Table of Contents 

eComLive.com, Inc.     

On December 16, 1999, we acquired all of the common stock of eComLive, a privately held company, for a 

purchase consideration of 1,372,712 shares and acquisition expenses of $582,246. The acquisition was accounted for as a purchase.  

In this transaction, we acquired net assets of $5.4 million. This includes $5.3 million in purchased technology which includes in process 

research and development, $140,000 of acquired workforce and $925 in net liabilities. We issued shares with a fair value of $32.0 million and 

incurred acquisition costs of $582,246. This acquisition resulted in our recording $27.1 million of goodwill. We recorded a one time charge of 

$2.0 million for in process research and development that had not yet reached technological feasibility and had no alternative future use.  

Free Yellow.com, Inc . 

    On October 27, 1999, Go2Net acquired all of the stock of Free Yellow, a privately held company for purchase 

consideration of 608,173 shares and approximately $1.0 million in cash. The total transaction was valued at approximately $20.0 million. The 

acquisition was accounted for as a purchase.  

Union Street . 

    On October 14, 1999 we acquired all of the common stock of Union Street, a privately held company, for a purchase 

consideration of 1,746,588 shares and acquisition expenses of $395,656. The acquisition was accounted for as a purchase.  

In this transaction, we acquired net assets of $5.4 million. This includes $5.3 million in purchased technology which includes in process 

research and development, $160,000 of acquired workforce and $107,219 in net liabilities. We issued shares with a fair value of $20.5 million 

and recorded $15.5 million of goodwill. We recorded a one time charge of $3.3 million for in process research and development that had not 

yet reached technological feasibility and had no alternative future use.  

INEX Corporation . 

On October 14, 1999, we acquired INEX Corporation, a privately held company. The combination was accounted for 

as a pooling of interests. We issued or will issue 3,600,000 shares of our common stock (1) directly to those INEX shareholders who elected to 

receive our common stock in exchange for their INEX shares at the closing of the combination, (2) upon the exchange or redemption of the 

exchangeable shares of InfoSpace.com Canada Holdings Inc., an indirect subsidiary of ours, which exchangeable shares were issued to those 

INEX shareholders who elected to receive exchangeable shares, or who did not make an election to receive shares of our common stock at the 

closing, and (3) upon the exercise of outstanding warrants and options to purchase INEX common shares, which we assumed and which will 

become exercisable for shares of our common stock.  

INEX developed and marketed Internet commerce applications that deliver solutions designed for small and medium sized merchants to 

build, manage and promote online storefronts. The consolidated financial statements for the year ended December 31, 1999 and the 

accompanying notes reflect our financial position and the results of operations as if INEX were our wholly owned subsidiary since inception.  

Dogpile, LLC. 

    On August 4, 1999, Go2Net acquired Dogpile, LLC in exchange for 1,241,524 shares of common stock and $15 million 

in cash. The total consideration was valued at approximately $52 million. The acquisition was accounted for as a purchase. The purchase 

agreement also provided for additional payments of up to $15 million over the eighteen months following the closing of the transaction 

contingent on future revenues of Dogpile. During the year ended December 31, 2000, 262,388 additional shares were issued with a total 

estimated value of $10.0 million, and a $5.0 million cash payment was paid out in 2001.  

Authorize.Net Corp. 

    On July 1, 1999, Go2Net acquired Authorize.Net in exchange for 1,645,076 shares of common stock and $13.5 

million in cash. The total consideration was valued at approximately $98.6 million. The purchase price also included the value of outstanding 

stock options that were converted to options to purchase 187,317 shares of common stock. The purchase agreement also provided for additional 

payments to Authorize.Net of up to $55 million over two years following the transaction close contingent on future revenues and operating 

income of Authorize.Net.  

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