Table of Contents
INFOSPACE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Years Ended December 31, 2001, 2000 and 1999
iJapan Corporation:
On September 13, 2000, the Company acquired intellectual property that translates between cHTML and other
major wireless markup languages from iJapan for purchase consideration of $2 million in cash. The entire purchase price was recorded in
intangible assets and is being amortized over three years.
TDLI.com Limited:
On August 31, 2000, the Company acquired TDLI.com Limited, a privately held company based in Hampshire,
England that in turn holds approximately fifty percent of TDL InfoSpace (Europe) Limited, a joint venture originally formed by InfoSpace and
Thomson Directories Limited in July 1998 to replicate InfoSpace's services in Europe. The Company acquired TDLI.com for purchase
consideration of 3,420,308 shares of the Company's common stock and acquisition expenses of $2.1 million. The Company recorded $118.5
million in intangible assets. The Company now has 100% ownership and control of TDL InfoSpace. The acquisition was accounted for as a
purchase. Prior to the acquisition of 100% ownership, the Company's investment in TDLI was accounted for under the equity method. The
goodwill is being amortized over three years.
The purchase price was allocated to the assets and liabilities assumed based on their estimated fair market values as follows:
(in thousands)
Tangible assets acquired
$
8,187
Liabilities assumed
(7,430 )
Net book value of net assets acquired
$
757
Purchase price:
Fair value of shares issued
$
116,504
Elimination of joint venture investment and receivable
598
Net book value of net assets acquired
(756 )
Acquisition costs
2,105
Excess of purchase price over net assets acquired, allocated to goodwill
$
118,451
Due to the variable exchange ratio, the valuation of the shares issued of $34.06 was based on the four day stock price average, using the
date of acquisition and the prior three days.
Orchest, Inc.:
On August 4, 2000, the Company acquired all of the common stock of Orchest, Inc. for purchase consideration of
255,288 shares of the Company's common stock and acquisition expenses of $72,000. The Company recorded $8.4 million for intangible
assets. The valuation of the shares issued of $30.93 per share was based on the seven day stock price average for the period including the date
of acquisition and the three days before and after the date of acquisition. Orchest was a privately held provider of financial services technology
that enables users to access a consolidated view of their personal financial information from multiple institutions. The acquisition was
accounted for as a purchase.
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