discounted tax amortization benefit

     5.2      15.0  
               

Indicated fair value

     28.1      81.4  

Value Adjustment for Nasdaq and OMX

     —        (78.5 )
               

Indicated fair value

   $ 28.1    $ 2.9  
               
This excerpt taken from the NDAQ 10-Q filed May 9, 2008.

Technology – Internal Use

The fair values of the internally used technology were valued using the income approach, specifically the relief from royalty approach, relying on publicly available information to determine the royalty rate that OMX would have to pay a third-party for the use of the technologies. This valuation methodology is based on the concept that because OMX owns the technologies it does not have to pay a third-party for the right to license the technology.

 

19


Table of Contents

Nasdaq researched public documents and accessed the Royalty Source database for license agreements involving similar trade names in the financial services and technology industries. The guideline sample of license agreements yielded a range of royalty rates extending from 0.25% to 40.0% for financial services technologies. Based on the functionality of the technologies, Nasdaq estimated the royalty rates to be 5.0% for the developed and new technology.

The cash flows were then tax-effected at a rate of 25.0%, and a discounted tax amortization benefit was added to the fair value of the asset under the assumption that the technologies would be amortized for tax purposes over a period of seven years.

The fair value of the new technology was adjusted for the INET components that Nasdaq and OMX are incorporating into Genium, which represented approximately 51.0% of value.

The following is a summary of the indicated fair value for the internally licensed existing and new technologies:

 

     Developed
Technology
   New
Technology
 
     (in millions)  

Sum of discounted cash flows

   $ 27.1    $ 27.3  

Discounted tax amortization benefit

     6.2      6.2  
               

Indicated fair value

     33.3      33.5  

Value Adjustment for Nasdaq and OMX

     —        (17.1 )
               

Indicated fair value

   $ 33.3    $ 16.4  
               
This excerpt taken from the NDAQ 8-K filed May 2, 2008.

Technology – Internal Use

The fair values of the internally used technology were valued using the relief from royalty approach, relying on publicly available information to determine the royalty rate that OMX would have to pay a third-party for the use of the technologies. This valuation methodology is based on the concept that because OMX owns the technologies it does not have to pay a third-party for the right to license the technology.

Nasdaq researched public documents and accessed the Royalty Source database for license agreements involving similar trade names in the financial services and technology industries. The guideline sample of license agreements yielded a range of royalty rates extending from 0.25% to 40.0% for financial services technologies. Based on the functionality of the technologies, Nasdaq estimated the royalty rates to be 5.0% for the developed and new technology.

The cash flows were then tax-effected at a rate of 25.0%, and a discounted tax amortization benefit was added to the fair value of the asset under the assumption that the technologies would be amortized for tax purposes over a period of seven years.

The fair value of the new technology was adjusted for the INET components (Nasdaq’s current trading platform) that Nasdaq and OMX are incorporating into Genium, which represented approximately 51.0% of value.

The following is a summary of the indicated fair value for the internally licensed existing and new technologies:

 

(in millions)    Existing    New

Sum of discounted cash flows

   27.1    27.3

Discounted tax amortization benefit

   6.1    6.2

Indicated fair value

   33.3    33.5

Value Adjustment for Nasdaq and OMX

   —      17.1

Indicated fair value

   33.3    16.4

 

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