Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Feb. 23, 2015 | Jun. 30, 2014 |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | ACTA | ||
Entity Registrant Name | Actua Corp | ||
Entity Central Index Key | 1085621 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 40,444,208 | ||
Entity Public Float | $773.90 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current Assets | ||
Cash and cash equivalents | $103,134 | $334,656 |
Restricted Cash | 1,132 | 1,242 |
Accounts receivables, net of allowance ($790-2014 ; $200-2013) | 23,134 | 11,300 |
Deferred tax asset | 182 | |
Prepaid expenses and other current assets | 3,979 | 5,907 |
Total current assets | 131,561 | 353,105 |
Fixed assets, net of accumulated depreciation and amortization | 7,947 | 5,840 |
Goodwill | 264,186 | 90,466 |
Intangibles, net | 102,325 | 58,755 |
Equity and cost method businesses | 17,672 | 20,373 |
Deferred tax asset | 2,998 | |
Other assets, net | 1,652 | 1,179 |
Total assets | 528,341 | 529,718 |
Current Liabilities | ||
Current maturities of long-term debt | 500 | 5,902 |
Accounts payable | 12,595 | 2,970 |
Accrued expenses | 7,735 | 5,176 |
Accrued compensation and benefits | 9,241 | 8,732 |
Deferred revenue | 33,238 | 21,830 |
Total current liabilities | 63,309 | 44,610 |
Long-term debt | 6,008 | |
Deferred tax liability | 266 | |
Deferred revenue | 1,256 | 254 |
Other liabilities | 4,408 | 1,726 |
Total liabilities | 69,239 | 52,598 |
Redeemable noncontrolling interest (Note 4, "Consolidated Businesses") | 6,221 | 3,442 |
Actua Corporation’s Stockholders’ Equity | ||
Preferred stock, $0.01 par value; 10,000 shares authorized, none issued or outstanding | ||
Common stock, $0.001 par value; 2,000,000 shares authorized, 40,514 shares (2014) and 43,333 shares (2013) issued | 46 | 43 |
Treasury stock, at cost, 5,892 shares (2014) and 5,118 shares (2013) | -53,807 | -40,998 |
Additional paid-in capital | 3,554,900 | 3,536,761 |
Accumulated deficit | -3,069,241 | -3,045,685 |
Accumulated other comprehensive income | 40 | 40 |
Total Actua Corporation’s Stockholders’ Equity | 431,938 | 450,161 |
Noncontrolling interests | 20,943 | 23,517 |
Total equity | 452,881 | 473,678 |
Total liabilities, redeemable noncontrolling interest and equity | $528,341 | $529,718 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowance | $790 | $200 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 2,000,000 | 2,000,000 |
Common stock, shares issued | 40,514 | 43,333 |
Treasury stock, shares at cost | 5,892 | 5,118 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue | $84,837 | $59,201 | $26,640 |
Operating expenses | |||
Cost of Revenue | 24,420 | 17,757 | 9,459 |
Sales and marketing | 39,710 | 28,129 | 12,355 |
General and administrative | 51,731 | 30,960 | 28,408 |
Research and development | 15,408 | 9,032 | 8,807 |
Amortization of intangibles assets | 10,532 | 8,470 | 4,837 |
Impairment related and other | 1,187 | 4,292 | 1,130 |
Total operating expenses | 142,988 | 98,640 | 64,996 |
Operating loss | -58,151 | -39,439 | -38,356 |
Other income (loss), net | 5,300 | -4,210 | 57,820 |
Interest income | 463 | 227 | 439 |
Interest expense | -1,613 | -1,484 | -25 |
Income (loss) before income taxes, equity loss and noncontrolling interest | -54,001 | -44,906 | 19,878 |
Income tax benefit (expense) | 12,931 | 17,571 | -1,336 |
Equity loss | -776 | -2,963 | -8,672 |
Income (loss) from continuing operations | -41,846 | -30,298 | 11,098 |
Income from discontinued operations, including gain on sale, net of tax | 14,026 | 232,339 | 12,483 |
Net income (loss) | -27,820 | 202,041 | 23,581 |
Less: Net income (loss) attributable to the noncontrolling interest | -4,264 | -7,018 | 592 |
Net income (loss) attributable to Actua Corporation | -23,556 | 209,059 | 22,989 |
Amounts attributable to Actua Corporation: | |||
Net income (loss) from continuing operations | -37,582 | -25,669 | 12,703 |
Net income from discontinued operations | 14,026 | 234,728 | 10,286 |
Net income (loss) attributable to Actua Corporation | -23,556 | 209,059 | 22,989 |
Basic income (loss) per share attributable to Actua Corporation: | |||
Income (loss) from continuing operations | ($1.01) | ($0.70) | $0.35 |
Income from discontinued operations | $0.38 | $6.42 | $0.29 |
Net income (loss) | ($0.63) | $5.72 | $0.64 |
Shares used in computation of basic income (loss) per share | 37,130 | 36,536 | 35,890 |
Diluted income (loss) per share attributable to Actua Corporation: | |||
Income (loss) from continuing operations | ($1.01) | ($0.70) | $0.35 |
Income from discontinued operations | $0.38 | $6.42 | $0.28 |
Net income (loss) | ($0.63) | $5.72 | $0.63 |
Shares used in computation of diluted income (loss) per share | 37,130 | 36,536 | 36,543 |
Net income (loss) | -27,820 | 202,041 | 23,581 |
Other comprehensive income | |||
Unrealized holding gain in marketable securities | 24 | 1,552 | |
Reclassified adjustments/realized net (gains) loss on marketable securities | -269 | -23 | -1,552 |
Other accumulated other comprehensive loss | -1 | -34 | |
Comprehensive income (loss) | -27,820 | 202,041 | 23,547 |
Less: Comprehensive income (loss) attributable to noncontrolling interests | -4,264 | -7,018 | 558 |
Comprehensive income (loss) attributable to Actua Corporation | -23,556 | 209,059 | 22,989 |
Continuing Operations | |||
Operating expenses | |||
Income tax benefit (expense) | ($108) |
CONSOLIDATED_STATEMENTS_OF_CHA
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (USD $) | Total | Common Stock | Treasury Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (AOCI) | Non- Controlling Interest |
In Thousands, except Share data | |||||||
Beginning balance at Dec. 31, 2011 | $253,497 | $41 | ($20,619) | $3,544,121 | ($3,277,733) | $74 | $7,613 |
Beginning balance (in shares) at Dec. 31, 2011 | 40,729,000 | -3,281,000 | |||||
Equity-based compensation expense related to stock appreciation rights (SARs) and stock options | 2,488 | 2,488 | |||||
Equity-based compensation related to deferred stock units (DSUs) | 419 | 419 | |||||
Equity-based compensation related to restricted stock (RS) | 3,155 | 3,155 | |||||
Issuance of DSUs | 107 | 107 | |||||
Issuance of DSUs, shares | 74,000 | ||||||
Issuance of RS, net of forfeitures and surrenders | -188 | -188 | |||||
Issuance of RS, net of forfeitures and surrenders, shares | 77,000 | ||||||
Exercise of SARs and stock options, net of surrenders | 1,003 | 1,003 | |||||
Exercise of SARs and stock options, net of surrenders, shares | 183,000 | ||||||
Impact of redeemable noncontrolling interest accretion | -839 | -839 | |||||
Impact of subsidiary equity transactions | 64,014 | 1 | -733 | 13 | 64,733 | ||
Impact of subsidiary equity transactions, shares | 1,092,000 | ||||||
Repurchase of common stock | -8,354 | -8,354 | |||||
Repurchase of common stock, shares | -930,000 | ||||||
Noncontrolling owners share of AOCI of consolidated subsidiaries | -47 | 47 | |||||
Net income (loss) | 23,730 | 22,989 | 741 | ||||
Ending balance at Dec. 31, 2012 | 339,032 | 42 | -28,973 | 3,549,533 | -3,254,744 | 40 | 73,134 |
Ending balance (in shares) at Dec. 31, 2012 | 42,155,000 | -4,211,000 | |||||
Equity-based compensation expense related to stock appreciation rights (SARs) and stock options | 2,377 | 2,377 | |||||
Equity-based compensation related to deferred stock units (DSUs) | 377 | 377 | |||||
Equity-based compensation related to restricted stock (RS) | 2,958 | 2,958 | |||||
Issuance of DSUs | 359 | 359 | |||||
Issuance of DSUs, shares | 60,000 | ||||||
Issuance of RS, net of forfeitures and surrenders | -609 | -609 | |||||
Issuance of RS, net of forfeitures and surrenders, shares | 124,000 | ||||||
Exercise of SARs and stock options, net of surrenders | -11,735 | 1 | -11,736 | ||||
Exercise of SARs and stock options, net of surrenders, shares | 994,000 | ||||||
Impact of redeemable noncontrolling interest accretion | -1,088 | -1,088 | |||||
Impact of sale of consolidated subsidiaries | -42,315 | -42,315 | |||||
Impact of subsidiary equity transactions | -5,799 | -5,410 | -389 | ||||
Repurchase of common stock | -12,025 | -12,025 | |||||
Repurchase of common stock, shares | -907,000 | ||||||
Net income (loss) | 202,146 | 209,059 | -6,913 | ||||
Ending balance at Dec. 31, 2013 | 473,678 | 43 | -40,998 | 3,536,761 | -3,045,685 | 40 | 23,517 |
Ending balance (in shares) at Dec. 31, 2013 | 43,333,000 | -5,118,000 | |||||
Equity-based compensation expense related to stock appreciation rights (SARs) and stock options | 792 | 792 | |||||
Equity-based compensation related to deferred stock units (DSUs) | 526 | 526 | |||||
Equity-based compensation related to restricted stock (RS) | 21,818 | 21,818 | |||||
Issuance of DSUs | 258 | 41 | 258 | ||||
Issuance of RS, net of forfeitures and surrenders | -1,822 | 3 | -1,825 | ||||
Issuance of RS, net of forfeitures and surrenders, shares | 2,777,000 | ||||||
Exercise of SARs and stock options, net of surrenders | -3,207 | -3,207 | |||||
Exercise of SARs and stock options, net of surrenders, shares | 254,000 | ||||||
Impact of redeemable noncontrolling interest accretion | -2,774 | -2,774 | |||||
Impact of subsidiary equity transactions | 4,241 | 2,551 | 1,690 | ||||
Repurchase of common stock | -12,809 | -12,809 | |||||
Repurchase of common stock, shares | -774,000 | ||||||
Net income (loss) | -27,820 | -23,556 | -4,264 | ||||
Ending balance at Dec. 31, 2014 | $452,881 | $46 | ($53,807) | $3,554,900 | ($3,069,241) | $40 | $20,943 |
Ending balance (in shares) at Dec. 31, 2014 | 46,405,000 | -5,892,000 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
OPERATING ACTIVITIES - continuing operations | |||
Net income (loss) | ($27,820) | $202,041 | $23,581 |
Income from discontinued operations, including gain on sale, net of tax | -14,026 | -232,339 | -12,483 |
Adjustments to reconcile net income (loss) to cash used in operating activities: | |||
Depreciation and amortization | 14,069 | 11,701 | 6,625 |
Equity-based compensation | 23,889 | 6,411 | 6,236 |
Impairment related and other | 1,092 | 1,130 | |
Other (income) loss | -5,300 | 4,210 | -57,820 |
Equity loss | 776 | 2,963 | 8,672 |
Deferred income taxes | -4,510 | ||
Income tax (benefit) expense related to income from discontinued operations | -8,934 | -17,571 | 108 |
Changes in operating assets and liabilities - net of acquisitions: | |||
Accounts receivable, net | -2,024 | -3,445 | -378 |
Prepaid expenses and other assets | 595 | -817 | -703 |
Accounts payable | -65 | -1,358 | 2,643 |
Accrued expenses | 252 | 1,192 | 1,501 |
Accrued compensation and benefits | 510 | 3,310 | 755 |
Deferred revenue | 7,765 | 5,325 | 9,928 |
Other liabilities | -488 | 330 | -423 |
Cash flows used in operating activities | -14,219 | -18,047 | -10,628 |
INVESTING ACTIVITIES - continuing operations | |||
Capital expenditures, net | -3,677 | -1,243 | -6,990 |
Change in restricted cash | 193 | -834 | -460 |
Proceeds from sales/distributions of ownership interests | 33,822 | 388,968 | 20,525 |
Proceeds from marketable securities | 760 | 7,632 | |
Ownership acquisition, net of cash acquired | -215,225 | -14,638 | -68,961 |
Increase in cash due to consolidation/deconsolidation of subsidiaries | 1,153 | ||
Cash flows provided by (used in) investing activities | -184,887 | 374,166 | -48,254 |
FINANCING ACTIVITIES – continuing operations | |||
Acquisition of noncontrolling interest in subsidiary equity | -878 | -15,430 | |
Borrowings of long-term debt | 4,900 | ||
Repayment of long-term debt and capital lease obligations | -12,641 | -2,480 | |
Purchase of treasury stock | -12,809 | -12,025 | -8,354 |
Tax withholdings related to equity-based awards | -5,029 | -12,023 | -425 |
Cash received for stock option exercises | 94 | 11 | 1,045 |
Other financing activities | -73 | ||
Cash flows used in financing activities | -31,263 | -37,120 | -7,734 |
Discontinued Operations | |||
Cash flows provided by (used in) operating activities | 5,216 | 8,260 | |
Cash flows provided by (used in) investing activities | -1,153 | -2,302 | -17,285 |
Cash flows provided by (used in) financing activities | -8,129 | 3,685 | |
Net increase (decrease) in cash and cash equivalents from discontinued operations | -1,153 | -5,215 | -5,340 |
Net increase (decrease) in cash and cash equivalents | -231,522 | 313,784 | -71,956 |
Cash and cash equivalents at beginning of period | 334,656 | 20,872 | 47,186 |
Less: Cash and cash equivalents - discontinued operations at beginning of period | 45,642 | ||
Cash and cash equivalents - continuing operations at end of period | $103,134 | $334,656 | $20,872 |
The_Company
The Company | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||||
The Company | 1. The Company | ||||
Description of the Company | |||||
Actua Corporation (together with its subsidiaries, “Actua” (f/k/a ICG Group, Inc.)) was formed on March 4, 1996 and is a multi-vertical cloud technology company with offerings that create unique and compelling value for our customers and provide transformative efficiency to vertical markets worldwide. | |||||
Basis of Presentation | |||||
The Consolidated Financial Statements contained herein (the “Consolidated Financial Statements”) include the accounts of Actua Corporation and its wholly-owned subsidiaries and majority-owned subsidiaries. | |||||
Actua’s Consolidated Balance Sheets as of December 31, 2014 and 2013 primarily include the financial position of the following majority-owned subsidiaries: | |||||
As of: | |||||
31-Dec-14 | December 31, 2013 | ||||
Bolt | Bolt | ||||
FolioDynamix (1) | GovDelivery | ||||
GovDelivery | MSDSonline | ||||
MSDSonline | |||||
Actua’s Consolidated Statements of Operations and Comprehensive Income (Loss) (its “Consolidated Statements of Operations”) for the years ended December 31, 2014, 2013 and 2012 included the results of the following majority-owned subsidiaries: | |||||
Year Ended December 31, | |||||
2014 | 2013 | 2012 | |||
Bolt | Bolt (2) | GovDelivery | |||
FolioDynamix (1) | GovDelivery | MSDSonline (3) | |||
GovDelivery | MSDSonline | ||||
MSDSonline | |||||
(1) | On November 3, 2014, Actua acquired all of the issued and outstanding stock of FolioDynamix. The results of operations of FolioDynamix are included on Actua’s Consolidated Statements of Operations from that date. See Note 4, “Consolidated Businesses,” for additional information regarding Actua’s acquisition of FolioDynamix. | ||||
(2) | On December 27, 2012, Actua acquired additional equity ownership interests in Bolt, increasing Actua’s ownership in that company to 53%; Actua began consolidating the financial position of Bolt as of that date. The results of operations of Bolt from the date of acquisition through December 31, 2012 were immaterial to Actua; accordingly, the results of operations of Bolt are included on Actua’s Consolidated Statements of Operations beginning on January 1, 2013. See Note 4, “Consolidated Businesses,” for additional information regarding Actua’s consolidation of Bolt. | ||||
(3) | On March 30, 2012, Actua acquired 96% of MSDSonline and began consolidating the financial position of that company as of that date. The results of operations of MSDSonline from the date of acquisition through March 31, 2012 were immaterial; the results of operations of MSDSonline are included in Actua’s Consolidated Statements of Operations beginning on April 1, 2012. See Note 4, “Consolidated Businesses,” for additional information regarding Actua’s acquisition of MSDSonline. |
Significant_Accounting_Policie
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies |
Principles of Accounting for Ownership Interests | |
The various interests that Actua acquires in its businesses are accounted for under one of three methods: the consolidation method, the equity method and the cost method. The applicable accounting method is generally determined based on Actua’s voting interest in a company. | |
Consolidation Method. Businesses in which (1) Actua directly or indirectly owns more than 50% of the outstanding voting securities, and (2) other stockholders do not possess the right to affect significant management decisions are accounted for under the consolidation method of accounting. Participation of other stockholders in the net assets and in the earnings or losses of a consolidated subsidiary is reflected in the line items “Noncontrolling Interest” in Actua’s Consolidated Balance Sheets and “Net income attributable to the noncontrolling interest” in Actua’s Consolidated Statements of Operations. Noncontrolling interest adjusts Actua’s consolidated results of operations to reflect only Actua’s share of the earnings or losses of the consolidated subsidiary. | |
Any changes in Actua’s ownership interest in a consolidated subsidiary, through additional equity issuances by the consolidated subsidiary or through Actua acquiring the shares from existing shareholders, in which Actua maintains control is recognized as an equity transaction, with appropriate adjustments to both Actua’s additional paid-in capital and the corresponding noncontrolling interests. The difference between the carrying amount of Actua’s ownership interest in the company and the underlying net book value of the company after the issuance of stock by the company is reflected as an equity transaction in Actua’s Consolidated Statements of Changes in Equity. | |
An increase in Actua’s ownership interest in a business accounted for under the equity or cost method of accounting in which Actua obtains a controlling financial interest is accounted for as a step acquisition, with an allocation of the purchase price to the fair value of the net assets acquired. In addition, Actua remeasures its previously held ownership interest in a business that was previously not consolidated at the acquisition date fair value; any gain or loss resulting from this remeasurement is recognized in Actua’s Consolidated Statements of Operations at that time. Actua begins to include the financial position and operating results of the newly-consolidated subsidiary in its Consolidated Financial Statements from the date Actua obtains the controlling financial interest in that subsidiary. If control is lost, any retained interest is measured at fair value, and a gain or loss is recognized in Actua’s Consolidated Statements of Operations at that time. In addition, to the extent Actua maintains a smaller equity ownership, the accounting method used for that business is adjusted to the equity or cost method of accounting, as appropriate, for subsequent periods. | |
Equity Method. Businesses that are not consolidated, but over which Actua exercises significant influence, are accounted for under the equity method of accounting and are referred to in the Note 7, “Equity and Cost Method Businesses.” The determination as to whether or not Actua exercises significant influence with respect to a company depends on an evaluation of several factors, including, among others, representation on the company’s board of directors and equity ownership level, which is generally between a 20% and a 50% interest in the voting securities of an equity method business, as well as voting rights associated with Actua’s holdings in common stock, preferred stock and other convertible instruments in that company. Actua’s share of the earnings and/or losses of the company, as well as any adjustments resulting from prior period finalizations of equity income/losses, are reflected in the line item “Equity loss” in Actua’s Consolidated Statements of Operations. | |
Cost Method. Businesses not accounted for under either the consolidation method or equity method of accounting are accounted for under the cost method of accounting and are referred to in Note 7, “Equity and Cost Method Businesses.” Actua’s share of the earnings and/or losses of cost method businesses is not included in Actua’s Consolidated Statement of Operations. However, impairment charges related to cost method businesses are recognized in Actua’s Consolidated Statements of Operations. If circumstances suggest that the value of a cost method business with respect to which an impairment charge has been made has subsequently recovered, that recovery is not recorded. The carrying values of Actua’s cost method businesses are reflected in the line item “Equity and cost method investments” in Actua’s Consolidated Balance Sheets. | |
Actua initially records its carrying value in businesses accounted for under the cost method at cost, unless the equity securities of a cost method business have readily determinable fair values based on quoted market prices, in which case the interests are valued at fair value and are classified as marketable securities or some other classification in accordance with guidance for ownership interests in debt and equity securities. | |
Use of Estimates | |
The preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ materially from those estimates. Those estimates include evaluation of Actua’s convertible debt and equity holdings in businesses, holdings in marketable securities, asset impairment, revenue recognition, income taxes and commitments and contingencies. Those estimates and assumptions are based on management’s best judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, such as the current economic environment, that management believes to be reasonable under the circumstances. Management adjusts those estimates and assumptions when facts and circumstances dictate that it is necessary or appropriate to do so. It is reasonably possible that Actua’s accounting estimates with respect to the ultimate recoverability of Actua’s ownership interests in convertible debt and equity holdings, goodwill and the useful lives of intangible assets could change in the near term and that the effect of such changes on Actua’s consolidated financial statements could be material. Management believes the recorded amounts of goodwill, intangible assets, equity method businesses and cost method businesses were not impaired as of December 31, 2014. | |
Cash and Cash Equivalents | |
