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Acquisitions (Tables)
9 Months Ended
Sep. 30, 2014
Auto USA [Member]
 
Fair value of consideration transferred
    (in thousands)  
Cash (including a working capital adjustment of $44)   $ 10,044  
Convertible subordinated promissory note     1,300  
Warrant to purchase $1.0 million of Company common stock     510  
    $ 11,854  
Fair value of assets and liabilities assumed
    (in thousands)  
Net identifiable assets acquired   $ 758  
Definite-lived intangible assets acquired     3,750  
Goodwill     7,346  
    $ 11,854  
Acquired intangible assets

 

 

 

Valuation Method

 

Estimated

Fair Value

   

Estimated

Useful Life (1)

 
      (in thousands)     (years)  
               
Non-compete agreement Discounted cash flow (2)   $ 90       2  
Customer relationships Excess of earnings (3)     2,660       5  
Trademark/trade names Relief from Royalty (4)     1,000       5  
     Total purchased intangible assets     $ 3,750          

 

(1)  

Determination of the estimated useful lives of the individual categories of purchased intangible assets was based on the nature of the applicable intangible asset and the expected future cash flows to be derived from such intangible asset. Amortization of intangible assets with definite lives are recognized over the shorter of the respective lives of the agreement or the period of time the assets are expected to contribute to future cash flows.

 

 
(2)

The non-compete agreement fair value was derived by calculating the difference between the present value of the Company's forecasted cash flows with the agreement in place and without the agreement in place.

 

 
(3)

The excess of earnings method estimates a purchased intangible asset's value based on the present value of the prospective net cash flows (or excess earnings) attributable to it. The value attributed to these intangibles was based on projected net cash inflows from existing contracts or relationships.

 

 
(4) The relief from royalty method is an earnings approach which assesses the royalty savings an entity realizes since it owns the asset and isn’t required to pay a third party a license fee for its use.  

 

Unaudited pro forma consolidated results of operations
   

Three Months Ended

September 30, 2013

   

Nine Months Ended

September 30, 2013

 
    (in thousands)  
Unaudited pro forma consolidated results:            
Revenues   $ 28,547     $ 87,176  
 Net income     1,757       3,114  
Advanced Mobile [Member]
 
Fair value of consideration transferred
    (in thousands)  
       
Cash (including working capital adjustment of $70)   $ 2,570  
Contingent consideration     825  
    $ 3,395  
Fair value of assets and liabilities assumed
    (in thousands)  
Net identifiable assets acquired   $ 90  
Definite-lived intangible assets acquired     1,380  
Goodwill     1,925  
Net assets acquired   $ 3,395  
Acquired intangible assets

 

 

 

Valuation Method

 

Estimated

Fair Value

   

Estimated

Useful Life (1)

 
      (in thousands)     (years)  
Non-compete agreement Discounted cash flow (2)   $ 110       5  
Customer relationships Excess of earnings (3)     450       2  
Developed technology Excess of earnings (3)     820       5  
     Total purchased intangible assets     $ 1,380          

 

(1)

 

Determination of the estimated useful lives of the individual categories of purchased intangible assets was based on the nature of the applicable intangible asset and the expected future cash flows to be derived from such intangible asset. Amortization of intangible assets with definite lives are recognized over the shorter of the respective lives of the agreement or the period of time the assets are expected to contribute to future cash flows.

 

(2)

The non-compete agreement fair value was derived by calculating the difference between the present value of the Company’s forecasted cash flows with the agreement in place and without the agreement in place.

 

(3) The excess of earnings method estimates a purchased intangible asset’s value based on the present value of the prospective net cash flows (or excess earnings) attributable to it. The value attributed to these intangibles was based on projected net cash inflows from existing contracts or relationships.