VRSN » Topics » Jamba

This excerpt taken from the VRSN 8-K filed Nov 5, 2007.

Jamba

In June 2004, VeriSign completed its acquisition of Jamba, a privately held provider of content services. VeriSign’s purchase price of $266.2 million for all the outstanding shares of capital stock of Jamba consisted of approximately $178.0 million in cash consideration, approximately $5.9 million in direct transaction costs, and the remainder in VeriSign common stock. The acquisition has been accounted for as a purchase of a business and, accordingly, the total purchase price has been allocated to the tangible and intangible assets acquired and the liabilities assumed based on their respective fair values on the acquisition date. Jamba’s results of operations have been included in the consolidated financial statements from its date of acquisition. As a result of the acquisition of Jamba, VeriSign recorded goodwill of $187.8 million and other intangible assets of $83.9 million, which have been assigned to the Communications Services Group segment. The goodwill represents the excess value over both

 

27


tangible and intangible assets acquired. The goodwill in this transaction is attributable to the anticipated ability to offer carriers a comprehensive wireless data utility by combining Jamba’s current capabilities with VeriSign’s existing communications services platforms. None of the goodwill for Jamba is deductible for tax purposes. The overall weighted-average life of the identified amortizable assets acquired in the purchase of Jamba is 4.2 years. These identified other intangible assets will be amortized on a straight-line basis over their useful lives.

The allocation of the purchase price to the assets acquired and liabilities assumed based on the estimated fair value of Jamba was as follows:

 

     June 3, 2004     Amortization
Period
     (In thousands)     (Years)

Current assets

   $ 56,220     —  

Long-term assets

     1,014     —  

Goodwill

     187,777     —  

Carrier relationships

     27,700     6

Subscription base

     25,110     2

Non-compete agreements

     10,520     2

Trade name

     17,760     6

Technology in place

     2,570     3

Internally developed content

     210     3
          

Total assets acquired

     328,881    
          

Current liabilities

     (29,233 )  

Deferred income tax liabilities

     (33,493 )  
          

Total liabilities assumed

     (62,726 )  
          

Net assets acquired

   $ 266,155    
          
This excerpt taken from the VRSN 10-K filed Jul 12, 2007.

Jamba

 

In June 2004, VeriSign completed its acquisition of Jamba, a privately held provider of content services. VeriSign’s purchase price of $266.2 million for all the outstanding shares of capital stock of Jamba consisted of approximately $178.0 million in cash consideration, approximately $5.9 million in direct transaction costs, and the remainder in VeriSign common stock. The acquisition has been accounted for as a purchase of a business and, accordingly, the total purchase price has been allocated to the tangible and intangible assets acquired and the liabilities assumed based on their respective fair values on the acquisition date. Jamba’s results of operations have been included in the consolidated financial statements from its date of acquisition. As a result of the acquisition of Jamba, VeriSign recorded goodwill of $187.8 million and other intangible assets of $83.9 million,

 

 

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Table of Contents

VERISIGN, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

 

DECEMBER 31, 2006, 2005 AND 2004

 

which have been assigned to the Communications Services Group segment. The goodwill represents the excess value over both tangible and intangible assets acquired. The goodwill in this transaction is attributable to the anticipated ability to offer carriers a comprehensive wireless data utility by combining Jamba’s current capabilities with VeriSign’s existing communications services platforms. None of the goodwill for Jamba is deductible for tax purposes. The overall weighted-average life of the identified amortizable assets acquired in the purchase of Jamba is 4.2 years. These identified other intangible assets will be amortized on a straight-line basis over their useful lives.

 

The allocation of the purchase price to the assets acquired and liabilities assumed based on the estimated fair value of Jamba was as follows:

 

     June 3, 2004     Amortization
Period
     (In thousands)     (Years)

Current assets

   $ 56,220     —  

Long-term assets

     1,014     —  

Goodwill

     187,777     —  

Carrier relationships

     27,700     6

Subscription base

     25,110     2

Non-compete agreements

     10,520     2

Trade name

     17,760     6

Technology in place

     2,570     3

Internally developed content

     210     3
          

Total assets acquired

     328,881    
          

Current liabilities

     (29,233 )  

Deferred income tax liabilities

     (33,493 )  
          

Total liabilities assumed

     (62,726 )  
          

Net assets acquired

   $ 266,155    
          

 

This excerpt taken from the VRSN 10-K filed Mar 13, 2006.

