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This excerpt taken from the WBMD 8-K filed Nov 21, 2006. Note 2 —
Pro Forma Adjustments
The following pro forma adjustments result from the allocation
of the purchase price for the acquisition of Medsite based on
the fair value of the assets, liabilities and commitments
acquired.
The pro forma adjustments for Medsite related to the Unaudited
Pro Forma Condensed Consolidated Statement of Operations for the
year ended December 31, 2005 and for the six months ended
June 30, 2006 assume the acquisition took place on
January 1, 2005 and are as follows:
(a) To reflect revenues in accordance with the
Company’s accounting policies to commence revenue
recognition upon program launch.
(b) To reflect expenses in accordance with the
Company’s accounting policies to expense program expenses
as incurred.
(c) To eliminate professional services expenses incurred by
Medsite that were directly attributable to the acquisition.
(d) Represents the amortization of intangible assets
recorded at their fair value on the acquisition date assuming
the transaction occurred on January 1, 2005.
(e) To eliminate the impairment of an investment not
acquired by the Company.
(f) To reflect the estimated loss of interest income
resulting from the $41,000,000 of funds utilized in the
acquisition of Medsite for the six months ended June 30,
2006 and for the fourth quarter during the year ended
December 31, 2005, after the completion of the
Company’s IPO.
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