Actua considers all highly liquid instruments with an original maturity of approximately three months at the time of purchase to be cash equivalents. Cash and cash equivalents at December 31, 2014 and 2013 were invested principally in money market accounts and commercial paper. | |
Restricted Cash | |
Actua considers cash that is legally restricted and cash that is held as a compensative balance for letter of credit arrangements as restricted cash. Actua had long-term restricted cash of $0.4 million and zero as of December 31, 2014 and 2013, respectively, which is included in “Other assets, net” in our consolidated Balance Sheets. | |
Goodwill, Intangible Assets, Equity Method Businesses and Cost Method Businesses | |
Actua evaluates its carrying value in equity method businesses and cost method businesses continuously to determine whether an other-than-temporary decline in the fair value of any such business exists and should be recognized. In order to make that determination, Actua considers each such business’ achievement of its business plan objectives and milestones, the fair value of its ownership interest in each such business (which, in the case of any company listed on a public stock exchange, is the quoted stock price of the relevant ownership interest), the financial condition and prospects of each such business, and other relevant factors. The business plan objectives and milestones Actua considers include, among others, those related to financial performance, such as achievement of planned financial results or completion of capital raising activities, and those that are not primarily financial in nature, such as obtaining key business partnerships or the hiring of key employees. Impairment charges are determined by comparing Actua’s carrying value of a business with its estimated fair value. Fair value is determined by using a combination of estimating the cash flows related to the relevant asset, including estimated proceeds on disposition, and an analysis of market price multiples of companies engaged in lines of business similar to the company being evaluated. Actua concluded that the carrying value of its equity method businesses and cost method businesses was not impaired as of December 31, 2014 and 2013. | |
Actua tests goodwill for impairment annually during the fourth quarter of each year, or more frequently as conditions warrant, and tests intangible assets for impairment when events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Actua concluded that its goodwill and intangible assets were not impaired as of December 31, 2014 and 2013. | |
Marketable Securities | |
Marketable securities are reported at fair value, based on quoted market prices, with the net unrealized gain or loss reported as a component of “Accumulated Other Comprehensive Income” in Actua Corporation Stockholders’ Equity on Actua’s Consolidated Statements of Changes in Equity. | |
Financial Instruments | |
Cash and cash equivalents, accounts receivable and accounts payable are carried at cost, which approximates fair value due to the short-term maturity of these instruments. Marketable securities are carried at fair value. | |
Deferred Revenue | |
Deferred revenue consists primarily of payments received in advance of revenue being earned under the relevant customer agreements. | |
Revenue Recognition | |
We recognize revenue when persuasive evidence of an arrangement exists, delivery of the service has occurred, no significant obligations with regard to implementation remain, the fee is fixed or determinable and collectability is probable. The following paragraphs provide more specific details regarding the manner in which each of our businesses recognizes revenue is described below: | |
Bolt generates revenue from (1) SaaS software licenses, (2) maintenance and support services, (3) professional service fees, (4) insurance commissions and (5) subscription fees. | |
Bolt enters to certain multiple deliverable arrangements primarily related to its software licenses which are delivered through a cloud-based model), professional services necessary for the functionality of the software and maintenance and support services. Bolt evaluates each deliverable in a multiple deliverable arrangement to determine whether it represents a separate unit of accounting. A delivered element constitutes a separate unit of accounting when it has standalone value and there is no customer-negotiated refund or return right for the delivered element. If these criteria are not met, the deliverable is combined with the undelivered elements and the allocation of the arrangement consideration and revenue recognition are determined for the combined unit as a single unit. | |
For Bolt’s professional services or other deliverables that are determined to have separate value, we allocate the total revenue to be earned under the arrangement among the various elements based on a selling price hierarchy using the relative selling price method. The selling price for a deliverable is based on its vendor specific objective evidence (VSOE), if available, third party evidence (TPE), if VSOE is not available, or the best estimated selling price (ESP), if neither VSOE nor TPE is available. VSOE of selling price is based on the normal pricing and discounting practices for those products and services when sold separately. TPE of selling price is determined by evaluating largely similar and interchangeable competitor products or services in standalone sales to similarly situated customers. ESP is established considering factors such as margin objectives, discounts off of list prices, market conditions, and competition. ESP represents the price at which the company would transact for the deliverable if it were sold by the company regularly on a standalone basis. | |
Generally, Bolt’s cloud-based software licenses, professional fees essential for the functionality of the software, and related maintenance and support services do not have separate value to the customer and are therefore combined into a single unit of accounting with revenue recognized ratably over the applicable contract term. For deliverables which have been determined to have separate value, we have historically concluded that neither VSOE nor TPE can be established and, as such, we have relied on ESP to allocate revenue to each element. | |
Bolt’s commissions on the premiums from sales of insurance policies are recognized when Bolt has sufficient information to determine (1) the amount that it is owed and (2) that it is probable that the economic benefits associated with the transaction will flow to Bolt. Finally, Bolt recognizes subscription fee revenue over the subscription period, which is generally one month. | |
Bolt has typically represented a small amount of our historical deferred revenue balances. Bolt’s contracts are generally billed in annual, quarterly, or monthly installments and contain cancelation clauses which usually have significant penalties associated with the cancellation. Historically, Bolt has experienced very low levels of cancelations. | |
FolioDynamix generates revenues primarily in the form of (1) recurring software license and subscription fees (2) hosting services (3) maintenance and support services (4) professional services fees from customization and integration services related to its software (5) professional services fees for customized investment program management and consulting, and investment advisory services. The initial subscription arrangement term is typically between three and five years. | |
FolioDynamix’s platform revenue from term software license arrangements is recognized on a subscription basis over the customer contract license term of use. Revenue from annual maintenance and hosting is deferred and recognized on a straight-line basis over the period that the service is provided. Revenue related to platform implementation professional services is deferred and recognized on a straight-line basis over the contract term, which we believe approximates the customer relationship period. Revenue under arrangements with multiple elements is allocated under the residual method. Under the residual method, revenue is allocated first to the undelivered elements based on their VSOE of fair value and the residual amount is applied to the delivered elements. Revenues from multiple element contracts for which FolioDynamix cannot separate the license element from the service elements is deferred until all elements of the arrangement have been delivered. | |
Certain revenues earned by FolioDynamix for advisory services require judgment to determine if revenue should be recorded gross as, a principal, or net of related costs, as an agent. In general, these revenues are recognized on a net basis if FolioDynamix does not have control over selecting vendors and pricing, and when the Company is acting as an agent of the supplier. Revenues from professional services are deemed to not have standalone value and, therefore, are recognized ratably over the contract term. | |
Our FolioDynamix business represents approximately 10% of our deferred revenue balance at December 31, 2014. FolioDynamix’s contracts are primarily non-cancellable. | |
GovDelivery revenue consists of (1) nonrefundable setup fees and (2) SaaS monthly subscription fees. As the setup fees do not have separate value to the customer, they are combined as single unit of accounting with subscription fees and are recognized in revenue over the initial contract term, which we believe approximates the customer relationship period. Costs related to performing setup services are expensed as incurred. | |
Our GovDelivery business has typically represented a significant portion of our historical deferred revenue balances. GovDelivery’s contracts are generally billed in annual, quarterly, or monthly installments and contain cancelation clauses by which the customer can cancel the contract with 30 days written notice. In instances of cancelation, the pro rata balance of the agreement would be refundable. Historically, GovDelivery has experienced very low levels of cancelations. | |
MSDSonline derives revenue from two sources: (1) SaaS subscription fees and (2) professional services fees. The vast majority of MSDSonline’s revenue is derived from subscription fees from customers accessing MSDSonline’s database and web-based tools; such revenue is recognized ratably over the applicable contract term, beginning on the contract implementation date. MSDSonline also generates professional services fees from (1) training, (2) authoring of material safety data sheets and (3) compiling of customers’ online libraries of material safety data sheet documents and indexing those documents. The revenue derived from those fees is recognized on a proportional performance basis over the applicable project’s timeline. | |
Our MSDSonline business typically has represented the majority of our historical deferred revenue balances. MSDSonline’s contracts are generally billed annually and are non-cancellable. | |
At each of our businesses, fees associated with professional services for new customers that do not qualify as a separate unit of accounting are deferred and recognized over the contract term, which we believe approximates the customer relationship period. We recognize these fees for professional services paid by new customers, which primarily relate to implementation services, over the initial terms of the contracts because, at the time we enter into contracts with new customers, we have no history with such customers and are unable to determine whether the relationship with such customers will extend beyond the terms of the initial contracts. | |
Equity-Based Compensation | |
Actua recognizes equity-based compensation expense in the Consolidated Financial Statements for all share options and other equity-based arrangements that are expected to vest. Equity-based compensation expense is measured at the date of grant, based on the fair value of the award, and is recognized using the straight-line method over the employee’s requisite service period. Equity-based awards with vesting conditions other than service are recognized based on the probability that those conditions will be achieved. | |
Research and Development | |
Research and development costs are charged to expense as incurred. | |
Income Taxes | |
Income taxes are accounted for under the asset and liability method, whereby deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | |
Discontinued Operations | |
During the year ended December 31, 2013, Channel Intelligence, InvestorForce and Procurian were sold. Accordingly, Actua has recast all financial information within this Report to conform to the current period presentation; those three businesses are presented as discontinued operations for all periods presented (including the gains associated with relevant escrow releases that occurred in 2014). | |
Net Income (Loss) Per Share | |
Basic net income (loss) per share (EPS) is computed using the weighted average number of common shares outstanding during a given period. Diluted EPS includes shares, unless anti-dilutive, that would arise from the exercise of stock options and conversion of other convertible securities and is adjusted, if applicable, for the effect on net income (loss) of such transactions. See Note 15, “Net Income (Loss) per Share.” | |
Comprehensive Income (Loss) | |
Actua reports and displays comprehensive income (loss) and its components in the Consolidated Statements of Operations and Comprehensive Income (Loss). Comprehensive income (loss) is the change in equity of a business enterprise during a period from non-owner sources. Actua’s sources of comprehensive income (loss) are net income (loss), and net unrealized appreciation on its marketable securities. Reclassification adjustments result from the recognition of gains or losses in net income that were included in comprehensive income (loss) in prior periods. | |
Supplemental Cash Flow Disclosures | |
In 2014, 2013 and 2012, Actua paid interest was $1.0 million, $1.2 million and less than $0.1 million, respectively. Actua made income tax payments of $2.0 million, $0.3 million and $0.1 million in 2014, 2013 and 2012, respectively. | |
Escrow Information | |
When an interest in one of Actua’s businesses is sold, a portion of the proceeds may be held in escrow primarily to satisfy purchase price adjustments and/or indemnity claims. Actua records gains on escrowed proceeds at the time Actua is entitled to receive such proceeds, the amount is fixed or determinable and realization is assured. As of December 31, 2014, $3.2 million related to Actua’s potential proceeds from sales of former businesses remained in escrow to satisfy potential or unresolved indemnification claims. Those outstanding escrow amounts are scheduled to be released in 2015, subject to pending and potential indemnity claims pursuant to the terms of the specific acquisition agreement. | |
Concentration of Customer Base and Credit Risk | |
For the years ended December 31, 2014, 2013 and 2012, none of the customers of Actua’s consolidated businesses represented more than 10% of Actua’s consolidated revenue. | |
Commitments and Contingencies | |
From time to time, Actua and its businesses are involved in various claims and legal actions arising in the ordinary course of business. Actua does not expect any liability with respect to any legal claims or actions that would materially affect its consolidated financial position or cash flows. | |
Reclassifications | |
Certain amounts in the prior year financial statements have been reclassified to conform to the current-year presentation. The impact of the reclassifications made to prior year amounts is not material and did not affect net income (loss). Historically, the Company has classified cash outflows associated with tax withholding payments associated with equity-based awards with vesting features as operating activities and has included them within changes in accrued compensation and benefits. The Company has reclassified tax withholding payments associated with equity-based awards with vesting features from an operating activity to a financing activity for the Consolidated Statements of Cash Flows for the year ended December 31, 2013 and 2012. The Company believes the financing activity classification is more informative to investors and will make the classification consistent with tax withholding payments associated with equity-based awards that have an exercise feature which have historically been reflected as financing activities. | |
Recent Accounting Pronouncements | |
In June 2014, the Financial Accounting Standards Board (FASB) issued guidance regarding share-based compensation. The new guidance clarified that share-based compensation performance targets that could be achieved after the requisite service period should be treated as a performance condition that affects vesting, rather than a condition that affects the grant-date fair value of the award. This guidance will be effective for Actua beginning on January 1, 2016. Actua does not expect this guidance to have a significant impact on its consolidated financial statements. | |
In May 2014, the FASB issued revenue recognition guidance that provides a single, comprehensive revenue recognition model for all contracts with customers. Under the new guidance, an entity will recognize revenue based on amounts the entity expects to be entitled in exchange for the transfer of goods or services. The new guidance also includes enhanced disclosure requirements. This guidance, which will be applied either retrospectively or as a cumulative-effect adjustment as of the date of adoption, will be effective for Actua beginning on January 1, 2017. Actua is in the process of evaluating the adoption alternatives and impact that this new guidance will have on its consolidated financial statements. | |
In April 2014, the FASB issued accounting guidance on reporting discontinued operations. The new guidance changes the criteria for determining the disposals that qualify as discontinued operations and expands related disclosure requirements. Under the new guidance, a disposal is required to be reported as discontinued operations if the disposal represents a strategic shift that will have a major effect on an entity’s operations and financial results. This guidance, which will be applied prospectively, will be effective for Actua for new disposals and disposal groups classified as held for sale beginning on January 1, 2015. Actua does not expect this guidance to have a significant impact on its consolidated financial statements. | |
In July 2013, the FASB issued guidance that provides clarification on the financial statement presentation of unrecognized tax benefits. The new guidance requires standard presentation of an unrecognized tax benefit when a carryforward related to net operating losses or tax credits exists. This guidance was effective for Actua on January 1, 2014; the adoption of this guidance did not have a significant impact on its consolidated financial statements. | |
Actua has considered all other recently issued accounting pronouncements and does not believe the adoption of such pronouncements will have a material impact on its audited financial statements. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets, net | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ||||||||||||||
Goodwill and Intangible Assets, net | 3. Goodwill and Intangible Assets, net | |||||||||||||
Goodwill | ||||||||||||||
The following table summarizes the activity related to Actua’s goodwill (in thousands): | ||||||||||||||
Accumulated | ||||||||||||||
Gross Carrying | Impairment | Net Carrying | ||||||||||||
Amount | Losses | Amount | ||||||||||||
Goodwill as of December 31, 2012 | $ | 88,230 | $ | (304 | ) | $ | 87,926 | |||||||
Increase in goodwill due to Bolt's acquisition of Superior Access | 2,540 | - | 2,540 | |||||||||||
Goodwill as of December 31, 2013 | 90,770 | (304 | ) | 90,466 | ||||||||||
Increase in goodwill due to MSDSonline's acquisition of KMI | 6,735 | - | 6,735 | |||||||||||
Increase in goodwill due to GovDelivery's acquisition of NuCivic | 1,257 | - | 1,257 | |||||||||||
Increase in goodwill due to Bolt's acquisition of Ludwig | 314 | - | 314 | |||||||||||
Increase in goodwill due to FolioDynamix acquisition | 165,414 | - | 165,414 | |||||||||||
Goodwill as of December 31, 2014 | $ | 264,490 | $ | (304 | ) | $ | 264,186 | |||||||
During the year ended December 31, 2013, Actua revised its initial estimates of its allocation of value to the 2012 consolidation of Bolt. Based on the revenues, Actua retroactively increased the value of goodwill as of December 31, 2012 by $10.2 million, which was primarily offset by a decrease in intangible assets. See Note, 4 “Consolidated Business” for additional information regarding the transaction impacting goodwill detailed in the table above. | ||||||||||||||
As of December 31, 2014 and 2013, all of Actua’s goodwill was allocated to its vertical cloud segment. | ||||||||||||||
Intangible Assets | ||||||||||||||
The following table summarizes Actua’s intangible assets from continuing operations (in thousands): | ||||||||||||||
As of December 31, 2014 | ||||||||||||||
Gross Carrying | Accumulated | Net Carrying | ||||||||||||
Intangible Assets | Useful Life | Amount | Amortization | Amount | ||||||||||
Customer relationships | 1-11 years | $ | 74,948 | $ | -14,817 | $ | 60,131 | |||||||
Trademarks/trade names | 3-11 years | 24,543 | -4,322 | 20,221 | ||||||||||
Technology | 5-10 years | 25,223 | -4,263 | 20,960 | ||||||||||
Non-compete agreements | 2-5 years | 3,680 | -3,367 | 313 | ||||||||||
128,394 | -26,769 | 101,625 | ||||||||||||
Other intellectual property | Indefinite | 700 | - | 700 | ||||||||||
$ | 129,094 | $ | -26,769 | $ | 102,325 | |||||||||
As of December 31, 2013 | ||||||||||||||
Gross Carrying | Accumulated | Net Carrying | ||||||||||||
Intangible Assets | Useful Life | Amount | Amortization | Amount | ||||||||||
Customer relationships | 1-11 years | $ 45,601 | $ (9,546) | $ 36,055 | ||||||||||