Jamba!

 

In June 2004, VeriSign completed its acquisition of Jamba!, a privately held provider of content services. VeriSign’s purchase price of $266.2 million for all the outstanding shares of capital stock of Jamba! consisted of approximately $178.0 million in cash consideration, approximately $5.9 million in direct transaction costs, and the remainder in VeriSign common stock. The acquisition has been accounted for as a purchase of a business and, accordingly, the total purchase price has been allocated to the tangible and intangible assets acquired and the liabilities assumed based on their respective fair values on the acquisition date. Jamba!’s results of operations have been included in the consolidated financial statements from its date of acquisition. As a result of the acquisition of Jamba!, VeriSign recorded goodwill of $187.8 million and intangible assets of $83.9 million, which have been assigned to the Communications Services Group segment. The goodwill represents the excess value over both tangible and intangible assets acquired. The goodwill in this transaction is attributable to the anticipated ability to offer carriers a comprehensive wireless data utility by combining Jamba!’s current capabilities with VeriSign’s existing communications services platforms. None of the goodwill for Jamba! is deductible for tax purposes. The overall weighted-average life of the identified amortizable assets acquired in the purchase of Jamba! is 4.2 years. These identified intangible assets will be amortized on a straight-line basis over their useful lives.

 

 

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Table of Contents

VERISIGN, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

 

DECEMBER 31, 2005, 2004 AND 2003

 

The allocation of the purchase price to the assets acquired and liabilities assumed based on the estimated fair value of Jamba! was as follows:

 

     June 3, 2004

    Amortization
Period


     (In thousands)     (Years)

Current assets

   $ 56,220     —  

Long-term assets

     1,014     —  

Goodwill

     187,777     —  

Carrier relationships

     27,700     6

Subscription base

     25,110     2

Non-compete agreements

     10,520     2

Trade name

     17,760     6

Technology in place

     2,570     3

Internally developed content

     210     3
    


   

Total assets acquired

     328,881      
    


   

Current liabilities

     (29,233 )    

Deferred income tax liabilities

     (33,493 )    
    


   

Total liabilities assumed

     (62,726 )    
    


   

Net assets acquired

   $ 266,155      
    


   

 

This excerpt taken from the VRSN 10-K filed Mar 16, 2005.

Jamba!

 

In June 2004, VeriSign completed its acquisition of Jamba!, a privately held provider of mobile content services. VeriSign’s purchase price of $266.2 million for all the outstanding shares of capital stock of Jamba! consisted of approximately $178 million in cash consideration, approximately $5.9 million in direct transaction costs, and the remainder in VeriSign common stock. The acquisition has been accounted for as a purchase and, accordingly, the total purchase price has been allocated to the tangible and intangible assets acquired and the liabilities assumed based on their respective fair values on the acquisition date. Jamba!’s results of operations have been included in the consolidated financial statements from its date of acquisition. As a result of the acquisition of Jamba!, VeriSign recorded goodwill of $187.8 million and intangible assets of $83.9 million, which have been assigned to the Communications Services Group segment. The goodwill represents the excess value over both tangible and intangible assets acquired. The goodwill in this transaction is attributable to the anticipated ability to offer carriers a comprehensive wireless data utility by combining Jamba!’s current capabilities with VeriSign’s existing communications services platforms. None of the goodwill for Jamba! is deductible for tax purposes. The overall weighted-average life of the identified amortizable assets acquired in the purchase of Jamba! is 4.2 years. These identified intangible assets will be amortized on a straight-line basis over their useful lives.

 

The allocation of the purchase price to the assets acquired and liabilities assumed based on the estimated fair value of Jamba! was as follows:

 

     June 3, 2004

    Amortization
Period


     (In thousands)     (Years)

Current assets

   $ 56,220     —  

Long-term assets

     1,014     —  

Goodwill

     187,777     —  

Carrier relationships

     27,700     6

Subscription base

     25,110     2

Non-compete agreements

     10,520     2

Trade name

     17,760     6

Technology in place

     2,570     3

Internally developed content

     210     3
    


   

Total assets acquired

     328,881      
    


   

Current liabilities

     (29,233 )    

Deferred income tax liabilities

     (33,493 )    
    


   

Total liabilities assumed

     (62,726 )    
    


   

Net assets acquired

   $ 266,155      
    


   

 

89


Table of Contents

VERISIGN, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

 

DECEMBER 31, 2004, 2003 AND 2002

 

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