Juno 2014 Annual Report Download - page 131

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Table of Contents



The primary reason for the acquisition was to, among other things, increase the free and pay membership base of the Classmates business by extending its
presence through Facebook. These factors contributed to a purchase price in excess of the fair value of schoolFeed's net liabilities as of the date of acquisition
and, as a result, the Company has recorded goodwill in connection with this transaction. The goodwill was attributable to synergies expected to arise after the
acquisition and is included in the Content & Media segment. Goodwill acquired in connection with the acquisition of schoolFeed is not deductible for tax
purposes. The weighted- average amortizable life of the definite-lived acquired intangible assets is 5.2 years.
schoolFeed's revenues and earnings for the period from the Closing Date through December 31, 2012 were immaterial.
The following unaudited pro forma information assumes the schoolFeed acquisition occurred on January 1, 2011 (in thousands):
Net income reflects the following pro forma adjustments:
(i) Amortization of acquired intangible assets based on the estimated fair values at the date of acquisition, net of tax; and
(ii) Acquisition and integration costs incurred by the Company.
The unaudited pro forma information is presented for illustrative purposes only and does not purport to be indicative of the results of future operations of
the Company or of the results that would have actually been attained had the operations been combined during the periods presented.

In connection with the preparation of the Company's provision for income taxes for the quarter ended June 30, 2014, the Company determined that the
accounting for income taxes in the prior periods needed to be revised. In addition, the revisions in the accounting for income taxes also contributed to an
increase to the goodwill impairment charge recorded by its Classmates reporting unit during the quarter ended September 30, 2013. The Company's prior-
period financial statements were revised in connection with the filing of the Company's Amendment No. 1 to the Annual Report on Form 10-K/A for the year
ended December 31, 2013, as well as the Quarterly Reports on Form 10-Q for the quarters ended June 30, 2014 and September 30, 2014. The table below
revises the prior-period financial statements for the quarter ended March 31, 2014, which reflects a $153,000 reduction in
F-49


Revenues $ 257,900
Net income $ 11,730