Trademarks/trade names | 3-11 years | 15,813 | -2,373 | 13,440 | ||||||||||
Technology | 5-10 years | 9,527 | -2,161 | 7,366 | ||||||||||
Non-compete agreements | 2-5 years | 3,666 | -2,172 | 1,494 | ||||||||||
74,607 | -16,252 | 58,355 | ||||||||||||
Other intellectual property | Indefinite | 400 | - | 400 | ||||||||||
$ 75,007 | $ (16,252) | $ 58,755 | ||||||||||||
Amortization expense for intangible assets during the years ended December 31, 2014, 2013 and 2012 was $10.5 million, $8.5 million and $4.8 million, respectively. Actua amortizes intangible assets using the straight line method. | ||||||||||||||
During the year ended December 31, 2013, Actua revised its initial estimates related to the allocated value of Bolt in connection with the 2012 consolidation of that company. Accordingly, based on those revisions, Actua retrospectively decreased the value of intangible assets as of December 31, 2012 by $10.9 million. See Note 4, “Consolidated Businesses,” for additional information regarding the transactions impacting intangibles detailed in the table above. | ||||||||||||||
Remaining estimated amortization expense is as follows (in thousands): | ||||||||||||||
2015 | $ | 14,641 | ||||||||||||
2016 | 14,211 | |||||||||||||
2017 | 13,715 | |||||||||||||
2018 | 12,401 | |||||||||||||
2019 | 11,586 | |||||||||||||
Thereafter | 35,071 | |||||||||||||
Remaining amortization expense | $ | 101,625 | ||||||||||||
Impairment | ||||||||||||||
Actua completed its annual impairment testing in the fourth quarter of each of 2014, 2013 and 2012. The completion of Actua’s annual impairment testing did not result in an impairment charge related to Actua’s consolidated businesses in any of those years, as Actua’s fair value of its reporting units, including goodwill, substantially exceeds its carrying value. Actua estimates the fair value of its reporting units using a “Level 3” input (see Note 8, “Financial Instruments,” for the definition of a “Level 3” input) market approach by determining market multiples from comparable publicly-traded companies and applying those approximate multiples to the revenues of the reporting units, which are then compared to the respective carrying values of the reporting units. See Note 4, “Consolidated Businesses.” Actua also performs ongoing business reviews of its equity method companies and cost method companies. See Note 7, “Equity and Cost Method Businesses.” | ||||||||||||||
During the year ended December 31, 2012, GovDelivery decreased its liability related to contingent consideration payments for an acquisition because it believed that performance targets related to those contingent payments would not be achieved. As a result, GovDelivery performed an impairment analysis with respect to the associated intangible assets and goodwill recorded related to that acquisition, and recorded an impairment charge of $0.4 million related to the intangible assets and an impairment charge of $0.3 million related to goodwill that are reflected in the line item “Impairment related and other” in Actua’s Consolidated Statements of Operations for the year ended December 31, 2012. The $0.4 million impairment to intangibles is included in the $5.4 million accumulated amortization balance for customer relationships as of December 31, 2012 in the table above. In addition to the $0.7 million of impairments recorded by GovDelivery in 2012, GovDelivery also recorded a gain of $0.7 million to reverse a contingent consideration liability, which is also included in “Impairment related and other” on Actua’s Consolidated Statement of Operations during the year ended December 31, 2012. |
Consolidated_Businesses
Consolidated Businesses | 12 Months Ended | |||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||
Business Combinations [Abstract] | ||||||||||||||||||
Consolidated Businesses | 4. Consolidated Businesses | |||||||||||||||||
Folio Dynamix Acquisition | ||||||||||||||||||
On November 3, 2014, Actua acquired all of the issued and outstanding stock of FolioDynamix for approximately $205.8 million, (which included $0.7 million as a working capital adjustment occurred in the first quarter of 2015) in cash and $1.4 million of equity value related to rolled stock options. The $1.4 million fair value of the rolled stock options was determined using a Black-Scholes model that, given the relatively short expected term applied to the model, essentially approximated the intrinsic value of these awards. Actua allocated the purchase price to the acquired tangible and identifiable intangible assets and liabilities based upon their respective fair values at the date of acquisition. FolioDymanix’s results are included in our consolidated financial statements beginning on November 1, 2014. The results of FolioDynamix between November 1, 2014 and November 3, 2014 were deemed insignificant. | ||||||||||||||||||
FolioDynamix offers wealth management service providers and financial advisors a comprehensive, secure, cloud-based wealth management technology platform and advisory solutions for managing the full wealth management lifecycle across all types of investment programs. FolioDynamix provides its customers with leading-edge technology to attract and retain the best advisors, enable more effective business process management, accelerate client acquisition and gain visibility across all assets under management (AUM). | ||||||||||||||||||
FolioDynamix’s customers, which include a variety of financial services organizations, such as brokerage firms, banks (trust and retail), large registered investment advisors (RIAs) and RIA networks and other fee-based managed account providers, access specified bundles of platform applications through the cloud on a periodic (usually multi-year) subscription basis; FolioDynamix sells the periodic subscriptions directly to its customers through its internal sales team. | ||||||||||||||||||
FolioDynamix’s five largest customers in terms of revenue generation represented more than half of its revenue in 2014. Although a loss of one or more of these customers (most of which have been signed to long-term contracts through at least 2017) would have a negative impact on FolioDynamix’s financial results and condition, FolioDynamix does not have any customer the loss of which would have a materially adverse financial impact on our vertical cloud businesses as a whole. | ||||||||||||||||||
The following table summarizes the preliminary allocation of the consideration paid for FolioDynamix and the estimated fair value of the assets acquired and liabilities assumed. | ||||||||||||||||||
(in thousands) | ||||||||||||||||||
Consideration: | ||||||||||||||||||
Cash consideration (including $0.7 million of working capital adjustment paid in 2015) | $ 201,699 | |||||||||||||||||
Fair value of stock options of FolioDynamix | 4,125 | |||||||||||||||||
$ 205,824 | ||||||||||||||||||
Recognized amounts of identifiable assets acquired and liabilities assumed: | ||||||||||||||||||
Financial assets | $ 9,324 | |||||||||||||||||
Property, plant and equipment | 1,581 | |||||||||||||||||
Customer lists (10 year life) | 23,300 | |||||||||||||||||
Trademarks, trade names and domain names (5 year life) | 8,100 | |||||||||||||||||
Technology (8 year life) | 15,200 | |||||||||||||||||
Financial liabilities | -13,640 | |||||||||||||||||
Contingent consideration | -1,870 | |||||||||||||||||
Deferred tax liability | -1,585 | |||||||||||||||||
Total identifiable net assets | $ 40,410 | |||||||||||||||||
Goodwill | 165,414 | |||||||||||||||||
$ 205,824 | ||||||||||||||||||
As a result of this transaction, we recognized $1.6 million of goodwill which is not deductible for tax purposes. We do not expect any significant synergies between FolioDynamix and our other consolidated business however we will continue to evaluate areas capable of centralized activities, such as finance and legal functions. We incurred $1.4 million in transaction costs associated with the FolioDynamix acquisition that were recorded as general and administrative expense during 2014. The fair value adjustment to the historical deferred revenue reduced deferred revenue by approximately $6.0 million. FolioDynamix contributed $3.8 million of revenue and $1.1 million of net income to our 2014 results. See Subsection, “Pro forma information” of this Note 4 for further pro forma information on revenue, net income (loss) and net income (loss) per share. | ||||||||||||||||||
Other Acquisitions | ||||||||||||||||||
On August 8, 2014, MSDSonline acquired KMI for $10.3 million in cash, including working capital adjustments, and up to an additional $2.0 million earnout for certain performance measures. The fair value of the earnout was determined using a monte carlo simulation that resulted in a value of approximately $1.2 million at the acquisition date. MSDSonline has allocated the purchase price to the acquired tangible and identifiable intangible assets and liabilities based upon their respective fair values at the date of acquisition. | ||||||||||||||||||
On August 9, 2013, Bolt acquired Superior Access for $8.7 million in cash. Bolt has estimated the allocation of purchase price to the acquired tangible and identifiable intangible assets and liabilities based upon their respective estimated fair values at the date of acquisition. | ||||||||||||||||||
On October 1, 2014, Bolt acquired certain assets of Ludwig for $2.1 million in cash. The acquisition was accounted for under the acquisition method. Bolt allocated the purchase price provisionally to the acquired tangible and identifiable intangible assets and liabilities based upon their respective fair values as of the date of acquisition. Bolt expects to complete its purchase price allocation of Ludwig in the first quarter of 2015. | ||||||||||||||||||
On December 17, 2014, GovDelivery acquired NuCivic for $5.4 million of value, consisting of $2.0 million in cash payments (including $0.6 million of deferred payment) and $3.4 million of GovDelivery equity value which represents approximately 2.5% of the Company. The acquisition was accounted for under the acquisition method. GovDelivery has allocated the purchase price provisionally to the acquired tangible and identifiable intangible assets and liabilities based upon their respective fair values as of the date of acquisition. GovDelivery expects to complete its purchase price allocation of NuCivic in the first quarter of 2015. | ||||||||||||||||||
On March 30, 2012, Actua acquired 96% of the equity of MSDSonline. The acquisition was accounted for under the acquisition method. Actua located the purchase price to the acquired tangible and identifiable intangible assets and liabilities based upon their respective fair values as of the date of acquisition. | ||||||||||||||||||
On December 27, 2012, Actua acquired additional equity ownership interests in Bolt (then an equity method business) for consideration of $13.2 million, increasing Actua’s ownership interest in that business from 38% to 53%. Actua consolidated the financial position of Bolt as of the date the additional equity interests were acquired and accounted for the transaction as a business combination. Actua allocated the value of Bolt to its tangible and identifiable intangible assets and liabilities based upon their respective estimated fair values as of the date of acquisition. Additionally, Actua recorded a gain on the transaction of $25.5 million, representing the excess of Actua’s portion of the enterprise value of Bolt over its carrying value for its prior equity interest in Bolt as an equity method company. That gain is included in the line item “Other income (loss), net” in Actua’s Consolidated Statements of Operations for the year ended December 31, 2012. The primary valuation technique used to measure the acquisition date fair value of Bolt immediately before the business combination was the backsolve option-pricing method. | ||||||||||||||||||
No other acquisitions occurred in 2014 or 2013 that were significant to Actua’s consolidated results. | ||||||||||||||||||
The following table summarizes the preliminary allocation of the consideration paid for the 2014 and 2013 acquisitions and the estimated fair value of the assets acquired and liabilities assumed (in thousands): | ||||||||||||||||||
Net assets acquired: | NuCivic | Ludwig | KMI | Superior Access | ||||||||||||||
Goodwill | $ | 1,257 | $ | 314 | $ | 6,735 | $ | 2,540 | ||||||||||
Customer lists (5-11 year life) | 202 | 2,658 | 2,900 | 4,000 | ||||||||||||||
Trademarks, trade names and domain names (5-11 year life) | 330 | - | 300 | 1,100 | ||||||||||||||
Technology (5 year life) | - | - | 400 | 1,300 | ||||||||||||||
Non-compete agreement (5 year life) | 14 | 164 | - | - | ||||||||||||||
Other net assets (liabilities) | 197 | - | 1,165 | (343 | ) | |||||||||||||
$ | 2,000 | $ | 3,136 | $ | 11,500 | $ | 8,597 | |||||||||||
Redeemable Noncontrolling Interest | ||||||||||||||||||
Certain GovDelivery stockholders have the ability to require GovDelivery to redeem their shares in 2014 based on a fair value determination. Because that redemption is outside the control of GovDelivery, Actua has classified this noncontrolling interest outside of equity and will accrete to its estimated redemption value with an offset to additional paid-in capital. This noncontrolling interest is classified as “Redeemable noncontrolling interest” on Actua’s Consolidated Balance Sheets | ||||||||||||||||||
Certain MSDSonline stockholders have the ability to require MSDSonline to redeem their shares beginning in 2015 and 2016 based on a fair value determination. Because that redemption is outside the control of MSDSonline, Actua has classified this noncontrolling interest outside of equity and will accrete to its estimated redemption value with an offset to additional paid-in capital. This noncontrolling interest is classified as “Redeemable noncontrolling interest” on Actua’s Consolidated Balance Sheets. | ||||||||||||||||||
The following reconciles the activity related to the redeemable noncontrolling interest during the years ended December 31, 2014, 2013 and 2012 (in thousands): | ||||||||||||||||||
Balance at December 31, 2011 | $ | 1,378 | ||||||||||||||||
Redeemable noncontrolling interest portion of subsidiary net loss | (149 | ) | ||||||||||||||||
Accretion to estimated redemption value | 839 | |||||||||||||||||
Acquisition of MSDSonline | 1,309 | |||||||||||||||||
Impact of subsidiary equity transactions | 6 | |||||||||||||||||
Balance at December 31, 2012 | $ | 3,383 | ||||||||||||||||
Redeemable noncontrolling interest portion of subsidiary net loss | (105 | ) | ||||||||||||||||
Accretion to estimated redemption value | 1,088 | |||||||||||||||||
Impact of subsidiary equity transactions | (924 | ) | ||||||||||||||||
Balance at December 31, 2013 | $ | 3,442 | ||||||||||||||||
Redeemable noncontrolling interest portion of subsidiary net income | 72 | |||||||||||||||||
Accretion to estimated redemption value | 3,095 | |||||||||||||||||
Impact of subsidiary equity transactions | (388 | ) | ||||||||||||||||
Balance at December 31, 2014 | $ | 6,221 | ||||||||||||||||
Other Consolidated Businesses Transactions | ||||||||||||||||||
From time to time, Actua acquires additional equity ownership interests in its consolidated businesses. Purchasing equity ownership interests from a consolidated business’s existing shareholders results in an increase in Actua’s controlling interest in that business and a corresponding decrease in the noncontrolling interest ownership. Those transactions are accounted for as a decrease to “Noncontrolling Interest” and a decrease to “Additional paid-in capital” on Actua’s Consolidated Balance Sheets for the relevant period. During the year ended December 31, 2013, Actua paid $11.0 million and $3.0 million to the noncontrolling interest holders of Bolt and GovDelivery, respectively, to purchase equity interests in those companies. Actua may also acquire additional equity ownership interests in its consolidated businesses as a result of share issuances by those companies or may be diluted by such share issuances. An issuance of equity securities by a consolidated business that results in a decrease in Actua’s equity ownership interests is accounted for in accordance with the policy for “Principles of Accounting for Ownership Interests” described in Note 2, “Significant Accounting Policies.” Other changes to Actua’s equity ownership interests in its consolidated businesses, as well as equity-based compensation award activity at those businesses, also result in adjustments to “Additional paid-in capital” and “Noncontrolling Interest” on Actua’s Consolidated Balance Sheets. The impact of any equity-related transactions at Actua’s consolidated businesses is included in the line item “Impact of subsidiary equity transactions” on Actua’s Consolidated Statements of Changes in Equity. The impact of these changes to the noncontrolling interest are also included in the line item “Impact of subsidiary equity transactions” on Actua’s Consolidated Statements of Changes in Equity for the years ended 2014, 2013 and 2012. These amounts primarily relate to Actua’s acquisition of additional equity ownership interests in our consolidated businesses from noncontrolling interests, as well as the impact of Actua’s consolidation of Bolt and CIML in 2012 on the noncontrolling interest. | ||||||||||||||||||
Pro Forma Information (Unaudited) | ||||||||||||||||||
The information in the following table represents revenue, net income (loss) attributable to Actua and net income (loss) per diluted share attributable to Actua for the relative periods, had Actua consolidated FolioDynamix, NuCivic, KMI, Ludwig and Superior Access in each of those periods (in thousands, except per share data). | ||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||
2014 | 2013 | |||||||||||||||||
Revenue | $ | 119,071 | $ | 90,561 | ||||||||||||||
Net income (loss) from continuing operations attributable to Actua Corporation | $ | (41,295 | ) | $ | (35,439 | ) | ||||||||||||
Net income (loss) from continuing operations per basic and diluted share attributable to | $ | (1.11 | ) | $ | (0.97 | ) | ||||||||||||
Actua Corporation | ||||||||||||||||||
Included in the pro forma amount above, are amounts associated with our significant acquisition, FolioDynamix, which contributed $30.0 million of revenue and $1.5 million of net income and $0.04 of net income (loss) per share to our 2014 results. FolioDynamix, contributed $19.8 million of revenue and $(3.2) million of net income (loss) and $(0.90) of net income (loss) per share to our 2013 results. See Subsection, “Pro forma information” of this Note 4 for further pro forma information on revenue, net income (loss) and net income (loss) per share. | ||||||||||||||||||
The information in the following table represents revenue, net income (loss) attributable to Actua and net income (loss) per diluted share attributable to Actua for the relative periods, had Actua consolidated MSDSonline and Bolt (including Bolt’s acquisition of Superior Access) in each of those periods (in thousands, except per share data). | ||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||
2013 | 2012 | |||||||||||||||||
Revenue | $ 65,995 | $ 47,265 | ||||||||||||||||
Net income (loss) from continuing operations attributable to Actua Corporation | $ (25,591) | $ 10,134 | ||||||||||||||||
Net income (loss) from continuing operations per basic and diluted share attributable to | $ (0.70) | $ 0.28 | ||||||||||||||||
Actua Corporation | ||||||||||||||||||
Separate Financial Statements of Subsidiary not Consolidated | ||||||||||||||||||
The following is summarized financial information for Bolt (then Seapass Solutions, Inc.), which was consolidated by Actua as of December 27, 2012, for the year ended December 31, 2012. Prior to such consolidation, Actua held a 38% equity ownership interest in the business for the year ended December 31, 2012, respectively, and accounted for this ownership interest under the equity method of accounting. The following summarized information is based upon that businesses financial statements, which have been prepared in conformity with GAAP and require estimates and assumptions that affect the amounts reported. Actual results could materially differ from those estimates. | ||||||||||||||||||
December 31, | ||||||||||||||||||
2012 | ||||||||||||||||||
(in thousands) | ||||||||||||||||||
Total Assets | $ 11,705 | |||||||||||||||||
Total Liabilities | $ 16,759 | |||||||||||||||||
Total Stockholders' Equity | $ (5,054) | |||||||||||||||||
December 31, | ||||||||||||||||||
2012 | ||||||||||||||||||
(in thousands) | ||||||||||||||||||
Revenue | $ 6,518 | |||||||||||||||||
Expenses | $ (18,245) | |||||||||||||||||
Net loss | $ (11,727) | |||||||||||||||||
Discontinued_Operations
Discontinued Operations | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Discontinued Operations And Disposal Groups [Abstract] | |||||||||||||
Discontinued Operations | 5. Discontinued Operations | ||||||||||||
During the year ended December 31, 2013, three of Actua’s consolidated subsidiaries were sold: InvestorForce, Channel Intelligence and Procurian. Actua did not sell any subsidiaries during 2014 but did receive escrow proceeds associated with the 2013 sales, as described in the paragraphs below. | |||||||||||||
On January 29, 2013, InvestorForce was sold to MSCI for $23.6 million in cash. Actua’s proceeds from the sale were $20.8 million, a portion of which was being held in escrow, subject to potential indemnification claims. Actua recorded a gain of $15.7 million related to the transaction; that gain is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” on Actua’s Consolidated Statements of Operations for the year ended December 31, 2013. During the year ended December 31, 2014, Actua recognized a gain of $2.1 million related to the release of escrowed proceeds from the sale of InvestorForce. That gain is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” in Actua’s Consolidated Statements of Operations for the year ended December 31, 2014. | |||||||||||||
