XML 22 R11.htm IDEA: XBRL DOCUMENT v3.10.0.1
Business Acquisition
6 Months Ended
Jun. 30, 2018
Business Combinations [Abstract]  
Business Acquisition
Business Acquisitions

The Company uses acquisitions as a strategy to grow its customer base by increasing its presence in new and existing markets, expand and diversify its service offerings, enhance its technology, acquire skilled personnel and enter into other jurisdictions.

The Company completed the following acquisitions during the first six months of fiscal 2018, paying the purchase price in cash in each transaction: (a) a share purchase of the entire issued capital of ThreatTrack Security Holdings, Inc., acquired on January 26, 2018, a Florida-based provider of cybersecurity solutions; (b) an asset purchase of Line2, Inc., acquired on June 18, 2018, a California-based provider of voice solutions; (c) a share purchase of all the membership interests of Mosaik Solutions, LLC, acquired on June 18, 2018, a Tennessee-based provider of mobile coverage data and network intelligence for mobile operators and network-dependent enterprises; and (d) one other immaterial acquisition of a digital health business.

The condensed consolidated statement of income since the date of each acquisition and balance sheet as of June 30, 2018, reflect the results of operations of all 2018 acquisitions. For the six months ended June 30, 2018, these acquisitions contributed $11.7 million to the Company’s revenues. Net income contributed by these acquisitions was not separately identifiable due to j2 Global’s integration activities and is impracticable to provide. Total consideration for these transactions was $101.0 million, net of cash acquired and assumed liabilities and is subject to certain post-closing adjustments which may increase or decrease the final consideration paid.

The following table summarizes the allocation of the purchase consideration for these acquisitions (in thousands):
Assets and Liabilities
Valuation
Cash (1)
$
1,413

Accounts receivable
4,199

Prepaid expenses and other current assets
1,403

Property and equipment
2,492

Trade names
8,380

Customer relationships
29,086

Goodwill
71,402

Other intangibles
18,635

Accounts payable and accrued expenses
(3,818
)
Deferred revenue
(26,235
)
Capital leases
(829
)
Deferred tax liability
(820
)
Other long-term liabilities
(2,931
)
 Total
$
102,377


(1) Cash contains an immaterial amount of restricted cash associated with a pre-acquisition relationship with a vendor expected to be released during 2018.

During the six months ended June 30, 2018, the purchase price accounting has been finalized for the following acquisitions: (i) WeCloud AB; (ii) ThreatTrack Security Holdings, Inc.; and (iii) one other immaterial email security business. The initial accounting for all other 2018 acquisitions is incomplete and subject to change, which may be significant. j2 Global has recorded provisional amounts which may be based upon past acquisitions with similar attributes for certain intangible assets (including trade names, software and customer relationships), preliminary acquisition date working capital and related tax items.

During the six months ended June 30, 2018, the Company recorded adjustments to prior period acquisitions due to the finalization of purchase accounting in the Cloud Services segment which resulted in a net decrease in goodwill of $(1.0) million. In addition, the Company recorded adjustments to the initial working capital related to prior period acquisitions in the Digital Media segment, which resulted in a net decrease in goodwill of $(0.4) million. Such adjustments had an immaterial impact on the amortization expense within the condensed consolidated statement of income for the six months ended June 30, 2018.

Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired and represents intangible assets that do not qualify for separate recognition. Goodwill recognized associated with these acquisitions during the six months ended June 30, 2018 is $71.4 million, of which $13.9 million is expected to be deductible for income tax purposes.