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Discontinued Operations
9 Months Ended
Mar. 31, 2016
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations
Discontinued Operations

On February 8, 2016, the Company completed the sale of assets related to the Company’s rewards business, including Viggle’s application, in accordance with the Asset Purchase Agreement with Perk.com, Inc. entered into on December 31, 2015. Management entered into this binding sales agreement following a strategic decision to divest the operations related to the Viggle App and place greater focus on its remaining businesses. The Company has classified the Viggle assets, liabilities and operations as discontinued operations in the accompanying consolidated financial statements for all periods presented. All intercompany transactions and balances have been eliminated.  

On December 13, 2015, the Parent entered into an Asset Purchase Agreement with Perk.com, Inc. Perk’s shares are currently traded on the Toronto Stock Exchange. On February 8, 2016, pursuant to the Asset Purchase Agreement, the Company completed the sale of the assets related to the Company’s rewards business, including Viggle’s application, to Perk. The total consideration received net of transaction fees was approximately $5,110, and consisted of the following:
1,370,000 shares of Perk common stock, a portion of which was placed in escrow to satisfy any potential indemnification claims;
2,000,000 shares of Perk common stock if Perk’s total revenues exceed USD $130,000 for the year ended December 31, 2016 or December 31, 2017;
a warrant entitling the Company to purchase 1,000,000 shares of Perk common stock at a strike price of CDN $6.25 per share in the event the volume weighted average price (“VWAP”) of shares of Perk common stock is greater than or equal to CDN $12.50 for 20 consecutive trading days in the two year period following the closing of the transaction;
a warrant entitling the Company to purchase 1,000,000 shares of Perk common stock at a strike price of CDN $6.25 per share in the event that the VWAP of Perk common stock is greater than or equal to CDN $18.75 for 20 consecutive trading days in the two year period following the closing of the transaction, and
Perk assumed certain liabilities of the Company, consisting of the Viggle points liability.
The Company recognized a gain of $6,969 on this transactions, net of transaction fees.

Results of operations classified as discontinued operations:

In thousands of U.S. dollars
Three Months Ended March 31, 2016
Three Months Ended March 31, 2015
Nine Months Ended March 31, 2016
Nine Months Ended March 31, 2015
Revenues
$
376

$
3,617

$
6,285

$
14,387

Cost of watchpoints and engagement points
(203
)
(2,758
)
(3,434
)
(6,948
)
Selling, general and administrative expenses
(1,307
)
(11,014
)
(13,715
)
(34,766
)
Other income
8,739


8,739


Income (loss) before income taxes
7,605

(10,155
)
(2,125
)
(27,327
)





Income taxes (see Note 13, Income Taxes)

(22
)
(43
)
(80
)
Net income (loss)
$
7,605

$
(10,177
)
$
(2,168
)
$
(27,407
)

Cash flows used in discontinued operations:
In thousands of U.S. dollars
Three Months Ended March 31, 2016
Three Months Ended March 31, 2015
Nine Months Ended March 31, 2016
Nine Months Ended March 31, 2015
Net cash provided by (used in) operating activities
$
(1,322
)
$
(4,502
)
$
(5,716
)
$
(13,130
)
Net cash used in investing activities

(151
)

(422
)
Net cash provided by (used in)
$
(1,322
)
$
(4,653
)
$
(5,716
)
$
(13,552
)

Assets and liabilities of discontinued operations:

In thousands of U.S. dollars
March 31, 2016
June 30, 2015
Assets


Accounts receivable
$
450

$
3,281

Prepaid expenses

150

Property & equipment, net

114

Intangibles assets, net

2,630

Goodwill

5,201

Other assets

40


450

11,416

Liabilities


Accounts payable and accrued expenses
4,174

4,249

Reward points payable

9,029

Deferred tax liabilities

538


$
4,174

$
13,816