On February 20, 2013, Channel Intelligence was sold to Google for $125.0 million in cash. Actua realized $60.5 million in the transaction, a portion of which was being held in escrow, subject to potential indemnification claims. Actua recorded a gain of $17.8 million related to the transaction; that gain is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” on Actua’s Consolidated Statements of Operations for the year ended December 31, 2013. During the year ended December 31, 2014, Actua recognized a gain of $5.8 million related to the release of escrow proceeds from the sale of Channel Intelligence. That gain is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” in Actua’s Consolidated Statement of Operations for the year ended December 31, 2014. | |||||||||||||
On December 4, 2013, Procurian was sold to an affiliate of Accenture for $375.0 million in cash. Actua realized $327.8 million in the transaction, a portion of which is being held in escrow, subject to potential indemnification claims. Actua recorded a gain of $224.9 million related to the transaction; that gain is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” on Actua’s Consolidated Statements of Operations for the year ended December 31, 2013. During the year ended December 31, 2014, Actua recognized a gain of $16.2 million related to the release of escrow proceeds from the sale of Procurian. That gain is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” in Actua’s Consolidated Statement of Operations for the year ended December 31, 2014. | |||||||||||||
InvestorForce, Channel Intelligence and Procurian have been accounted for as discontinued operations. The results of operations and cash flows of these businesses have been reclassified from the results of continuing operations and are shown separately on Actua’s Consolidated Statements of Operations and Actua’s Consolidated Statements of Cash Flows for all relevant periods presented. The assets and liabilities of these discontinued operations have been reclassified and are reflected in the line items “Assets of discontinued operations” and “Liabilities of discontinued operations” on Actua’s Consolidated Balance Sheets as of December 31, 2012. Consistent with Actua’s policy election, Actua’s proceeds from these transactions are reflected in cash flows provided by investing activities from continuing operations on Actua’s Consolidated Statement of Cash Flows for the years ended December 31, 2013 and 2012. The results of Actua’s discontinued operations are summarized below (in millions): | |||||||||||||
InvestorForce | Channel Intelligence | Procurian | |||||||||||
Year ended December 31, 2013 | |||||||||||||
Revenue (through date of respective sale) | $ | 0.8 | $ | 3.1 | $ | 127.1 | |||||||
Actua Corporation’s share of net income (loss) (through date of respective sale) | $ | (0.5 | ) | $ | (2.9 | ) | $ | 0.1 | |||||
InvestorForce | Channel Intelligence | Procurian | |||||||||||
Year ended December 31, 2012 | |||||||||||||
Revenue (through date of respective sale) | $ | 8.6 | $ | 11.1 | $ | 140 | |||||||
Actua Corporation’s share of net income (loss) (through date of respective sale) | $ | (1.4 | ) | $ | (1.8 | ) | $ | 8.4 | |||||
Income tax expense of $10.1 million and income tax expense of $20.4 million and an income tax benefit of $5.1 million is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” on Actua’s Consolidated Statements of Operations for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||
During the year ended December 31, 2014, Actua recognized a loss of $1.2 million which also included in the 2014 amount noted above related to the payment of Procurian’s 2013 federal consolidated tax return. |
Fixed_Assets
Fixed Assets | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Property Plant And Equipment [Abstract] | |||||||||||
Fixed Assets | 6. Fixed Assets | ||||||||||
Fixed assets consist of the following (in thousands): | |||||||||||
As of December 31, | |||||||||||
Useful Life | 2014 | 2013 | |||||||||
Computer equipment and software, office equipment and furniture | 3-7 years | $ | 20,078 | $ | 12,510 | ||||||
Leasehold improvements | 3-6 years | 1,626 | 842 | ||||||||
21,704 | 13,352 | ||||||||||
Less: accumulated depreciation | (13,757 | ) | (7,512 | ) | |||||||
$ | 7,947 | $ | 5,840 | ||||||||
Depreciation expense for the years ended December 31, 2014, 2013 and 2012 was $3.6 million, $3.4 million and $1.7 million, respectively. Actua uses the straight line method of depreciation. |
Equity_and_Cost_Method_Busines
Equity and Cost Method Businesses | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Equity Method Investments And Joint Ventures [Abstract] | |||||||||||||
Equity and Cost Method Businesses | 7. Equity and Cost Method Businesses | ||||||||||||
Equity Method Businesses | |||||||||||||
The following unaudited summarized financial information relates to Actua’s businesses accounted for under the equity method of accounting as of December 31, 2014 and 2013. This aggregate information has been compiled from the financial statements of those businesses. Balance Sheets (Unaudited) | |||||||||||||
December 31, | December 31, | ||||||||||||
2014 (2) | 2013 (1) | ||||||||||||
(in thousands) | |||||||||||||
Cash and cash equivalents | $ | 4,487 | $ | 5,909 | |||||||||
Other current assets | 966 | 2,002 | |||||||||||
Non-current assets | 51 | 399 | |||||||||||
Total assets | $ | 5,504 | $ | 8,310 | |||||||||
Current liabilities | $ | 9,411 | $ | 11,085 | |||||||||
Non-current liabilities | 57 | 65 | |||||||||||
Long-term debt | - | - | |||||||||||
Stockholders' deficit | (3,964 | ) | (2,840 | ) | |||||||||
Total liabilities and stockholders' deficit | $ | 5,504 | $ | 8,310 | |||||||||
Total carrying value | $ | - | $ | 775 | |||||||||
(1) | Includes (Actua voting ownership): Acquirgy (25%). | ||||||||||||
(2) | Includes (Actua voting ownership): Acquirgy (25%) and CIML (38%). | ||||||||||||
As of December 31, 2013, Actua’s aggregate carrying value in its equity method businesses exceeded Actua’s share of the net assets of those businesses by $1.3 million. Of this excess, $0.6 million is allocated to goodwill, which is not amortized, and $0.7 million is allocated to intangibles, which are generally being amortized over five years. Amortization expense associated with those intangibles for the years ended December 31, 2014, 2013 and 2012 was $0.1 million, $0.2 million and $1.2 million, respectively; that amortization expense is included in the table below in the line item “Amortization of intangible assets” and is included in the line item “Equity loss” on Actua’s Consolidated Statements of Operations. | |||||||||||||
Results of Operations (Unaudited) | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 (1) | 2013 (2) | 2012 | |||||||||||
(in thousands) | |||||||||||||
Revenue | $ | 8,763 | $ | 48,316 | $ | 89,958 | |||||||
Net income (loss) | $ | (1,110 | ) | $ | (9,238 | ) | $ | (20,159 | ) | ||||
Equity income (loss) excluding impairments and amortization of intangible assets | $ | (632 | ) | $ | (2,798 | ) | $ | (7,518 | ) | ||||
Amortization of intangible assets | (144 | ) | (165 | ) | (1,154 | ) | |||||||
Total equity income (loss) | $ | (776 | ) | $ | (2,963 | ) | $ | (8,672 | ) | ||||
(1) | Includes Acquirgy and CIML (through September 30, 2014, the date of disposition). | ||||||||||||
(2) | Includes Acquirgy, CIML, Freeborders (through October 18, 2013, the date of disposition) and WhiteFence (through October 28, 2013, the date of disposition). | ||||||||||||
(3) | Includes Acquirgy, Bolt (through December 27, 2012, the date of consolidation), CIML (through July 11, 2012, the date of consolidation), Freeborders, GoIndustry (through July 5, 2012, the date of disposition) and WhiteFence. | ||||||||||||
Cost Method Businesses | |||||||||||||
Actua’s carrying value of its holdings in cost method businesses was $17.7 million and $20.4 million as of December 31, 2014 and 2013, respectively. Those amounts are reflected in the line item “Equity and cost method businesses” on Actua’s Consolidated Balance Sheets as of the relevant dates. | |||||||||||||
Actua owns approximately 9% of Anthem Ventures Fund, L.P. (formerly eColony, Inc.) and Anthem Ventures Annex Fund, L.P. (collectively, “Anthem”), which invest in technology companies. Actua acquired its interest in Anthem in 2000 and currently has no carrying value in Anthem. Accordingly, the receipt of distributions from Anthem by Actua would result in a gain at the time Actua receives those distributions. | |||||||||||||
Marketable Securities | |||||||||||||
Marketable securities represent Actua’s holdings of publicly-traded equity securities and are accounted for as available-for-sale securities. During the year ended December 31, 2012, Actua received, and subsequently sold, publicly-traded equity securities that it has accounted for as marketable securities. Actua did not hold any marketable securities as of December 31, 2014 and 2013, respectively. | |||||||||||||
Impairments | |||||||||||||
Actua performs ongoing business reviews of its equity and cost method businesses to determine whether Actua’s carrying value in those businesses is impaired. Actua determined its carrying value in its equity and cost method businesses was not impaired during the years ended December 31, 2014, 2013 and 2012. |
Financial_Instruments
Financial Instruments | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||||
Financial Instruments | 8. Financial Instruments | ||||||||||||||||||
Fair Value Measurements | |||||||||||||||||||
Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. There are three levels of inputs that may be used to measure fair value, which are as follows: | |||||||||||||||||||
Level 1 – Observable inputs, such as quoted market prices for identical assets and liabilities in active public markets. | |||||||||||||||||||
Level 2 – Observable inputs other than Level 1 prices based on quoted prices in markets with insufficient volume or infrequent transactions, or valuations in which all significant inputs are observable for substantially the full term of the asset or liability. | |||||||||||||||||||
Level 3 – Unobservable inputs to the valuation techniques that are significant to the fair value of the asset or liability. | |||||||||||||||||||
Assets and liabilities are measured at fair value based on one or more of the following three valuation techniques: | |||||||||||||||||||
Market Approach – Fair value is determined based on prices and other relevant information generated by market transactions involving identical or comparable assets and liabilities. | |||||||||||||||||||
Income Approach – Fair value is determined by converting relevant future amounts to a single present amount, based on market expectations (including present value techniques and option pricing models). | |||||||||||||||||||
Cost Approach – Fair value represents the amount that currently would be required to replace the service capacity of the relevant asset (often referred to as replacement cost). | |||||||||||||||||||
The fair value hierarchy of Actua’s financial assets measured at fair value on a recurring basis was as follows (in thousands): | |||||||||||||||||||
Asset at | Valuation Technique | ||||||||||||||||||
31-Dec-14 | (Approach) | Level 1 | Level 2 | Level 3 | |||||||||||||||
Cash equivalents (money market accounts) | $ | 77,935 | Market | $ | 77,935 | $ | - | $ | - | ||||||||||
$ | 77,935 | $ | 77,935 | $ | - | $ | - | ||||||||||||
Liability at | Valuation Technique | ||||||||||||||||||
31-Dec-14 | (Approach) | Level 1 | Level 2 | Level 3 | |||||||||||||||
Acquisition Contingent Consideration Obligations | $ | 3,320 | Income | $ | - | $ | - | $ | 3,320 | ||||||||||
$ | 3,320 | $ | - | $ | - | $ | 3,320 | ||||||||||||
Asset at | Valuation Technique | ||||||||||||||||||
31-Dec-13 | (Approach) | Level 1 | Level 2 | Level 3 | |||||||||||||||
Cash equivalents (money market accounts and commercial paper investments) | $ | 325,652 | Market | $ | 325,652 | $ | - | $ | - | ||||||||||
$ | 325,652 | $ | 325,652 | $ | - | $ | - | ||||||||||||
During the year ended December 31, 2014, three contingent consideration obligations occurred for Actua. One was in relation to MSDSonline’s acquisition of KMI where a contingent consideration obligation, in the form of an earn-out, was a component of the MSDSonline’s purchase price for KMI. Two were in relation to Actua’s acquisition of FolioDynamix where Actua inherited two legacy contingent consideration obligations from prior acquisitions of FolioDynamix. In aggregate, these three obligations were fair valued on respective dates of acquisitions using monte carlo simulation models that produced results that totaled $3.3 million. Although the range of these contingent consideration obligations could range from $1.5 million to $5.5 million, there has been little change in value through December 31, 2014, with a value still approximating $3.3 million. Two of these contingent consideration obligations are short term as they will expire in 2015 and one is long term as it will expire in 2016. | |||||||||||||||||||
During the year ended December 31, 2012, GovDelivery determined that the estimated fair value of its acquisition contingent consideration obligations had changed with respect to a prior acquisition. The contingent consideration liability had an estimated fair value of $0.7 million, which was determined at the acquisition date, and was written down to the current estimated fair value of zero which resulted in a gain of $0.7 million that is included in “Impairment related and other” on Actua’s Consolidated Statements of Operations. In conjunction with this determination, GovDelivery also performed an impairment analysis of intangible assets and goodwill that were recorded related to the acquisition. See Note 3, “Goodwill and Intangibles, net.” | |||||||||||||||||||
The carrying value of certain of Actua’s other financial instruments, including accounts receivable and accounts payable approximates fair value due to the short-term nature of those instruments. The fair value of Actua’s long-term debt is based on assumptions concerning the amount and timing of estimated future cash flows and assumed risk-adjusted discount rates. See Note 9, “Debt” for further discussion. Actua’s non-financial assets measured on a non-recurring basis using the market approach were as follows (in thousands): | |||||||||||||||||||
As of December 31, | |||||||||||||||||||
2014 | 2013 | ||||||||||||||||||
Significant unobservable inputs (Level 3): | |||||||||||||||||||
Goodwill (annual impairment assessment) | $ | 264,186 | $ | 90,466 | |||||||||||||||
Acquired intangible assets (periodic assessment, as necessary) | 102,325 | 58,755 | |||||||||||||||||
$ | 366,511 | $ | 149,221 | ||||||||||||||||
Debt
Debt | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Debt Disclosure [Abstract] | |||||||||||
Debt | 9. Debt | ||||||||||
Long-Term Debt | |||||||||||
Actua’s long-term debt as of December 31, 2014 and 2013 consisted of the following: | |||||||||||
Interest | As of December 31, | ||||||||||
Rates | 2014 | 2013 | |||||||||
(in thousands) | |||||||||||
Term loans and lines of credit | 5.5%-11.65% | $ | 500 | $ | 11,910 | ||||||
Current maturities | (500 | ) | (5,902 | ) | |||||||
Long-term debt | $ | - | $ | 6,008 | |||||||
Loan and Credit Agreements | |||||||||||
On April 13, 2011, Bolt entered into an agreement with Horizon Technology Finance Corporation (“Horizon”) that provided for a loan in the amount of $5.0 million. That loan was subject to an interest rate of 11.75% and initially matured on November 1, 2014. On October 26, 2012, Bolt entered into an additional agreement with Horizon that provided for the repayment of the original $5.0 million loan and the issuance of two $5.0 million in borrowings, both subject to a stated interest rate of 11.65%. Principal and interest payments related to these loans are payable monthly (interest only payments were payable monthly for the first twelve months). As of December 31, 2014 and 2013, zero and $9.7 million, respectively, was outstanding under those loan agreements and are included in the line item “Term loans and lines of credit” in the table above. In June 2014, the loans including certain prepayment fees and financing charges, were paid in full. | |||||||||||
On August 9, 2013, as part of a debt financing, Bolt entered into certain debt agreements with Neurone II Investments G.P. Ltd. (“Neurone”). Those agreements provide for a term loan of $0.5 million that is subject to an interest rate of 8.0% and matures on August 9, 2014 with options which have extended the maturity date to August 9, 2015. The loan fair value has a fair value as of both December 31, 2014 and 2013 of $0.5 million, which is included in the line item “Term loans and lines of credit” in the table above. The loan matures in August 2015 and is included in the line item Current maturities of long term debt on the Consolidated Balance Sheets. | |||||||||||
On November 30, 2012, GovDelivery entered into loan agreements with Venture Bank that provided for a $2.0 million revolving credit facility that matured on November 30, 2013, and a $2.5 million term loan that matures on November 30, 2017, in order to fund GovDelivery’s 2013 initiatives of replacing existing equipment and expanding the company’s data centers. There was no amount outstanding under the line of credit as of December 31, 2014 and $2.2 million was outstanding under the term loan as of December 31, 2013. The term loan had a fair value as of December 31, 2013 of $2.2 million. The amount outstanding as of December 31, 2013 is included in the line item “Term loans and lines of credit” in the table above. In January 2014, GovDelivery repaid the term loan; accordingly, the $2.2 million outstanding balance as of December 31, 2013 was included in the line item “Current maturities of long term debt” on Actua’s Consolidated Balance Sheets as of December 31, 2013. |
Actua_Corporations_Stockholder
Actua Corporation's Stockholders' Equity | 12 Months Ended |
Dec. 31, 2014 | |
Stockholders Equity [Abstract] | |
Actua Corporation's Stockholders' Equity | 10. Actua Corporation’s Stockholders’ Equity |
Holders of Actua’s Common Stock are entitled to one vote per share and are entitled to dividends as declared. No cash dividends have been declared to date, and Actua does not intend to pay cash dividends in the foreseeable future. | |
Actua may establish one or more classes or series of preferred stock. The holders of the preferred stock may be entitled to preferences over common stockholders with respect to dividends, liquidation, dissolution, or winding up of Actua, as established by Actua’s Board of Directors. As of December 31, 2014 and 2013, 10,000,000 shares of preferred stock were authorized; none of these shares have been issued, and Actua does not have any plan to issue any of those shares in the foreseeable future. |
Treasury_Stock
Treasury Stock | 12 Months Ended |
Dec. 31, 2014 | |
Equity [Abstract] | |
Treasury Stock | 11. Treasury Stock |
In accordance with Actua’s share repurchase program, Actua has been authorized to repurchase, from time to time, shares of Common Stock in the open market, in privately negotiated transactions or pursuant to trading plans meeting the requirements of Rule 10b5-1 under the Exchange Act. The program was adopted in 2008 and was most recently expanded to allow for the repurchase of up to $150.0 million of shares of our Common Stock. During the years ended December 31, 2014 and 2013, Actua repurchased 773,635 shares and 906,285 shares, respectively, of its Common Stock. Those shares were repurchased at an average stock price of $16.52 per share and $13.23 per share during the annual periods ended December 31, 2014 and 2013, respectively. Since commencement of this program, Actua has repurchased a total of 5,989,849 shares of Common Stock at an average purchase price of $9.23 per share. As of the date of this Report, Actua may repurchase an additional $94.7 million of its Common Stock under this program. All repurchases are reflected in the line item “Treasury stock, at cost” as a reduction of Stockholders’ Equity in Actua’s Consolidated Balance Sheets in the relevant periods. |
EquityBased_Compensation
Equity-Based Compensation | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||||||||||||||||||||
Equity-Based Compensation | 12. Equity-Based Compensation | ||||||||||||||||||||
As of December 31, 2014, equity-based compensation awards may be granted to Actua employees, directors and consultants under Actua’s 2005 Omnibus Equity Compensation Plan, as such has been amended from time to time (the “Plan”). Generally, the grants vest over a period from one to four years and expire eight to ten years after the grant date. As of December 31, 2014, Actua had 1,893,678 shares of Common Stock reserved under the Plan for possible future issuance. Most businesses in which Actua holds equity ownership interests also maintain their own equity incentive/compensation plans. | |||||||||||||||||||||
Actua issues the following types of equity-based compensation to its employees and non-employee directors: (1) stock appreciation rights (SARs), (2) stock options, (3) restricted stock (subject to time/service based performance-based or market-based conditions) and (4) deferred stock units (DSUs). Actua’s grants of equity-based compensation are approved by the Compensation Committee of its Board of Directors or the Board of Directors. Actua recognizes expense associated with its service-based equity-based compensation awards on a straight-line basis over the requisite service period for the entire award. The following table summarizes the equity-based compensation recognized in the respective periods; that equity-based compensation is included in operating expenses, primarily in the line item “General and administrative” on Actua’s Consolidated Statements of Operations. | |||||||||||||||||||||
