Enom 2014 Annual Report Download - page 94

F-30
Saatchi Online and/or post-closing adjustments to the purchase price. Any remaining portion of the escrow amount that is not subject
to then-pending claims will be paid to the former stockholders of Saatchi Online on the one-year anniversary of the closing of the
Merger.
The Saatchi acquisition is included in our consolidated financial statements as of the date of the acquisition. The allocation of
the purchase consideration, for business acquisitions made by us during the year ended December 31, 2014 is as follows (in
thousands):
Saatchi
Goodwill .......................................................................................................................... $ 10,358
Technology ...................................................................................................................... 2,327
Artist relationships ........................................................................................................... 1,852
License agreement ............................................................................................................ 419
Customer relationships ..................................................................................................... 962
Other assets and liabilities assumed ................................................................................. (866)
Total ................................................................................................................................. $ 15,052
Customer relationships have a useful life of 3 years, developed technology, and the license agreement have useful lives of 5
years, and the artist relationship has a useful life of 10 years. Goodwill, which is comprised of the excess of the purchase consideration
over the fair value of the identifiable net assets acquired, is primarily derived from assembled workforce and our ability to generate
synergies with its services. The goodwill of $10.4 million is not expected to be deductible for tax purposes.
On June 20, 2013, we completed the acquisition of Society6, an online marketplace and e-commerce platform. The purchase
price consideration of $94.3 million was comprised of cash of $76.1 million and 464,576 shares of common stock valued at $18.2
million, based on our stock price on the date of acquisition. $7.9 million in cash and 48,780 shares of common stock were held back
by us to secure post-closing indemnification obligations of the sellers and/or post-closing adjustments to the purchase price. Any
remaining portion of the holdback amount that is not subject to then-pending claims will be paid on the 24-month anniversary of the
closing of the transaction. Artist relationships and non-compete have a useful life of 3 years, developed technology has a useful life of
four years, and trade name have an ten year useful life. Goodwill, which is comprised of the excess of the purchase consideration over
the fair value of the identifiable net assets acquired, is primarily derived from assembled workforce and our ability to generate
synergies with its services.
In March 2013, we acquired Creativebug, an online destination for arts and crafts instruction based in San Francisco, California,
for an $8.0 million cash purchase price consideration. $0.8 million cash was held back by us to secure post-closing indemnification
obligations of the sellers and/or post-closing adjustments to the purchase price. Of the holdback, $0.4 million that is not subject to
then-pending claims was paid 9 months after the closing date, and the remainder of the holdback that is not subject to then-pending
claims was paid 18 months after the closing date. During July 2014 we completed the sale of our Creativebug business.
The Society6 and Creativebug acquisitions are included in our consolidated financial statements as of the date of the acquisition.
The allocation of the purchase consideration, for business acquisitions made by us during the year ended December 31, 2013 is as
follows (in thousands):
Creativebug Society6 Total
Goodwill ................................................................. $ 4,459 $ 76,676 $ 81,135
Media content .......................................................... 3,390 - 3,390
Technology ............................................................. - 2,587 2,587
Artist relationships .................................................. - 9,867 9,867
N
on-compete agreements ........................................ 699 192 891
Trade names ............................................................ 132 3,419 3,551
Customer relationships ............................................ 43 - 43
Other assets and liabilities assumed ........................ (723) 1,581 858
Total ........................................................................ $ 8,000 $ 94,322 $ 102,322