On October 14, 2015, the Company announced its plans to focus on the technology-enabled financial solutions market, as more fully described in "Note 1: The Company and Basis of Presentation." The Strategic Transformation includes plans to divest the Search and Content and E-Commerce businesses. Financial condition, results of operations, cash flows, and the notes to financial statements reflect the Search and Content and E-Commerce businesses as discontinued operations for all periods presented. Amounts in discontinued operations include previously unallocated depreciation, amortization, stock-based compensation, income taxes, and other corporate expenses that were attributable to the Search and Content and E-Commerce businesses.

Summarized financial information for discontinued operations is as follows (in thousands):



	Years ended December 31.
	2015			2014			2013
Major classes of items in net income (loss):
Revenues	$	352,077		$	477,001		$	482,767
Operating expenses	(391,702		)	(490,006		)	(404,842		)
Other loss, net	(2,673		)	(1,316		)	(55		)
Income (loss) from discontinued operations, before income taxes	(42,298		)	(14,321		)	77,870
Income tax benefit (expense)	14,950			(15,682		)	(27,810		)
Discontinued operations, net of income taxes	$	(27,348	)	$	(30,003	)	$	50,060



	December 31.
	2015		2014
Major classes of assets and liabilities:
Cash	$	2,158	$	4,476
Accounts receivable, net of allowance	26,352		30,696
Inventories	43,480		29,246
Other current assets	3,182		7,835
Property and equipment, net	9,824		9,400
Goodwill, net	67,201		116,117
Other intangible assets, net	59,006		76,800
Other long-term assets	460		390
Total assets of discontinued operations	$	211,663	$	274,960

Accounts payable	$	33,295	$	37,336
Other current liabilities	15,622		15,842
Debt (net of discount and including short-term and long-term portions)	25,000		41,809
Deferred tax liability, net	13,816		19,856
Other long-term liabilities	542		13
Total liabilities of discontinued operations	$	88,275	$	114,856

Assets and liabilities of discontinued operations are reported at the lower of carrying value or fair value less cost to sell.

Goodwill, other intangible assets, and debt are discussed further below in the related subsections of this note.

Business exit costs: In conjunction with the Strategic Transformation, the Company expects to incur business exit costs of approximately $3.0 million, with the majority of these costs recorded in discontinued operations in the fourth quarter of 2015 and in the first quarter of 2016. Some of these costs are contingent or are accelerated upon the sale of the Search and Content and E-Commerce businesses and will be recorded or adjusted, as appropriate, at the time of sale. The following table summarizes the activity in the business exit cost liability (in thousands):



	Employee-Related Costs
Balance as of December 31, 2014	$	—
Charges	994
Payments	—
Adjustments	—
Balance as of December 31, 2015	$	994

Goodwill and other intangible assets: The Company tested the goodwill and trade names related to Search and Content and E-Commerce for impairment as of October 31, 2015, due to the Company's October 2015 announcement of its plans to divest these businesses and their resulting classification as held for sale. As part of the fair value assessment of these businesses, the Company recorded goodwill impairments of $15.1 million and $33.8 million related to the Search and Content and E-Commerce reporting units, respectively. This adjusted the carrying values of the Search and Content and E-Commerce goodwill to $44.8 million and $22.4 million, respectively. The Company had a goodwill impairment related to E-Commerce in the fourth quarter of 2014 and recorded a charge of $59.4 million. In addition, the Company recorded trade name impairments of $5.9 million and $4.2 million related to the HSW and Monoprice trade names, respectively. This adjusted the carrying values of the HSW and Monoprice trade names to nil and $30.6 million, respectively. The Company had a trade name impairment in the fourth quarter of 2014 related to Monoprice and recorded a charge of $3.2 million.

The impairments of goodwill and intangible assets were recorded in discontinued operations. The Company classified the fair value of its reporting units, goodwill, and trade names within Level 3 because they were valued using discounted cash flows, which have significant unobservable inputs related to the weighted-average cost of capital and forecasts of future cash flows. Refer to "Note 2: Summary of Significant Accounting Policies" for a description of the Company's reporting units and the method used to determine the fair values of those reporting units and the amount of goodwill impairment.

The Company determined that the impairments related to Search and Content and E-Commerce were indicators requiring the review of the Search and Content and E-Commerce long-lived assets for recoverability. The results of this review indicated that the carrying values of the Search and Content and E-Commerce long-lived assets were recoverable.

Debt: The debt in discontinued operations consisted of the following (in thousands):



	December 31, 2015						December 31, 2014
	Principal amount		Unamortized discount		Net carrying value		Principal amount		Unamortized discount			Net carrying value
Monoprice 2013 credit facility	$	25,000	$	—	$	25,000	$	42,000	$	(191	)	$	41,809

On November 22, 2013, Monoprice entered into an agreement with a syndicate of lenders for the purposes of post-transaction financing of the Monoprice acquisition and providing future working capital flexibility for Monoprice. The credit facility consists of a $30.0 million revolving credit loan—which includes up to $5.0 million under a letter of credit and up to $5.0 million in swingline loans—and, until repaid in full in 2015 as discussed below, also consisted of a $40.0 million term loan. The final maturity date of the credit facility is November 22, 2018 but will become immediately due and payable upon the sale of Monoprice. Monoprice’s obligations under the credit facility are guaranteed by Monoprice Holdings, Inc. and are secured by the assets of the Monoprice business.

Monoprice initially borrowed $50.0 million under the credit facility, from both the revolving credit loan and the term loan, and had net repayment activity of $17.0 million and $8.0 million in 2015 and 2014, respectively. Monoprice has the right to permanently reduce, without premium or penalty, the entire credit facility at any time or portions of the credit facility in an aggregate principal amount not less than $1.0 million or any whole multiple of $1.0 million in excess thereof (for swingline loans, the aggregate principal amount is not less than $0.1 million and any whole multiple of $0.1 million in excess thereof). In accordance with this provision, Monoprice repaid the outstanding amount under the term loan in full in 2015, which was included in the net repayment activity for 2015 and resulted in the write-down of the remaining unamortized discount and debt issuance costs related to the term loan. Amounts remained outstanding under the revolving credit loan, which continues to be available to Monoprice through its final maturity date. The interest rate is variable, based upon, at the election of Monoprice, either LIBOR plus a margin of between 2.75% and 3.25%, payable each interest period, or a variable rate plus a margin of between 1.75% and 2.25%, payable quarterly. In each case, the applicable margin within the range depends upon Monoprice’s ratio of leverage to EBITDA over the previous four quarters. The credit facility includes financial and operating covenants with respect to certain ratios, including leverage ratio and fixed charge coverage ratio, which are defined further in the agreement. As of December 31, 2015, Monoprice was in compliance with all of the financial and operating covenants. As of December 31, 2015, the credit facility’s principal amount approximated its fair value as it is a variable rate instrument and the current applicable margin approximates current market conditions.