Equity-based compensation (in thousands) by expense line item on Actua’s Consolidated Statements of Operations: | |||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Cost of revenue | $ 76 | $ 63 | $ 7 | ||||||||||||||||||
Sales and marketing | 160 | 156 | 18 | ||||||||||||||||||
General and administrative | 23,509 | 6,081 | 6,195 | ||||||||||||||||||
Research and development | 144 | 111 | 16 | ||||||||||||||||||
Total Equity-Based Compensation | $ 23,889 | $ 6,411 | $ 6,236 | ||||||||||||||||||
Equity-based compensation (in thousands, except weighted average years) by type of award: | |||||||||||||||||||||
Year Ended December 31, | Unrecognized Equity- | Weighted Average | |||||||||||||||||||
Based Compensation | Years Remaining of | ||||||||||||||||||||
as of | Equity-Based | ||||||||||||||||||||
Compensation as of | |||||||||||||||||||||
2014 | 2013 | 2012 | 31-Dec-14 | 31-Dec-14 | |||||||||||||||||
SARs | $ | 792 | $ | 2,377 | $ | 2,488 | $ | 519 | 1.34 | ||||||||||||
Restricted Stock | 21,818 | 2,958 | 2,871 | 37,780 | 2.42 | ||||||||||||||||
DSUs | 444 | 377 | 419 | 17 | 0.04 | ||||||||||||||||
23,054 | 5,712 | 5,778 | 38,316 | ||||||||||||||||||
Equity-Based Compensation for Consolidated Businesses | 835 | 699 | 458 | 1,899 | 1.63 | ||||||||||||||||
Total Equity-Based Compensation | $ | 23,889 | $ | 6,411 | $ | 6,236 | $ | 40,215 | |||||||||||||
SARs | |||||||||||||||||||||
Each SAR represents the right of the holder to receive, upon exercise of that SAR, shares of Actua Common Stock equal to the amount by which the fair market value of a share of that Common Stock on the date of exercise of the SAR exceeds the base price of the SAR. The base price is determined by the NASDAQ closing price of Actua’s Common Stock on the date of grant (or the closing price on the next trading day if there are no trades in Actua’s stock on the date of grant). The fair value of each SAR is estimated on the grant date using the Black-Scholes option-pricing model. SARs generally vest over four years, with 25% vesting on the first anniversary of the grant date, and the remaining 75% vesting ratably each month over the subsequent 36 months. | |||||||||||||||||||||
Activity with respect to SARs during the years ended December 31, 2014, 2013 and 2012 was as follows: | |||||||||||||||||||||
Number of SARs | Weighted Average | Weighted Average | |||||||||||||||||||
Base Price | Fair Value | ||||||||||||||||||||
Outstanding as of December 31, 2011 | 4,147,391 | $ | 7.71 | $ | 4.54 | ||||||||||||||||
Granted | 260,125 | $ | 9.25 | $ | 4.9 | ||||||||||||||||
Exercised (1) | (54,873 | ) | $ | 7.89 | $ | 4.65 | |||||||||||||||
Forfeited | (1,598 | ) | $ | 10.54 | $ | 5.83 | |||||||||||||||
Cancelled | (12,795 | ) | $ | 6.7 | $ | 3.93 | |||||||||||||||
Outstanding as of December 31, 2012 | 4,338,250 | $ | 7.8 | $ | 4.56 | ||||||||||||||||
Granted | 2,500 | $ | 16.19 | $ | 9.83 | ||||||||||||||||
Exercised (1) | (3,045,700 | ) | $ | 14.42 | $ | 8.64 | |||||||||||||||
Forfeited | (62,242 | ) | $ | 10.25 | $ | 5.51 | |||||||||||||||
Outstanding as of December 31, 2013 | 1,232,808 | $ | 8.86 | $ | 4.99 | ||||||||||||||||
Granted | 500 | $ | 17.31 | $ | 9.48 | ||||||||||||||||
Exercised (1) | (679,606 | ) | $ | 7.35 | $ | 3.6 | |||||||||||||||
Forfeited | (5,220 | ) | $ | 10.14 | $ | 5.43 | |||||||||||||||
Outstanding as of December 31, 2014 | 548,482 | $ | 10.62 | $ | 5.79 | ||||||||||||||||
(1) | The exercise of SARs listed in this table resulted in the issuance of 253,853 shares, 992,390 shares and 9,818 shares of Actua’s Common Stock during the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||||||
The following table summarizes information about SARs outstanding as of December 31, 2014: | |||||||||||||||||||||
Grant Price | Number of SARs | Number of SARs | Weighted Average | Aggregate Intrinsic | |||||||||||||||||
Outstanding | Exercisable | Remaining Contractual | Value of SARs | ||||||||||||||||||
Life of SARs | Outstanding as of | ||||||||||||||||||||
Outstanding | Dec. 31, 2014 | ||||||||||||||||||||
(in years) | (in thousands) | ||||||||||||||||||||
$6.70-$8.76 | 73,311 | 73,311 | 3.93 | $ | 774 | ||||||||||||||||
$9.25-$9.84 | 172,499 | 100,354 | 7.46 | $ | 1,590 | ||||||||||||||||
$11.69-$17.31 | 302,672 | 271,573 | 6.13 | $ | 1,941 | ||||||||||||||||
548,482 | 445,238 | $ | 4,305 | ||||||||||||||||||
As of December 31, 2014, 2013 and 2012, there were 445,238 SARs, 966,045 SARs and 3,468,805 SARs exercisable, respectively, at a weighted average base price of $10.72 per share, $8.50 per share and $7.53 per share, respectively, under the Plan. As of December 31, 2014, Actua expects an additional 103,244 SARs to vest in the future. | |||||||||||||||||||||
Stock Options | |||||||||||||||||||||
The fair value of each stock option is estimated on the grant date using the Black-Scholes option-pricing model. Stock options generally vest ratably over four years: 25% vest on the first anniversary of the grant date, and the remaining 75% vest ratably on a monthly basis over the subsequent 36 months. | |||||||||||||||||||||
Activity with respect to stock options during the years ended December 31, 2014, 2013 and 2012 was as follows: | |||||||||||||||||||||
Number of Options | Weighted Average | Weighted Average | |||||||||||||||||||
Base Price | Fair Value | ||||||||||||||||||||
Outstanding as of December 31, 2011 | 183,208 | $ | 6.25 | $ | 4.97 | ||||||||||||||||
Exercised (1) | (173,208 | ) | $ | 6.03 | $ | 4.83 | |||||||||||||||
Forfeited | (21 | ) | $ | 8.41 | $ | 4.96 | |||||||||||||||
Cancelled | (8,229 | ) | $ | 10.62 | $ | 8.16 | |||||||||||||||
Outstanding as of December 31, 2012 | 1,750 | $ | 6.91 | $ | 4.14 | ||||||||||||||||
Exercised (1) | (1,500 | ) | $ | 7.34 | $ | 4.42 | |||||||||||||||
Outstanding as of December 31, 2013 | 250 | $ | 4.3 | $ | 2.47 | ||||||||||||||||
Exercised, forfeited, cancelled | - | $ | - | $ | - | ||||||||||||||||
Outstanding as of December 31, 2014 | 250 | $ | 4.3 | $ | 2.47 | ||||||||||||||||
(1) | Actua received cash of less than $0.1 million and $1.0 million related to stock options exercised during the years ended December 31, 2013 and 2012. | ||||||||||||||||||||
As of December 31, 2014, there were 250, 250 and 1,729 stock options exercisable at a weighted average exercise price of $4.30, $4.30 and $6.94 per share, respectively, under the Plan. The weighted average remaining contractual life of the stock options outstanding as of December 31, 2014 was 4.3 years; the aggregate intrinsic value of those stock options as of December 31, 2014 was de minimis. | |||||||||||||||||||||
SARs and Stock Options Fair Value Assumptions | |||||||||||||||||||||
Actua estimates the grant date fair value of SARs and stock options using the Black-Scholes option-pricing model, which requires the input of highly subjective assumptions. Those assumptions include estimating the expected life of the award and estimating volatility of Actua’s stock price over the expected term. Expected volatility approximates the historical volatility of Actua’s Common Stock over the period commensurate with the expected term of the award. The expected term calculation is based on an average of the award vesting term and the life of the award. We have, due to insufficient historical data, used the simplified method to determine the expected life of all SARs and stock options granted under our equity incentive plan from the inception of the plan in 2005 through December 31, 2013. We also used the simplified method to calculate the expected term for the de minimis (500) SARs granted in 2014. Actua believes that it now has sufficient historical data to calculate an expected term for SARs and stock options granted in the future. The risk-free interest rate is based on the U.S. Treasury yield in effect at the time of grant for an instrument with a maturity that is commensurate with the expected term of the award. Changes in the above assumptions, the estimated forfeitures and/or the requisite service period can materially affect the amount of equity-based compensation recognized on Actua’s Consolidated Statements of Operations. | |||||||||||||||||||||
The following assumptions were used to determine the fair value of SARs granted to employees and a non-management director by Actua during the years ended December 31, 2014, 2013 and 2012: | |||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Expected volatility | 56 | % | 56 | % | 56 | % | |||||||||||||||
Average expected life of SAR (in years) (a) | 6.25 | 6.25 | 6.25 | ||||||||||||||||||
Risk-free interest rate | 2.12 | % | 1.86 | % | 0.92 | % | |||||||||||||||
Dividend yield | 0 | % | 0 | % | 0 | % | |||||||||||||||
(a) | We have, due to insufficient historical data, used the simplified method. We believe that we have enough historical data to calculate an expected term for Actua SARs and stock options granted in the future. | ||||||||||||||||||||
Restricted Stock | |||||||||||||||||||||
Actua periodically issues shares of restricted stock to its employees and non-management directors. Recipients of restricted stock do not pay cash consideration for the shares and have the right to vote all shares subject to the grant. Any cash dividends paid by Actua in respect of unvested restricted stock would be paid to the holders of outstanding restricted stock at the same time as cash dividends are paid to common stockholders, and any dividends paid by Actua in stock or other property in respect of unvested restricted stock would be paid to the holders of outstanding restricted stock subject to the same terms and conditions related to vesting, forfeiture and non-transferability as the underlying restricted stock. As of December 31, 2014, issued and unvested shares of restricted stock granted to Actua’s employees vest as follows: (1) 1,496,235 shares of restricted stock vest 25% each year over a four-year period, (2) 32,060 shares of restricted stock vest 12.5% on the nine-month anniversary of the grant date, and the remaining 87.5% every six months subsequent to the first vesting date, (3) 91,666 shares of restricted stock vest in six-month increments each May and November through November 2015, (4) 403,448 shares of restricted stock vest upon the achievement of certain performance goals, as discussed below and (5) 1,694,366 shares of restricted stock vest upon the achievement of certain market conditions, as discussed below. Additionally, as of December 31, 2014, 37,500 shares of restricted stock granted to Actua’s non-management directors vest on the one-year anniversary of the grant date, as discussed below. | |||||||||||||||||||||
During the year ended December 31, 2014, in lieu of any right to receive 100% of their respective target bonus amounts under the Actua 2014 Performance Plan (the “2014 Performance Plan”) in cash, senior Actua employees, including Actua’s executive officers, were issued a total of 158,942 shares of restricted stock (the “2014 Performance Shares”) (determined based on the value of their respective individual target bonuses under the 2014 Performance Plan and the closing price of Actua’s Common Stock of $20.33 per share on February 28, 2014, the date of the restricted stock grant). If and to the extent that an individual’s achievement percentage under the 2014 Performance Plan (1) is greater than or equal to 100%, all of that employee’s 2014 Performance Shares vest or (2) is greater than 0% but less than 100%, a portion of that employee’s 2014 Performance Shares will vest, as determined by the Compensation Committee of Actua’s Board of Directors. All of the 158,942 performance-based restricted stock awards are vested during the first quarter of 2015. | |||||||||||||||||||||
During the year ended December 31, 2013, in lieu of their right to receive 50% of their respective target bonus amounts under the Actua 2013 Performance Plan (the “2013 Performance Plan”) in cash, senior Actua employees, including each of Actua’s executive officers, were issued a total of 130,440 shares of restricted stock (the “2013 Performance Shares”) (determined based on the value of 50% of their respective individual target bonuses under the Performance Plan and the closing price of Actua’s common stock of $13.09 per share on March 1, 2013, the date of the restricted stock grant). If and to the extent that an individual’s achievement percentage under the Performance Plan (1) was greater than or equal to 50%, all of that employee’s Performance Shares would have vested or (2) was greater than 0% but less than 50%, a portion of that employee’s Performance Shares equal to two times the achievement percentage would have vested. All of the 2013 Performance Shares vested during the first quarter of 2014. | |||||||||||||||||||||
As of December 31, 2014, outstanding shares of restricted stock granted to Actua’s Chief Executive Officer and Actua’s President during 2011 vest as follows: (1) 91,666 shares of restricted stock vest in equal installments in May and November 2015, and (2) 366,666 shares of restricted stock vest based on stipulated market thresholds related to Actua’s Common Stock price through December 31, 2015. During the year ended December 31, 2014, in light of the sale of Procurian in 2013 and the resulting improbability of the achievement of the 366,666 performance-based awards that were initially included in that grant, both Actua’s Chief Executive Officer and Actua’s President elected to forfeit those shares of restricted stock. Actua reversed previously-recorded equity compensation cost related to those awards in the amount of $1.5 million during the year ended December 31, 2013. That equity compensation cost had been recognized as follows: $0.4 million, $0.9 million and $0.2 million was recognized during the years ended December 31, 2013, 2012 and 2011, respectively. In the event of a change of control (as defined by the Plan) before December 31, 2015, all of the shares contingent upon the achievement of the stock price metrics set forth in the 2011 grants would automatically vest, and any unrecognized equity-based compensation expense associated with those awards would be immediately recognized. Additionally, in the event of a change of control in connection with which Actua’s Chief Executive Officer and Actua’s President are terminated, any remaining service-based awards set forth in the 2011 grants would automatically vest, and any unrecognized equity-based compensation expense associated with those awards would be immediately recognized. | |||||||||||||||||||||
During the year ended December 31, 2014, 2,782,000 shares of restricted stock were granted to employees of Actua and its businesses, including Actua’s executive officers. Of those shares, 1,500 shares of restricted stock were forfeited prior to December 31, 2014. The remaining awards vest as follows: (1) 1,452,800 shares of restricted stock vest in equal installments on February 28th of 2015, 2016, 2017 and 2018 and (2) 1,327,700 shares of restricted stock vest based on stipulated market thresholds related to Actua’s Common stock price through February 28, 2018. The vesting of the market-based shares is contingent upon the 45-trading day volume-weighted average price (“VWAP”) of Actua’s Common Stock meeting or exceeding specified 45-trading day VWAP targets ($28.07, $30.16, $32.38 and $34.71) on or before February 28, 2018, with 25% of the shares vesting on the first business day following achievement of each of the targets. If any of the VWAP targets related to the shares granted during the first quarter of 2014 is achieved (1) on or prior to February 28, 2015, 50% of the shares that would have vested upon achieving the VWAP target will instead vest on the one-year anniversary of the grant, and the remaining 50% of the shares that would have vested upon achieving the VWAP target will instead vest on February 28, 2016, or (2) between March 1, 2015 and February 28, 2016, 50% of the applicable shares will vest on the date of achievement of the VWAP target, and the remaining 50% of the shares that would have vested upon achieving the VWAP target will instead vest on February 28, 2016. If any of the VWAP targets related to the shares granted during the second quarter of 2014 is achieved (1) on or prior to April 4, 2015, 50% of the shares that would have vested upon achieving the VWAP target will instead vest on the one-year anniversary of the grant, and the remaining 50% of the shares that would have vested upon achieving the VWAP target will instead vest on February 28, 2016, or (2) between April 5, 2015 and February 28, 2016, 50% of the applicable shares will vest on the date of achievement of the VWAP target, and the remaining 50% of the shares that would have vested upon achieving the VWAP target will instead vest on February 28, 2016. The unamortized equity-based compensation as of December 31, 2014 related to these service and market based awards was $32.9 million and will be recognized as follows: $16.2 million in 2015, $8.1 million in 2016, $7.4 million in 2017 and $1.2 million in the first quarter of 2018. To the extent the VWAP targets are achieved prior to Actua’s recognition of the full amount of related equity-based compensation costs, any related unamortized equity-based compensation expense would be immediately recognized, provided that the respective service conditions have been met. | |||||||||||||||||||||
During the year ended December 31, 2014, 244,506 shares of restricted stock were granted to certain Actua employees based on certain performance metrics for one of Actua’s consolidated businesses for 2014 and 2015. These awards will vest to the extent the performance metrics are achieved in each year with a maximum vesting of 100,247 shares in the first quarter of 2015 and a maximum vesting of 144,259 shares in the first quarter of 2016. To the extent the performance metrics are not met against each year’s measurements, the restricted shares will lapse unvested. Actua expects 56,587 shares to vest related to 2014 performance in the first quarter of 2015 and approximately 97,000 shares to vest related to 2015 performance in the first quarter of 2016. | |||||||||||||||||||||
During the years ended December 31, 2014, 2013 and 2012, Actua granted 37,500 shares, 30,750 shares and 18,750 shares, respectively, of restricted stock under Actua’s Amended and Restated Non-Management Director Compensation Plan (the “Director Plan”), which are included in the table below. See “Non-Management Director Equity-Based Compensation” in this Note 12, “Equity-Based Compensation” for additional details related to vesting. | |||||||||||||||||||||
Share activity with respect to restricted stock awards during the years ended December 31, 2014, 2013 and 2012 was as follows: | |||||||||||||||||||||
Number of Shares | Weighted | ||||||||||||||||||||
Average Grant | |||||||||||||||||||||
Date Fair Value | |||||||||||||||||||||
Issued and unvested as of December 31, 2011 | 1,225,785 | $ | 9.12 | ||||||||||||||||||
Granted | 116,973 | $ | 9.11 | ||||||||||||||||||
Vested | (124,920 | ) | $ | 10.01 | |||||||||||||||||
Forfeited | (375 | ) | $ | 12.15 | |||||||||||||||||
Issued and unvested as of December 31, 2012 | 1,217,463 | $ | 9.03 | ||||||||||||||||||
Granted | 183,190 | $ | 13.35 | ||||||||||||||||||
Vested | (202,689 | ) | $ | 10.02 | |||||||||||||||||
Forfeited | (12,893 | ) | $ | 10.55 | |||||||||||||||||
Issued and unvested as of December 31, 2013 | 1,185,071 | $ | 9.52 | ||||||||||||||||||
Granted | 3,239,948 | $ | 17.22 | ||||||||||||||||||
Vested | (299,703 | ) | $ | 11.76 | |||||||||||||||||
Forfeited | (370,041 | ) | $ | 9.96 | |||||||||||||||||
Issued and unvested as of December 31, 2014 | 3,755,275 | $ | 15.94 | ||||||||||||||||||
The total aggregate fair value of restricted stock awards that vested and were converted to Actua’s Common Stock during the years ended December 31, 2014, 2013 and 2012 was $5.9 million, $2.6 million and $1.3 million, respectively. During the years ended December 31, 2014, 2013 and 2012, 93,115 shares, 46,616 shares and 39,817 shares, respectively, were surrendered for satisfying withholding taxes. As of December 31, 2014, Actua expects 3,664,278 shares of restricted stock to vest in the future. | |||||||||||||||||||||
Non-Management Director Equity-Based Compensation | |||||||||||||||||||||
Actua periodically issues DSUs and/or shares of restricted stock to its non-management directors in accordance with the Director Plan. Each DSU represents a share of Common Stock into which that DSU will be converted upon the termination of the recipient’s service at Actua. DSUs issued annually under the Director Plan vest on the one-year anniversary of the grant date. | |||||||||||||||||||||
Share activity with respect to the annual DSU awards for the years ended December 31, 2014, 2013 and 2012 are as follows: | |||||||||||||||||||||
Number of Shares | Weighted | ||||||||||||||||||||
Average Grant | |||||||||||||||||||||
Date Fair Value | |||||||||||||||||||||
Issued and unvested as of December 31, 2011 | 52,500 | $ | 13.32 | ||||||||||||||||||
Granted | 41,250 | $ | 8.4 | ||||||||||||||||||
Vested | (52,500 | ) | $ | 13.32 | |||||||||||||||||
Issued and unvested as of December 31, 2012 | 41,250 | $ | 8.4 | ||||||||||||||||||
Granted | 29,250 | $ | 13.09 | ||||||||||||||||||
Vested | (41,250 | ) | $ | 8.4 | |||||||||||||||||
Issued and unvested as of December 31, 2013 | 29,250 | $ | 13.09 | ||||||||||||||||||
Granted | 22,500 | $ | 17.63 | ||||||||||||||||||
Vested | (29,250 | ) | $ | 13.09 | |||||||||||||||||
Issued and unvested as of December 31, 2014 | 22,500 | $ | 17.63 | ||||||||||||||||||
As of December 31, 2014, Actua expects 22,500 unvested DSUs related to the annual grant program under the Director Plan to vest in the future. | |||||||||||||||||||||
