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Discontinued Operations
12 Months Ended
Dec. 31, 2012
Discontinued Operations

Note 5. Discontinued Operations

The Company also generated advertising and content-related revenue through its former wholly-owned subsidiary, Toolbox.com. CEB sold substantially all of the assets of Toolbox.com on December 30, 2011 for $2.1 million. The carrying amounts of the major classes of assets and liabilities sold consisted of (in thousands):

 

     December 30, 2011  

Accounts receivable

   $ 1,060   

Other current assets

     46   

Property and equipment

     100   

Goodwill

     3,449   

Intangible assets

     952   
  

 

 

 

Total assets

     5,607   

Current liabilities

     471   
  

 

 

 

Net assets sold

   $ 5,136   
  

 

 

 

 

The components of discontinued operations included in the consolidated statements of operations consisted of (in thousands):

 

     Year Ended December 31,  
     2011     2010  

Revenue

   $ 5,251      $ 6,476   

Costs and expenses:

    

Cost of services

     3,202        2,486   

Member relations and marketing

     2,115        2,651   

General and administrative

     2,930        3,975   

Depreciation and amortization

     782        2,423   

Impairment loss

     —          12,645   

Loss on disposal

     3,503        —     
  

 

 

   

 

 

 

Loss from discontinued operations before provision for income taxes

     (7,281     (17,704

Provision for income taxes

     (2,489     (5,968
  

 

 

   

 

 

 

Loss from discontinued operations, net of provision for income taxes

   $ (4,792   $ (11,736
  

 

 

   

 

 

 

In the third quarter of 2011, the Company identified indicators of possible impairment for the Toolbox.com reporting unit relating to the continued weakness in the online advertising market. The Company tested the goodwill for impairment and determined that the asset was not impaired. The carrying value of the reporting unit was $5.1 million at September 30, 2011.

In the third quarter of 2010, the Company identified indicators of possible impairment for the Toolbox.com reporting unit based on a combination of factors (including the current economic environment and the near term outlook for advertising related revenue). The Company completed an impairment test at September 1, 2010 and concluded that goodwill and intangible asset amounts were impaired. The total pre-tax impairment loss recognized in 2010 was $12.6 million ($9.5 million related to goodwill and $3.1 million related to intangible assets).

The Company utilized the income approach (discounted cash flow method) and the market approach (guideline company method and the transaction method) in the determination of the fair value. Significant assumptions included: expected revenue growth rates, reporting unit profit margins, and working capital levels; a discount rate of 19%; and a terminal value based upon long-term growth assumptions. The expected future revenue growth rates and profit margins were determined after taking into consideration historical revenue growth rates and profit margins, the Company’s assessment of future market potential, and the Company’s expectations of future business performance.