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Acquisition (Tables)
12 Months Ended
Dec. 31, 2012
Acquisition [Abstract]  
Schedule of Purchase Price Allocation
The total consideration paid by ARG in connection with the Merger was approximately $160 million, in cash. Based on the total purchase consideration and the estimate of the assets acquired and the liabilities assumed by ARG as of the Acquisition Date, the purchase price allocation was as follows ($ amounts in thousands):
 
 
 
 
Amortization Period
 
Annual Amortization
Assets Acquired and Liabilities Assumed:
 
 
 
 
 
 
 
 
 
 
 
 
 
Fair value of net tangible assets acquired
 
$
10,000

 
 
 
 
Intangible assets acquired - patents
 
150,000

 
10 years
 
$
15,000

Goodwill
 
30,149

 
 
 
 
Net deferred income tax liability
 
(30,149
)
 
 
 
 
Total
 
$
160,000

 
 
 
 
Deferred Tax Liability, Acquisition
The estimated net deferred tax liability was determined as follows ($ amounts in thousands):
 
 
Book Basis
 
Tax Basis
 
Difference
 
 
 
 
 
 
 
Intangible assets acquired - patents
 
$
150,000

 
$

 
$
(150,000
)
Estimated acquired deferred tax assets (including net operating loss carryforwards) - ADAPTIX
 

 
63,860

 
63,860

Net deferred tax liability - pretax
 
 
 
 
 
(86,140
)
Estimated tax rate
 
 
 
 
 
35
%
Estimated net deferred tax liability
 
 
 
 
 
$
(30,149
)
Business Acquisition, Pro Forma Information
The unaudited pro forma combined results are presented in thousands, except share and per share information.
 
2012
 
2011
 
 
 
 
Revenues
$
250,727

 
$
172,256

Total operating costs and expenses
170,953

 
159,674

Operating income
79,774

 
12,582

Interest and investment income
937

 
96

Income from operations before provision for income taxes
80,711

 
12,678

Provision for income taxes
(22,060
)
 
(8,708
)
Net income including noncontrolling interests in operating subsidiaries
58,651

 
3,970

Net loss (income) attributable to noncontrolling interests in operating subsidiaries
164

 
(539
)
Net income attributable to Acacia Research Corporation
$
58,815

 
$
3,431

 
2012
 
2011
 
 
 
 
Pro forma income per common share attributable to Acacia Research Corporation:
 

 
 

Basic earnings per share
$
1.24

 
$
0.09

Diluted earnings per share
$
1.22

 
$
0.08

Weighted average number of shares outstanding, basic
47,251,061

 
39,743,433

Weighted average number of shares outstanding, diluted
48,060,647

 
41,258,297