Through 2014, each non-management director was also entitled to receive quarterly cash payments for his service on the Board of Directors and its committees, as applicable, under the Director Plan. Each director had the right to elect to receive DSUs in lieu of all or a portion of those cash fees. Each participating director received DSUs representing shares of Actua’s Common Stock with a fair market value equal to the relevant cash fees (with such fair market value determined by reference to the closing Common Stock price reported by NASDAQ on the date these cash fees otherwise would have been paid). DSUs received in lieu of cash fees were fully vested at the time they are granted and are to be settled in shares of Actua’s Common Stock upon the termination of the recipient’s service at Actua. The expense for those DSUs is recorded when the fees to which the DSUs relate are earned and is included in the line item “general and administrative” on Actua’s Consolidated Statements of Operations (but is not reflected in the summarized Equity-Based Compensation table above). | |||||||||||||||||||||
Share activity with respect to periodically-issued DSUs for the years ended December 31, 2014, 2013 and 2012 was as follows: | |||||||||||||||||||||
Number of Shares | Weighted | ||||||||||||||||||||
Average Grant | |||||||||||||||||||||
Date Fair Value | |||||||||||||||||||||
Issued and unvested as of December 31, 2011 | - | $ | - | ||||||||||||||||||
Granted | 32,923 | $ | 9.42 | ||||||||||||||||||
Vested | (32,923 | ) | $ | 9.42 | |||||||||||||||||
Issued and unvested as of December 31, 2012 | - | $ | - | ||||||||||||||||||
Granted | 30,540 | $ | 12.3 | ||||||||||||||||||
Vested | (30,540 | ) | $ | 12.3 | |||||||||||||||||
Issued and unvested as of December 31, 2013 | - | $ | - | ||||||||||||||||||
Granted | 18,790 | $ | 18.56 | ||||||||||||||||||
Vested | (18,790 | ) | $ | 18.56 | |||||||||||||||||
Issued and unvested as of December 31, 2014 | - | $ | - | ||||||||||||||||||
Expense associated with the DSUs periodically issued in lieu of cash for the years ended December 31, 2014, 2013 and 2012 was $0.3 million, $0.4 million and $0.4 million, respectively. | |||||||||||||||||||||
Consolidated Businesses | |||||||||||||||||||||
All of Actua’s consolidated businesses issue equity-based compensation awards to their employees. Those awards are most often in the form of stock options that vest over four years. The fair value of the stock option awards is estimated on the grant date using the Black-Scholes option pricing model. The majority of the stock options vest 25% on the first anniversary of the grant date, and the remaining 75% vest ratably each month over the subsequent 36 months. The other awards generally vest ratably over four years, with 25% vesting on each anniversary date over that term. |
Other_Income_Loss_net
Other Income (Loss), net | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Other Income And Expenses [Abstract] | |||||||||||||
Other Income (Loss), net | 13. Other Income (Loss), net | ||||||||||||
Other Income (Loss), net | |||||||||||||
Other income (loss), net consists of the effect of transactions and other events relating to Actua’s ownership interests and its operations in general, and, for the years ended December 31, 2014, 2013 and 2012, is comprised of the following (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Gain on fair value of prior equity interests | $ | - | $ | - | $ | 51,668 | |||||||
Gain (loss) on sales/distributions of ownership interests | 5,158 | (4,032 | ) | 5,260 | |||||||||
Realized gains on sales of marketable securities | 269 | 23 | 1,552 | ||||||||||
Other | - | (93 | ) | (656 | ) | ||||||||
5,427 | (4,102 | ) | 57,824 | ||||||||||
Total other loss for consolidated businesses | (127 | ) | (108 | ) | (4 | ) | |||||||
Total other income (loss), net | $ | 5,300 | $ | (4,210 | ) | $ | 57,820 | ||||||
On December 26, 2014, Actua sold its ownership stake in Symbio for $8.1 million of cash, $0.8 million of which was placed in escrow to satisfy potential indemnification obligations. Actua recorded a gain of $4.3 million for the proceeds received during the year ended December 31, 2014, which is included in the line item “Gain (loss) on sales/distributions of ownership interests” in the table above. | |||||||||||||
On December 27, 2012, Actua acquired additional equity interests in Bolt and began to consolidate the financial position and results of Bolt as of that date. Actua recorded a gain on the transaction of $25.5 million, which represents the excess of the fair value at the date of consolidation over its carrying value from its previous equity interest as an equity method business. That gain is included in the line item “Gain on fair value of prior equity interests” for the year ended December 31, 2012 in the table above. See Note 4, “Consolidated Businesses,” for the allocation of the enterprise value. | |||||||||||||
On October 18, 2013, Freeborders was sold to Symbio. Actua received an equity ownership interest in Symbio as consideration for this transaction. Actua recorded a gain on that transaction of $0.3 million that is included in the line item “Gain (loss) on sales/distributions of ownership interests” for the year ended December 31, 2013 in the table above. | |||||||||||||
On October 28, 2013, substantially all of the assets of WhiteFence were sold to Allconnect. Actua’s portion of the proceeds was $5.4 million of cash, $1.6 million of which was deferred for one year. Actua recorded a loss on that transaction of $4.3 million that is included in the line item “Gain (loss) on sales/distributions of ownership interests” for the year ended December 31, 2013 in the table above. | |||||||||||||
On July 11, 2012, Actua acquired additional equity interests in CIML and began to consolidate the financial position and results of CIML as of that date. In conjunction with the fair value determination of Actua’s previous equity interest in CIML, Actua recorded a gain of $26.2 million, representing the excess of Actua’s portion of the value of CIML over its carrying value from its previous equity interest as an equity method business at the date of consolidation; that gain is included in the line item “Gain on fair value of prior equity interests” for the year ended December 31, 2012 in the table above. The primary valuation technique used to measure the acquisition date fair value of CIML immediately before the acquisition was the backsolve option-pricing method. | |||||||||||||
On July 5, 2012, GoIndustry was sold to Liquidity Services. Actua’s portion of the proceeds was $2.9 million of cash, which was received in July 2012. During the three-month period ended September 30, 2012, Actua recorded its share of the sale transaction costs incurred by GoIndustry, and, accordingly, Actua’s carrying value of GoIndustry was reduced to zero as of the date of the transaction. Actua recorded a gain of $2.9 million for the proceeds received during the year ended December 31, 2012, which is included in the line item “Gain (loss) on sales/distributions of ownership interests” in the table above. | |||||||||||||
During the years ended December 2013 and 2012, related to shares received in conjunction with the sale of a prior business, Actua realized proceeds of $0.8 million and $7.5 million, respectively, from the sale of Active common stock, which is reflected in the line item “Gain(loss) on sales/distributions of ownerships” in the table above. Additionally, due to the timing of subsequent sales of those Active common stock proceeds, Actua recorded gains of $0.1 million and $1.4 million, in the years ended December 31, 2013 and 2012, respectively, that are included in the line item “Realized gains on sales of marketable securities” in the table above. | |||||||||||||
During the year ended December 30, 2012, Actua received 12,989 shares of Intercontinental Exchange, Inc. (“ICE”), representing the final distribution of escrow proceeds related to the disposition of Creditex Group, Inc. Actua recorded a gain during the year ended December 31, 2012 of $1.7 million based on the closing stock price of the ICE common stock on the day it was released from escrow; that gain is included in the line item “Gain (loss) on sales/distributions of ownership interests” in the relative period in the table above. Subsequent to the receipt of those shares of ICE common stock, Actua sold the shares and received total proceeds of $1.8 million. The incremental gain on the sale of those shares of $0.1 million is included in the line item “Realized gains on the sales of marketable securities” for the year ended December 31, 2012 in the table above. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||||
Income Taxes | 14. Income Taxes | |||||||||||||
Total income tax (benefit) expense was allocated as follows (in thousands): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Income tax (benefit) expense from continuing operations: | ||||||||||||||
Current taxes | ||||||||||||||
Federal taxes | $ | (8,790 | ) | $ | (17,711 | ) | $ | 57 | ||||||
State taxes | 93 | 140 | 640 | |||||||||||
Foreign taxes | 330 | - | 506 | |||||||||||
Current taxes | $ | (8,367 | ) | $ | (17,571 | ) | $ | 1,203 | ||||||
Deferred taxes | ||||||||||||||
Federal taxes | $ | (1,319 | ) | $ | - | $ | (376 | ) | ||||||
State taxes | (3,181 | ) | - | 537 | ||||||||||
Foreign taxes | (64 | ) | - | (28 | ) | |||||||||
Deferred taxes | $ | (4,564 | ) | $ | - | $ | 133 | |||||||
Income tax (benefit) expense | $ | (12,931 | ) | $ | (17,571 | ) | $ | 1,336 | ||||||
Actua Corporation, GovDelivery, MSDSonline (beginning March 30, 2012, the date of acquisition) and FolioDynamix (beginning November 3, 2014, the date of acquisition) file a consolidated federal income tax return. InvestorForce (through January 29, 2013 the date of disposition) and Procurian (through December 4, 2013, the date of disposition) were previously included in Actua’s consolidated federal income tax return. Actua recorded consolidated current income tax expense in continuing operations of $0.4 million, $0.1 million and $0.1 million for the years ended December 31, 2014, 2013 and 2012, respectively, related to state and foreign taxes. The current federal income tax benefit of $8.8 million and $17.7 million recognized in 2014 and 2013, respectively, is offset by $8.9 million and $17.7 million income tax expense in discontinued operations since there was a loss in continuing operations and income in discontinued operations in that same year. There was not a similar benefit in 2012, as there was income in both continuing operations and discontinued operations in that year. Additionally, Procurian recognized $1.3 million of current federal income tax expense in 2014, which is included in discontinued operations. Amounts for 2012 included in the table above are not recast to reflect what is reported in discontinued operations; rather, it is noted that $1.2 million of the $1.3 million income tax expense for 2012 is included in the line item “Income (loss) from discontinued operations, including gain on sale, net of tax” on Actua’s Consolidated Statements of Operations for that year. | ||||||||||||||
As of December 31, 2014, in light of MSDSonline’s consistent recent history of profitability, current-year results and its estimates of projected future profitability, management believes that it is more likely than not that the benefit of the majority of its state net deferred tax assets will be realized and therefore a reduction of the valuation allowance against its state net deferred tax asset is appropriate. Accordingly the Company recognized a deferred tax benefit of $3.1 million related to the reduction of the valuation allowance in 2014. Additionally, Bolt recorded a foreign deferred tax asset of $0.1 million for the year ended December 31, 2014. For the rest of the Company’s deferred income taxes, after evaluating all the positive and negative evidence, both historical and prospective, and determining it is not more likely than not to be realized; therefore, Actua maintained a full valuation allowance against those net deferred tax assets. | ||||||||||||||
As a result of a change in ownership under Internal Revenue Code Section 382 that occurred in 2004, Actua’s net operating loss (NOL) carryforwards and capital loss carryforwards are subject to an annual limitation. The annual limitation on the utilization of these carryforwards is approximately $14.5 million. This annual limitation can be carried forward if it is not used. Actua did not use the limitation amount in 2011 or 2012; therefore, the amount available for 2013 was $43.5 million, all of which was used in 2013 to offset the capital gains realized in 2013. The amount available for 2014 was not used. The total amount available in future years for these carryforwards at December 31, 2014 was $145.2 million. These losses expire in varying amounts between 2018 and 2023. | ||||||||||||||
Additionally, as of December 31, 2014, Actua consolidated group had $117.0 million of NOL carryforwards that are not subject to the Section 382 annual limitation. These net operating losses expire between 2018 and 2034. Of the $117.0 million of NOL carryforwards, approximately $24.4 million is attributable to excess deductions for equity compensation, the benefit of which will be recorded to additional paid-in capital when realized. | ||||||||||||||
GovDelivery joined in filing a consolidated federal income tax return with Actua beginning in 2010. At the time of acquisition, GovDelivery had approximately $2.8 million of NOL carryforwards. Actua’s acquisition of GovDelivery constituted a change in ownership under Internal Revenue Code Section 382. As a result, these NOL carryforwards are limited to approximately $1.0 million per year, plus any recognized built-in gains. As of December 31, 2014, all of these NOLs are available and included in the $117.0 million of NOLs that are not subject to the Internal Revenue Code Section 382 limitations noted above. | ||||||||||||||
MSDSonline joined in Actua’s consolidated federal tax return beginning on March 30, 2012 (when it was acquired). MSDSonline had NOLs totaling approximately $50.9 million when it was acquired. These NOLs expire in varying amounts between 2019 and 2031. The acquisition of MSDSonline constituted a change in ownership under Internal Revenue Code Section 382. The annual limitation on the utilization of MSDSonline’s NOLs equals approximately $1.7 million plus recognized built-in gains. Approximately $47.4 million of NOLs are expected to be available as a result of this limitation, of which, $14.8 million is currently available and included in the $117.0 million of NOLs that are not subject to the Section 382 limitations noted above. | ||||||||||||||
FolioDynamix joined in Actua’s consolidated federal tax return beginning on November 4 2014 (when it was acquired). FolioDynamix had NOLs totaling approximately $35.5 million when it was acquired. These NOLs expire in varying amounts between 2027 and 2033. Approximately $8.9 million of these NOLs are subject to Internal Revenue Code Section 382 limitations from ownership changes FolioDynamix experienced prior to its acquisition by Actua. The acquisition of FolioDynamix constituted a change in ownership under Internal Revenue Code Section 382. The annual limitation on the utilization of FolioDynamix’s NOLs equals approximately $5.9 million plus recognized built-in gains. All of these NOLs are expected to be available prior to their expiration, of which, $3.3 million is currently available and included in the $117.0 million of NOLs that are not subject to the Internal Revenue Code Section 382 limitations noted above. | ||||||||||||||
The purchase price allocation for the acquisition of FolioDynamix identified approximately $46.6 million of non-goodwill intangible assets. The associated deferred tax liability exceeded FolioDynamix’s other net deferred tax assets by approximately $1.6 million, which resulted in an increase to goodwill. The Company released the valuation allowance on a portion of Actua’s consolidated federal NOLs that will be available to offset the federal portion of the future taxable income associated with this deferred tax liability. The $1.3 million deferred federal tax benefit is recorded in continuing operations in Actua’s Consolidated Statements of Operations for the year ending December 31, 2014. The remaining $0.3 million of deferred tax liability related to state taxes is recorded on Actua’s Consolidated Balance Sheets at December 31, 2014. | ||||||||||||||
Actua’s net deferred tax asset (liability) consists of the following (in thousands): | ||||||||||||||
As of December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
(in thousands) | ||||||||||||||
Deferred tax assets: | ||||||||||||||
Net operating loss and capital loss carryforward - 382 limited | $ | 68,210 | $ | 74,220 | ||||||||||
Net operating loss carryforward - not 382 limited | 40,925 | 34,774 | ||||||||||||
State net operating loss carryforward, net | 3,114 | - | ||||||||||||
Capital loss carryforward - not 382 limited | 35,982 | 23,106 | ||||||||||||
Company basis difference | 17,978 | 25,176 | ||||||||||||
Reserves and accruals | 2,045 | 291 | ||||||||||||
Equity-based compensation expense | 8,926 | 5,369 | ||||||||||||
AMT and other credits | 81 | - | ||||||||||||
Other, net | 1,174 | 1,302 | ||||||||||||
Total deferred tax assets | 178,435 | 164,238 | ||||||||||||
Valuation allowance | (151,389 | ) | (150,408 | ) | ||||||||||
Deferred tax asset | 27,046 | 13,830 | ||||||||||||
Deferred tax liabilities: | ||||||||||||||
Intangible assets | 24,132 | (13,830 | ) | |||||||||||
Total deferred tax liabilities | 24,132 | (13,830 | ) | |||||||||||
Total net deferred tax assets | $ | 2,914 | $ | - | ||||||||||
Actua’s practice is to recognize interest and/or penalties related to income tax matters in income tax expense. Actua had no material accrual for interest or penalties on Actua’s Consolidated Balance Sheets at December 31, 2014, 2013 or 2012. Interest and penalty of $0.1 million is included in income tax expense included in discontinued operations for the year ended December 31, 2014. There was no interest and/or penalties in Actua’s Consolidated Statements of Operations for the year ended December 31, 2013. | ||||||||||||||
Tax years 2010 and forward are subject to examination for federal tax purposes. Tax years 1998 through 2008 are subject to examination for federal tax purposes to the extent of net operating losses used in future years. | ||||||||||||||
The effective tax rate differs from the federal statutory rate as follows: | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Tax expense (benefit) at statutory rate | 35 | % | 35 | % | 35 | % | ||||||||
Foreign and state taxes | 10.4 | % | (2.3 | ) | % | 4.6 | % | |||||||
Non-deductible expenses and other | (4.8 | ) | % | 0.6 | % | 0.1 | % | |||||||
Valuation allowance | - | - | (24.4 | ) | % | |||||||||
Prior period adjustment | - | - | (3.6 | ) | ||||||||||
Acquisition of MSDSonline | - | - | (6.3 | ) | ||||||||||
40.6 | % | 33.3 | % | 5.4 | % | |||||||||
Net_Income_Loss_per_Share
Net Income (Loss) per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Net Income (Loss) per Share | 15. Net Income (Loss) per Share | ||||||||||||
The calculations of net income (loss) per share were as follows (in thousands, except per share data): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Basic and Diluted: | |||||||||||||
Income (loss) from continuing operations | $ | (37,582 | ) | $ | (25,669 | ) | $ | 12,703 | |||||
Income (loss) from discontinued operations | 14,026 | 234,728 | 10,286 | ||||||||||
Net income (loss) attributable to Actua Corporation | $ | (23,556 | ) | $ | 209,059 | $ | 22,989 | ||||||
Basic: | |||||||||||||
Income (loss) from continuing operations per share | $ | (1.01 | ) | $ | (0.70 | ) | $ | 0.35 | |||||
Income (loss) from discontinued operations per share | 0.38 | 6.42 | 0.29 | ||||||||||
Net income (loss) attributable to Actua Corporation per share | $ | (0.63 | ) | $ | 5.72 | $ | 0.64 | ||||||
Diluted: | |||||||||||||
Income (loss) from continuing operations per share | $ | (1.01 | ) | $ | (0.70 | ) | $ | 0.35 | |||||
Income (loss) from discontinued operations per share | 0.38 | 6.42 | 0.28 | ||||||||||
Net income (loss) attributable to Actua Corporation per share | $ | (0.63 | ) | $ | 5.72 | $ | 0.63 | ||||||
Shares used in computation of basic income (loss) per share | 37,130 | 36,536 | 35,890 | ||||||||||
Incremental Diluted Shares Impact: | |||||||||||||
Stock options | - | - | 41 | ||||||||||
SARs | - | - | 546 | ||||||||||
Restricted stock | - | - | 40 | ||||||||||
DSUs | - | - | 26 | ||||||||||
Shares used in the computation of | |||||||||||||
diluted income (loss) per share | 37,130 | 36,536 | 36,543 | ||||||||||
The following potentially dilutive securities were not included in the computation of diluted net loss per share, as their effect would have been anti-dilutive: | |||||||||||||
Units | Weighted Average | ||||||||||||
(in thousands) | Per Share Price | ||||||||||||
Year ended December 31, 2014 | |||||||||||||
Stock options | 250 | $ | 4.3 | ||||||||||
SARs | 548,482 | $ | 10.72 | ||||||||||
Restricted stock (1) | 3,755,275 | $ | - | ||||||||||
DSUs | 22,500 | $ | - | ||||||||||
Year ended December 31, 2013 | |||||||||||||
Stock options | - | $ | - | ||||||||||
SARs | 28 | $ | 12.47 | ||||||||||
Restricted stock (1) | 748 | $ | 8.22 | ||||||||||
DSUs | 0 | $ | - | ||||||||||
Year ended December 31, 2012 | |||||||||||||
Stock options | 2 | $ | 15.8 | ||||||||||
SARs | 2,201 | $ | 8.03 | ||||||||||
Restricted stock (1) | 1,195 | $ | 9.18 | ||||||||||
DSUs | - | $ | - | ||||||||||
(1) | Anti-dilutive securities include contingently issuable shares unvested as of December 31, 2014, the vesting of which is based on performance conditions and market conditions that have not yet been achieved. See Note 12, “Equity-Based Compensation.” |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Disclosure Future Minimum Lease Payments Under Leases [Abstract] | |||||
Commitments and Contingencies | 16. Commitments and Contingencies | ||||
Actua and its consolidated subsidiaries are involved in various claims and legal actions arising in the ordinary course of business. In the opinion of management, the amount of the ultimate liability with respect to legal claims/actions will not materially affect the financial position, results of operations or cash flows of Actua or its consolidated businesses. | |||||
Actua and its consolidated businesses lease their facilities under operating lease agreements expiring 2015 through 2019. Future minimum lease payments as of December 31, 2014 under the leases are as follows (in thousands): | |||||
2015 | $ | 2,598 | |||
2016 | $ | 2,449 | |||
2017 | $ | 1,212 | |||
2018 | $ | 486 | |||
2019 | $ | 382 | |||
Thereafter | $ | 84 | |||
Rent expense under the non-cancelable operating leases was $1.3 million, $2.4 million and $1.4 million for the years ended December 31, 2014, 2013, and 2012, respectively. |
Segment_Information
Segment Information | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||||||||||
Segment Information | 17. Segment Information | ||||||||||||||||||||||||
The results of operations of our businesses are reported in two segments: the “vertical cloud” reporting segment and the “vertical cloud (venture)” reporting segment. Our vertical cloud reporting segment reflects the aggregate financial results of our businesses (1) that share the economic and other characteristics described above in “Item 1-Business” above, (2) in which our management takes a very active role in providing strategic direction and operational support and (3) towards which we devote relatively large proportions of our personnel, financial capital and other resources. As of the date of this Report, we own majority controlling equity positions in (and therefore consolidate the financial results of) each of the four businesses in our vertical cloud segment. Our vertical cloud (venture) reporting segment includes businesses with many characteristics similar to those of the businesses in our vertical cloud segment, but in which we take a less active role in terms of strategic direction and operational support, and, accordingly, towards which we devote relatively small amounts of personnel, financial capital and other resources. | |||||||||||||||||||||||||
Approximately $2.5 million, $2.5 million and $1.0 million of Actua’s consolidated revenue for the years ended December 31, 2014, 2013 and 2012, respectively, relates to sales generated outside of the United States, primarily in Europe and Canada. As of December 31, 2014 and 2013, Actua’s assets were located primarily in the United States. | |||||||||||||||||||||||||
The following summarizes selected information related to Actua’s segments for the years ended December 31, 2014, 2013 and 2012. The amounts presented as “Dispositions” in the following table represent businesses reported as discontinued operations as of December 31, 2014 and Actua’s share of businesses’ results that had been accounted for under the equity method of accounting that were disposed during the years ended December 31, 2014, 2013 and 2012. Businesses reported as discontinued operations as of December 31, 2013 include the following: (1) Procurian, which was sold to Accenture on December 4, 2013, (2) Channel Intelligence, which was sold to Google on February 20, 2013, and (3) InvestorForce, which was sold to MSCI on January 29, 2013. Businesses that were accounted for under the equity method of accounting and were disposed of during the three years ended December 31, 2013 include the following: (1) WhiteFence, substantially all of the assets of which were acquired by Allconnect on October 28, 2013, (2) Freeborders, which was merged with Symbio on October 18, 2013, (3) GoIndustry, which was sold to Liquidity Services on July 5, 2012. The results of these businesses (or our share of the results in the case of the equity-method businesses, including any related intangible amortization) were removed from our segments and are included in “Dispositions” in the segment information table below for all periods presented. | |||||||||||||||||||||||||
Segment Information | |||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Reconciling Items | |||||||||||||||||||||||||
Vertical Cloud | Vertical Cloud | Total | Dispositions | Other | Consolidated | ||||||||||||||||||||
(Venture) | Segment | ||||||||||||||||||||||||
For the Year Ended December 31, 2014 | |||||||||||||||||||||||||
Revenue | $ | 84,837 | $ | - | $ | 84,837 | $ | - | $ | - | $ | 84,837 | |||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (19,253 | ) | $ | (776 | ) | $ | (20,029 | ) | $ | 14,026 | $ | (17,553 | ) | $ | (23,556 | ) | ||||||||
Assets | $ | 417,306 | $ | 16,117 | $ | 433,423 | $ | 2,998 | $ | 91,920 | $ | 528,341 | |||||||||||||
Capital Expenditures | $ | (3,334 | ) | $ | - | $ | (3,334 | ) | $ | - | $ | (343 | ) | $ | (3,677 | ) | |||||||||
For the Year Ended December 31, 2013 | |||||||||||||||||||||||||
Revenue | $ | 58,772 | $ | 429 | $ | 59,201 | $ | - | $ | - | $ | 59,201 | |||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (18,026 | ) | $ | (2,320 | ) | $ | (20,346 | ) | $ | 230,773 | $ | (1,368 | ) | $ | 209,059 | |||||||||
Assets | $ | 179,801 | $ | 15,879 | $ | 195,680 | $ | - | $ | 334,038 | $ | 529,718 | |||||||||||||
Capital Expenditures | $ | (1,183 | ) | $ | (26 | ) | $ | (1,209 | ) | $ | - | $ | (34 | ) | $ | (1,243 | ) | ||||||||
For the Year Ended December 31, 2012 | |||||||||||||||||||||||||
Revenue | $ | 26,026 | $ | 614 | $ | 26,640 | $ | - | $ | - | $ | 26,640 | |||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (18,244 | ) | $ | (2,835 | ) | $ | (21,079 | ) | $ | 10,440 | $ | 33,628 | $ | 22,989 | ||||||||||
Assets | $ | 173,300 | $ | 14,820 | $ | 188,120 | $ | 242,938 | $ | 16,001 | $ | 447,059 | |||||||||||||
Capital Expenditures | $ | (5,487 | ) | $ | - | $ | (5,487 | ) | $ | - | $ | (1,503 | ) | $ | (6,990 | ) | |||||||||
(1) | |||||||||||||||||||||||||
The following table reflects the components of Net income (loss) attributable to Actua Corporation included in Other (in thousands): | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
Selected data: | 2014 | 2013 | 2012 | ||||||||||||||||||||||
General and administrative | $ | (35,498 | ) | $ | (19,132 | ) | $ | (23,113 | ) | ||||||||||||||||
Impairment related and other | (1,114 | ) | (2,953 | ) | (865 | ) | |||||||||||||||||||
Corporate other income (loss) (Note 13) | 5,427 | (4,102 | ) | 57,824 | |||||||||||||||||||||
Interest income | 434 | 171 | 374 | ||||||||||||||||||||||
Income tax benefit | 8,934 | 17,630 | 1 | ||||||||||||||||||||||
Equity loss | - | - | (1 | ) | |||||||||||||||||||||
Noncontrolling interest (income) loss | 4,264 | 7,018 | (592 | ) | |||||||||||||||||||||
Net income (loss) | $ | (17,553 | ) | $ | (1,368 | ) | $ | 33,628 | |||||||||||||||||
Related_Parties
Related Parties | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Parties | 18. Related Parties |
Actua provides strategic and operational support to companies in which it holds convertible debt and equity ownership interests in the normal course of its business. Actua’s employees generally provide these services. The costs related to employees are paid by Actua and are reflected in general and administrative expenses. Non-management members of Actua’s Board of Directors are compensated with cash and equity grants of Actua Common Stock that are accounted for in accordance with guidance for equity-based payment compensation. |
Selected_Quarterly_Financial_I
Selected Quarterly Financial Information (Unaudited) | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||||||||||||||||||
Selected Quarterly Financial Information (Unaudited) | 19. Selected Quarterly Financial Information (Unaudited) | |||||||||||||||||||||||||||||||
The following table sets forth selected quarterly consolidated financial information for the years ended December 31, 2014 and 2013. The operating results for any given quarter are not necessarily indicative of results for any future period. | ||||||||||||||||||||||||||||||||
2014 Quarter Ended | 2013 Quarter Ended | |||||||||||||||||||||||||||||||
Mar.31 | Jun.30 | Sep.30 | Dec.31 | Mar.31 | Jun.30 | Sep.30 | Dec.31 | |||||||||||||||||||||||||
(in thousands, except per share data) | ||||||||||||||||||||||||||||||||
Revenue | $ | 18,422 | $ | 19,029 | $ | 20,762 | $ | 26,624 | $ | 11,974 | $ | 13,476 | $ | 16,071 | $ | 17,680 | ||||||||||||||||
Operating Expenses | ||||||||||||||||||||||||||||||||
Cost of revenue | 4,899 | 5,519 | 5,911 | 8,091 | 4,198 | 4,123 | 4,501 | 4,935 | ||||||||||||||||||||||||
Sales and marketing | 8,531 | 9,585 | 10,718 | 10,876 | 5,682 | 6,541 | 7,571 | 8,335 | ||||||||||||||||||||||||
General and administrative | 10,009 | 12,915 | 13,798 | 15,009 | 8,803 | 7,220 | 7,852 | 7,085 | ||||||||||||||||||||||||
Research and development | 3,253 | 3,547 | 3,960 | 4,648 | 2,246 | 2,331 | 2,149 | 2,306 | ||||||||||||||||||||||||
Amortization of intangible assets | 2,301 | 2,293 | 2,369 | 3,569 | 2,491 | 1,544 | 2,176 | 2,259 | ||||||||||||||||||||||||
Impairment related and other | - | 836 | 256 | 95 | 170 | 127 | 470 | 3,525 | ||||||||||||||||||||||||
Total operating expenses | 28,993 | 34,695 | 37,012 | 42,288 | 23,590 | 21,886 | 24,719 | 28,445 | ||||||||||||||||||||||||
Operating income (loss) | (10,571 | ) | (15,666 | ) | (16,250 | ) | (15,664 | ) | (11,616 | ) | (8,410 | ) | (8,648 | ) | (10,765 | ) | ||||||||||||||||
Other income (loss), net | 300 | 637 | 83 | 4,280 | (64 | ) | (46 | ) | (68 | ) | (4,032 | ) | ||||||||||||||||||||
Interest income | 86 | 146 | 160 | 71 | 31 | 56 | 63 | 77 | ||||||||||||||||||||||||
Interest expense | (511 | ) | (1,080 | ) | (9 | ) | (13 | ) | (321 | ) | (385 | ) | (370 | ) | (408 | ) | ||||||||||||||||
Income (loss) before income taxes, equity | (10,696 | ) | (15,963 | ) | (16,016 | ) | (11,326 | ) | (11,970 | ) | (8,785 | ) | (9,023 | ) | (15,128 | ) | ||||||||||||||||
loss, discontinued operations and | ||||||||||||||||||||||||||||||||
noncontrolling interest | ||||||||||||||||||||||||||||||||
Income tax (expense) benefit | (94 | ) | 599 | 1,870 | 10,556 | (73 | ) | (56 | ) | 99 | 17,601 | |||||||||||||||||||||
Equity loss | (312 | ) | (320 | ) | (144 | ) | - | (701 | ) | (923 | ) | (295 | ) | (1,044 | ) | |||||||||||||||||
Income (loss) from continuing operations | (11,102 | ) | (15,684 | ) | (14,290 | ) | (770 | ) | (12,744 | ) | (9,764 | ) | (9,219 | ) | 1,429 | |||||||||||||||||
Income (loss) from discontinued operations | 48 | 1,315 | 2,426 | 10,237 | 28,226 | 2,448 | 4,980 | 196,685 | ||||||||||||||||||||||||
Net income (loss) | (11,054 | ) | (14,369 | ) | (11,864 | ) | 9,467 | 15,482 | (7,316 | ) | (4,239 | ) | 198,114 | |||||||||||||||||||
Less: Net income attributable to the noncontrolling | (904 | ) | (1,475 | ) | (1,184 | ) | (701 | ) | (3,586 | ) | (458 | ) | (907 | ) | (2,067 | ) | ||||||||||||||||
interest | ||||||||||||||||||||||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (10,150 | ) | $ | (12,894 | ) | $ | (10,680 | ) | $ | 10,168 | $ | 19,068 | $ | (6,858 | ) | $ | (3,332 | ) | $ | 200,181 | |||||||||||
Amounts attributable Actua Corporation: | ||||||||||||||||||||||||||||||||
Net income (loss) from continuing operations | $ | (10,198 | ) | $ | (14,209 | ) | $ | (13,106 | ) | $ | (69 | ) | $ | (11,426 | ) | $ | (9,025 | ) | $ | (8,022 | ) | $ | 2,804 | |||||||||
Net income (loss) from discontinued operations | 48 | 1,315 | 2,426 | 10,237 | 30,494 | 2,167 | 4,690 | 197,377 | ||||||||||||||||||||||||
Net income (loss) | $ | (10,150 | ) | $ | (12,894 | ) | $ | (10,680 | ) | $ | 10,168 | $ | 19,068 | $ | (6,858 | ) | $ | (3,332 | ) | $ | 200,181 | |||||||||||
Basic income (loss) per share (1) | ||||||||||||||||||||||||||||||||
Income (loss) from continuing operations | $ | (0.27 | ) | $ | (0.38 | ) | $ | (0.35 | ) | $ | (0.00 | ) | $ | (0.31 | ) | $ | (0.25 | ) | $ | (0.22 | ) | $ | 0.08 | |||||||||
Income (loss) from discontinued operations | 0 | 0.03 | 0.06 | 0.28 | 0.83 | 0.06 | 0.13 | 5.38 | ||||||||||||||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (0.27 | ) | $ | (0.35 | ) | $ | (0.29 | ) | $ | 0.28 | $ | 0.52 | $ | (0.19 | ) | $ | (0.09 | ) | $ | 5.46 | |||||||||||
Shares used in computation of basic income (loss) | 37,096 | 37,313 | 37,335 | 36,780 | 36,713 | 36,468 | 36,303 | 36,664 | ||||||||||||||||||||||||
per share (1) | ||||||||||||||||||||||||||||||||
Diluted income (loss) per share (1) | ||||||||||||||||||||||||||||||||
Income (loss) from continuing operations | $ | (0.27 | ) | $ | (0.38 | ) | $ | (0.35 | ) | $ | (0.00 | ) | $ | (0.31 | ) | $ | (0.25 | ) | $ | (0.22 | ) | $ | 0.08 | |||||||||
Income (loss) from discontinued operations | 0 | 0.03 | 0.06 | 0.28 | 0.83 | 0.06 | 0.13 | 5.1 | ||||||||||||||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (0.27 | ) | $ | (0.35 | ) | $ | (0.29 | ) | $ | 0.28 | $ | 0.52 | $ | (0.19 | ) | $ | (0.09 | ) | $ | 5.18 | |||||||||||
Shares used in computation of diluted income (loss) | 37,096 | 37,313 | 37,335 | 36,780 | 36,713 | 36,468 | 36,303 | 38,680 | ||||||||||||||||||||||||
per share (1) | ||||||||||||||||||||||||||||||||
-1 | The sum of quarterly income (loss) per share differs from the full year amount due to changes in the number of shares outstanding during the year. |
Schedule_II_Valuation_and_Qual
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Valuation And Qualifying Accounts [Abstract] | |||||||||||||||||||||
Schedule II - Valuation and Qualifying Accounts | ACTUA CORPORATION | ||||||||||||||||||||
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||||||||
Years Ended December 31, 2012, 2013 and 2014 | |||||||||||||||||||||
(in thousands) | |||||||||||||||||||||
Balance at Beginning | Charged to Costs and | Charged to Other | Write-offs | Balance at End of | |||||||||||||||||
of Year | Expenses | Accounts | Year | ||||||||||||||||||
Allowance for Doubtful Accounts | |||||||||||||||||||||
31-Dec-12 | $ | 36 | $ | 237 | $ | - | $ | (71 | ) | $ | 202 | ||||||||||
31-Dec-13 | $ | 202 | $ | 56 | $ | - | $ | (58 | ) | $ | 200 | ||||||||||
31-Dec-14 | $ | 200 | $ | 689 | $ | - | $ | (99 | ) | $ | 790 | ||||||||||
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Principles of Accounting for Ownership Interests | Principles of Accounting for Ownership Interests |
The various interests that Actua acquires in its businesses are accounted for under one of three methods: the consolidation method, the equity method and the cost method. The applicable accounting method is generally determined based on Actua’s voting interest in a company. | |
Consolidation Method | Consolidation Method. Businesses in which (1) Actua directly or indirectly owns more than 50% of the outstanding voting securities, and (2) other stockholders do not possess the right to affect significant management decisions are accounted for under the consolidation method of accounting. Participation of other stockholders in the net assets and in the earnings or losses of a consolidated subsidiary is reflected in the line items “Noncontrolling Interest” in Actua’s Consolidated Balance Sheets and “Net income attributable to the noncontrolling interest” in Actua’s Consolidated Statements of Operations. Noncontrolling interest adjusts Actua’s consolidated results of operations to reflect only Actua’s share of the earnings or losses of the consolidated subsidiary. |
Any changes in Actua’s ownership interest in a consolidated subsidiary, through additional equity issuances by the consolidated subsidiary or through Actua acquiring the shares from existing shareholders, in which Actua maintains control is recognized as an equity transaction, with appropriate adjustments to both Actua’s additional paid-in capital and the corresponding noncontrolling interests. The difference between the carrying amount of Actua’s ownership interest in the company and the underlying net book value of the company after the issuance of stock by the company is reflected as an equity transaction in Actua’s Consolidated Statements of Changes in Equity. | |
An increase in Actua’s ownership interest in a business accounted for under the equity or cost method of accounting in which Actua obtains a controlling financial interest is accounted for as a step acquisition, with an allocation of the purchase price to the fair value of the net assets acquired. In addition, Actua remeasures its previously held ownership interest in a business that was previously not consolidated at the acquisition date fair value; any gain or loss resulting from this remeasurement is recognized in Actua’s Consolidated Statements of Operations at that time. Actua begins to include the financial position and operating results of the newly-consolidated subsidiary in its Consolidated Financial Statements from the date Actua obtains the controlling financial interest in that subsidiary. If control is lost, any retained interest is measured at fair value, and a gain or loss is recognized in Actua’s Consolidated Statements of Operations at that time. In addition, to the extent Actua maintains a smaller equity ownership, the accounting method used for that business is adjusted to the equity or cost method of accounting, as appropriate, for subsequent periods. | |
Equity Method | Equity Method. Businesses that are not consolidated, but over which Actua exercises significant influence, are accounted for under the equity method of accounting and are referred to in the Note 7, “Equity and Cost Method Businesses.” The determination as to whether or not Actua exercises significant influence with respect to a company depends on an evaluation of several factors, including, among others, representation on the company’s board of directors and equity ownership level, which is generally between a 20% and a 50% interest in the voting securities of an equity method business, as well as voting rights associated with Actua’s holdings in common stock, preferred stock and other convertible instruments in that company. Actua’s share of the earnings and/or losses of the company, as well as any adjustments resulting from prior period finalizations of equity income/losses, are reflected in the line item “Equity loss” in Actua’s Consolidated Statements of Operations. |
Cost Method | Cost Method. Businesses not accounted for under either the consolidation method or equity method of accounting are accounted for under the cost method of accounting and are referred to in Note 7, “Equity and Cost Method Businesses.” Actua’s share of the earnings and/or losses of cost method businesses is not included in Actua’s Consolidated Statement of Operations. However, impairment charges related to cost method businesses are recognized in Actua’s Consolidated Statements of Operations. If circumstances suggest that the value of a cost method business with respect to which an impairment charge has been made has subsequently recovered, that recovery is not recorded. The carrying values of Actua’s cost method businesses are reflected in the line item “Equity and cost method investments” in Actua’s Consolidated Balance Sheets. |
Actua initially records its carrying value in businesses accounted for under the cost method at cost, unless the equity securities of a cost method business have readily determinable fair values based on quoted market prices, in which case the interests are valued at fair value and are classified as marketable securities or some other classification in accordance with guidance for ownership interests in debt and equity securities. | |
Use of Estimates | Use of Estimates |
The preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ materially from those estimates. Those estimates include evaluation of Actua’s convertible debt and equity holdings in businesses, holdings in marketable securities, asset impairment, revenue recognition, income taxes and commitments and contingencies. Those estimates and assumptions are based on management’s best judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, such as the current economic environment, that management believes to be reasonable under the circumstances. Management adjusts those estimates and assumptions when facts and circumstances dictate that it is necessary or appropriate to do so. It is reasonably possible that Actua’s accounting estimates with respect to the ultimate recoverability of Actua’s ownership interests in convertible debt and equity holdings, goodwill and the useful lives of intangible assets could change in the near term and that the effect of such changes on Actua’s consolidated financial statements could be material. Management believes the recorded amounts of goodwill, intangible assets, equity method businesses and cost method businesses were not impaired as of December 31, 2014. | |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Actua considers all highly liquid instruments with an original maturity of approximately three months at the time of purchase to be cash equivalents. Cash and cash equivalents at December 31, 2014 and 2013 were invested principally in money market accounts and commercial paper. | |
Restricted Cash | Restricted Cash |
Actua considers cash that is legally restricted and cash that is held as a compensative balance for letter of credit arrangements as restricted cash. Actua had long-term restricted cash of $0.4 million and zero as of December 31, 2014 and 2013, respectively, which is included in “Other assets, net” in our consolidated Balance Sheets. | |
Goodwill, Intangible Assets, Equity Method Business and Cost Method Businesses | Goodwill, Intangible Assets, Equity Method Businesses and Cost Method Businesses |
Actua evaluates its carrying value in equity method businesses and cost method businesses continuously to determine whether an other-than-temporary decline in the fair value of any such business exists and should be recognized. In order to make that determination, Actua considers each such business’ achievement of its business plan objectives and milestones, the fair value of its ownership interest in each such business (which, in the case of any company listed on a public stock exchange, is the quoted stock price of the relevant ownership interest), the financial condition and prospects of each such business, and other relevant factors. The business plan objectives and milestones Actua considers include, among others, those related to financial performance, such as achievement of planned financial results or completion of capital raising activities, and those that are not primarily financial in nature, such as obtaining key business partnerships or the hiring of key employees. Impairment charges are determined by comparing Actua’s carrying value of a business with its estimated fair value. Fair value is determined by using a combination of estimating the cash flows related to the relevant asset, including estimated proceeds on disposition, and an analysis of market price multiples of companies engaged in lines of business similar to the company being evaluated. Actua concluded that the carrying value of its equity method businesses and cost method businesses was not impaired as of December 31, 2014 and 2013. | |
Actua tests goodwill for impairment annually during the fourth quarter of each year, or more frequently as conditions warrant, and tests intangible assets for impairment when events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Actua concluded that its goodwill and intangible assets were not impaired as of December 31, 2014 and 2013. | |
Marketable Securities | Marketable Securities |
Marketable securities are reported at fair value, based on quoted market prices, with the net unrealized gain or loss reported as a component of “Accumulated Other Comprehensive Income” in Actua Corporation Stockholders’ Equity on Actua’s Consolidated Statements of Changes in Equity. | |
Financial Instruments | Financial Instruments |
Cash and cash equivalents, accounts receivable and accounts payable are carried at cost, which approximates fair value due to the short-term maturity of these instruments. Marketable securities are carried at fair value. | |
Deferred Revenue | Deferred Revenue |
Deferred revenue consists primarily of payments received in advance of revenue being earned under the relevant customer agreements. | |
Revenue Recognition | Revenue Recognition |
We recognize revenue when persuasive evidence of an arrangement exists, delivery of the service has occurred, no significant obligations with regard to implementation remain, the fee is fixed or determinable and collectability is probable. The following paragraphs provide more specific details regarding the manner in which each of our businesses recognizes revenue is described below: | |
Bolt generates revenue from (1) SaaS software licenses, (2) maintenance and support services, (3) professional service fees, (4) insurance commissions and (5) subscription fees. | |
Bolt enters to certain multiple deliverable arrangements primarily related to its software licenses which are delivered through a cloud-based model), professional services necessary for the functionality of the software and maintenance and support services. Bolt evaluates each deliverable in a multiple deliverable arrangement to determine whether it represents a separate unit of accounting. A delivered element constitutes a separate unit of accounting when it has standalone value and there is no customer-negotiated refund or return right for the delivered element. If these criteria are not met, the deliverable is combined with the undelivered elements and the allocation of the arrangement consideration and revenue recognition are determined for the combined unit as a single unit. | |
For Bolt’s professional services or other deliverables that are determined to have separate value, we allocate the total revenue to be earned under the arrangement among the various elements based on a selling price hierarchy using the relative selling price method. The selling price for a deliverable is based on its vendor specific objective evidence (VSOE), if available, third party evidence (TPE), if VSOE is not available, or the best estimated selling price (ESP), if neither VSOE nor TPE is available. VSOE of selling price is based on the normal pricing and discounting practices for those products and services when sold separately. TPE of selling price is determined by evaluating largely similar and interchangeable competitor products or services in standalone sales to similarly situated customers. ESP is established considering factors such as margin objectives, discounts off of list prices, market conditions, and competition. ESP represents the price at which the company would transact for the deliverable if it were sold by the company regularly on a standalone basis. | |
Generally, Bolt’s cloud-based software licenses, professional fees essential for the functionality of the software, and related maintenance and support services do not have separate value to the customer and are therefore combined into a single unit of accounting with revenue recognized ratably over the applicable contract term. For deliverables which have been determined to have separate value, we have historically concluded that neither VSOE nor TPE can be established and, as such, we have relied on ESP to allocate revenue to each element. | |
Bolt’s commissions on the premiums from sales of insurance policies are recognized when Bolt has sufficient information to determine (1) the amount that it is owed and (2) that it is probable that the economic benefits associated with the transaction will flow to Bolt. Finally, Bolt recognizes subscription fee revenue over the subscription period, which is generally one month. | |
Bolt has typically represented a small amount of our historical deferred revenue balances. Bolt’s contracts are generally billed in annual, quarterly, or monthly installments and contain cancelation clauses which usually have significant penalties associated with the cancellation. Historically, Bolt has experienced very low levels of cancelations. | |
FolioDynamix generates revenues primarily in the form of (1) recurring software license and subscription fees (2) hosting services (3) maintenance and support services (4) professional services fees from customization and integration services related to its software (5) professional services fees for customized investment program management and consulting, and investment advisory services. The initial subscription arrangement term is typically between three and five years. | |
FolioDynamix’s platform revenue from term software license arrangements is recognized on a subscription basis over the customer contract license term of use. Revenue from annual maintenance and hosting is deferred and recognized on a straight-line basis over the period that the service is provided. Revenue related to platform implementation professional services is deferred and recognized on a straight-line basis over the contract term, which we believe approximates the customer relationship period. Revenue under arrangements with multiple elements is allocated under the residual method. Under the residual method, revenue is allocated first to the undelivered elements based on their VSOE of fair value and the residual amount is applied to the delivered elements. Revenues from multiple element contracts for which FolioDynamix cannot separate the license element from the service elements is deferred until all elements of the arrangement have been delivered. | |
Certain revenues earned by FolioDynamix for advisory services require judgment to determine if revenue should be recorded gross as, a principal, or net of related costs, as an agent. In general, these revenues are recognized on a net basis if FolioDynamix does not have control over selecting vendors and pricing, and when the Company is acting as an agent of the supplier. Revenues from professional services are deemed to not have standalone value and, therefore, are recognized ratably over the contract term. | |
Our FolioDynamix business represents approximately 10% of our deferred revenue balance at December 31, 2014. FolioDynamix’s contracts are primarily non-cancellable. | |
GovDelivery revenue consists of (1) nonrefundable setup fees and (2) SaaS monthly subscription fees. As the setup fees do not have separate value to the customer, they are combined as single unit of accounting with subscription fees and are recognized in revenue over the initial contract term, which we believe approximates the customer relationship period. Costs related to performing setup services are expensed as incurred. | |
Our GovDelivery business has typically represented a significant portion of our historical deferred revenue balances. GovDelivery’s contracts are generally billed in annual, quarterly, or monthly installments and contain cancelation clauses by which the customer can cancel the contract with 30 days written notice. In instances of cancelation, the pro rata balance of the agreement would be refundable. Historically, GovDelivery has experienced very low levels of cancelations. | |
MSDSonline derives revenue from two sources: (1) SaaS subscription fees and (2) professional services fees. The vast majority of MSDSonline’s revenue is derived from subscription fees from customers accessing MSDSonline’s database and web-based tools; such revenue is recognized ratably over the applicable contract term, beginning on the contract implementation date. MSDSonline also generates professional services fees from (1) training, (2) authoring of material safety data sheets and (3) compiling of customers’ online libraries of material safety data sheet documents and indexing those documents. The revenue derived from those fees is recognized on a proportional performance basis over the applicable project’s timeline. | |
Our MSDSonline business typically has represented the majority of our historical deferred revenue balances. MSDSonline’s contracts are generally billed annually and are non-cancellable. | |
At each of our businesses, fees associated with professional services for new customers that do not qualify as a separate unit of accounting are deferred and recognized over the contract term, which we believe approximates the customer relationship period. We recognize these fees for professional services paid by new customers, which primarily relate to implementation services, over the initial terms of the contracts because, at the time we enter into contracts with new customers, we have no history with such customers and are unable to determine whether the relationship with such customers will extend beyond the terms of the initial contracts. | |
Equity-Based Compensation | Equity-Based Compensation |
Actua recognizes equity-based compensation expense in the Consolidated Financial Statements for all share options and other equity-based arrangements that are expected to vest. Equity-based compensation expense is measured at the date of grant, based on the fair value of the award, and is recognized using the straight-line method over the employee’s requisite service period. Equity-based awards with vesting conditions other than service are recognized based on the probability that those conditions will be achieved. | |
Research and Development | Research and Development |
Research and development costs are charged to expense as incurred. | |
Income Taxes | Income Taxes |
Income taxes are accounted for under the asset and liability method, whereby deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | |
Discontinued Operations | Discontinued Operations |
During the year ended December 31, 2013, Channel Intelligence, InvestorForce and Procurian were sold. Accordingly, Actua has recast all financial information within this Report to conform to the current period presentation; those three businesses are presented as discontinued operations for all periods presented (including the gains associated with relevant escrow releases that occurred in 2014). | |
Net Income (Loss) Per Share | Net Income (Loss) Per Share |
Basic net income (loss) per share (EPS) is computed using the weighted average number of common shares outstanding during a given period. Diluted EPS includes shares, unless anti-dilutive, that would arise from the exercise of stock options and conversion of other convertible securities and is adjusted, if applicable, for the effect on net income (loss) of such transactions. See Note 15, “Net Income (Loss) per Share.” | |
Comprehensive Income (Loss) | Comprehensive Income (Loss) |
Actua reports and displays comprehensive income (loss) and its components in the Consolidated Statements of Operations and Comprehensive Income (Loss). Comprehensive income (loss) is the change in equity of a business enterprise during a period from non-owner sources. Actua’s sources of comprehensive income (loss) are net income (loss), and net unrealized appreciation on its marketable securities. Reclassification adjustments result from the recognition of gains or losses in net income that were included in comprehensive income (loss) in prior periods. | |
Supplemental Cash Flow Disclosures | Supplemental Cash Flow Disclosures |
In 2014, 2013 and 2012, Actua paid interest was $1.0 million, $1.2 million and less than $0.1 million, respectively. Actua made income tax payments of $2.0 million, $0.3 million and $0.1 million in 2014, 2013 and 2012, respectively. | |
Escrow Information | Escrow Information |
When an interest in one of Actua’s businesses is sold, a portion of the proceeds may be held in escrow primarily to satisfy purchase price adjustments and/or indemnity claims. Actua records gains on escrowed proceeds at the time Actua is entitled to receive such proceeds, the amount is fixed or determinable and realization is assured. As of December 31, 2014, $3.2 million related to Actua’s potential proceeds from sales of former businesses remained in escrow to satisfy potential or unresolved indemnification claims. Those outstanding escrow amounts are scheduled to be released in 2015, subject to pending and potential indemnity claims pursuant to the terms of the specific acquisition agreement. | |
Concentration of Customer Base and Credit Risk | Concentration of Customer Base and Credit Risk |
For the years ended December 31, 2014, 2013 and 2012, none of the customers of Actua’s consolidated businesses represented more than 10% of Actua’s consolidated revenue. | |
Commitments and Contingencies | Commitments and Contingencies |
From time to time, Actua and its businesses are involved in various claims and legal actions arising in the ordinary course of business. Actua does not expect any liability with respect to any legal claims or actions that would materially affect its consolidated financial position or cash flows. | |
Reclassifications | Reclassifications |
Certain amounts in the prior year financial statements have been reclassified to conform to the current-year presentation. The impact of the reclassifications made to prior year amounts is not material and did not affect net income (loss). Historically, the Company has classified cash outflows associated with tax withholding payments associated with equity-based awards with vesting features as operating activities and has included them within changes in accrued compensation and benefits. The Company has reclassified tax withholding payments associated with equity-based awards with vesting features from an operating activity to a financing activity for the Consolidated Statements of Cash Flows for the year ended December 31, 2013 and 2012. The Company believes the financing activity classification is more informative to investors and will make the classification consistent with tax withholding payments associated with equity-based awards that have an exercise feature which have historically been reflected as financing activities. | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
In June 2014, the Financial Accounting Standards Board (FASB) issued guidance regarding share-based compensation. The new guidance clarified that share-based compensation performance targets that could be achieved after the requisite service period should be treated as a performance condition that affects vesting, rather than a condition that affects the grant-date fair value of the award. This guidance will be effective for Actua beginning on January 1, 2016. Actua does not expect this guidance to have a significant impact on its consolidated financial statements. | |
In May 2014, the FASB issued revenue recognition guidance that provides a single, comprehensive revenue recognition model for all contracts with customers. Under the new guidance, an entity will recognize revenue based on amounts the entity expects to be entitled in exchange for the transfer of goods or services. The new guidance also includes enhanced disclosure requirements. This guidance, which will be applied either retrospectively or as a cumulative-effect adjustment as of the date of adoption, will be effective for Actua beginning on January 1, 2017. Actua is in the process of evaluating the adoption alternatives and impact that this new guidance will have on its consolidated financial statements. | |
In April 2014, the FASB issued accounting guidance on reporting discontinued operations. The new guidance changes the criteria for determining the disposals that qualify as discontinued operations and expands related disclosure requirements. Under the new guidance, a disposal is required to be reported as discontinued operations if the disposal represents a strategic shift that will have a major effect on an entity’s operations and financial results. This guidance, which will be applied prospectively, will be effective for Actua for new disposals and disposal groups classified as held for sale beginning on January 1, 2015. Actua does not expect this guidance to have a significant impact on its consolidated financial statements. | |
In July 2013, the FASB issued guidance that provides clarification on the financial statement presentation of unrecognized tax benefits. The new guidance requires standard presentation of an unrecognized tax benefit when a carryforward related to net operating losses or tax credits exists. This guidance was effective for Actua on January 1, 2014; the adoption of this guidance did not have a significant impact on its consolidated financial statements. | |
Actua has considered all other recently issued accounting pronouncements and does not believe the adoption of such pronouncements will have a material impact on its audited financial statements. |
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets, net (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ||||||||||||||
Summary of Activity Related to Goodwill | The following table summarizes the activity related to Actua’s goodwill (in thousands): | |||||||||||||
Accumulated | ||||||||||||||
Gross Carrying | Impairment | Net Carrying | ||||||||||||
Amount | Losses | Amount | ||||||||||||
Goodwill as of December 31, 2012 | $ | 88,230 | $ | (304 | ) | $ | 87,926 | |||||||
Increase in goodwill due to Bolt's acquisition of Superior Access | 2,540 | - | 2,540 | |||||||||||
Goodwill as of December 31, 2013 | 90,770 | (304 | ) | 90,466 | ||||||||||
Increase in goodwill due to MSDSonline's acquisition of KMI | 6,735 | - | 6,735 | |||||||||||
Increase in goodwill due to GovDelivery's acquisition of NuCivic | 1,257 | - | 1,257 | |||||||||||
Increase in goodwill due to Bolt's acquisition of Ludwig | 314 | - | 314 | |||||||||||
Increase in goodwill due to FolioDynamix acquisition | 165,414 | - | 165,414 | |||||||||||
Goodwill as of December 31, 2014 | $ | 264,490 | $ | (304 | ) | $ | 264,186 | |||||||
Summary of Intangible Assets from Continuing Operations | The following table summarizes Actua’s intangible assets from continuing operations (in thousands): | |||||||||||||
As of December 31, 2014 | ||||||||||||||
Gross Carrying | Accumulated | Net Carrying | ||||||||||||
Intangible Assets | Useful Life | Amount | Amortization | Amount | ||||||||||
Customer relationships | 1-11 years | $ | 74,948 | $ | -14,817 | $ | 60,131 | |||||||
Trademarks/trade names | 3-11 years | 24,543 | -4,322 | 20,221 | ||||||||||
Technology | 5-10 years | 25,223 | -4,263 | 20,960 | ||||||||||
Non-compete agreements | 2-5 years | 3,680 | -3,367 | 313 | ||||||||||
128,394 | -26,769 | 101,625 | ||||||||||||
Other intellectual property | Indefinite | 700 | - | 700 | ||||||||||
$ | 129,094 | $ | -26,769 | $ | 102,325 | |||||||||
As of December 31, 2013 | ||||||||||||||
Gross Carrying | Accumulated | Net Carrying | ||||||||||||
Intangible Assets | Useful Life | Amount | Amortization | Amount | ||||||||||
Customer relationships | 1-11 years | $ 45,601 | $ (9,546) | $ 36,055 | ||||||||||
Trademarks/trade names | 3-11 years | 15,813 | -2,373 | 13,440 | ||||||||||
Technology | 5-10 years | 9,527 | -2,161 | 7,366 | ||||||||||
Non-compete agreements | 2-5 years | 3,666 | -2,172 | 1,494 | ||||||||||
74,607 | -16,252 | 58,355 | ||||||||||||
Other intellectual property | Indefinite | 400 | - | 400 | ||||||||||
$ 75,007 | $ (16,252) | $ 58,755 | ||||||||||||
Remaining Estimated Amortization Expense | Remaining estimated amortization expense is as follows (in thousands): | |||||||||||||
2015 | $ | 14,641 | ||||||||||||
2016 | 14,211 | |||||||||||||
2017 | 13,715 | |||||||||||||
2018 | 12,401 | |||||||||||||
2019 | 11,586 | |||||||||||||
Thereafter | 35,071 | |||||||||||||
Remaining amortization expense | $ | 101,625 | ||||||||||||
Consolidated_Businesses_Tables
Consolidated Businesses (Tables) | 12 Months Ended | |||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||
Reconciliation of Activity Related to Redeemable Noncontrolling Interest | The following reconciles the activity related to the redeemable noncontrolling interest during the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||
Balance at December 31, 2011 | $ | 1,378 | ||||||||||||||||
Redeemable noncontrolling interest portion of subsidiary net loss | (149 | ) | ||||||||||||||||
Accretion to estimated redemption value | 839 | |||||||||||||||||
Acquisition of MSDSonline | 1,309 | |||||||||||||||||
Impact of subsidiary equity transactions | 6 | |||||||||||||||||
Balance at December 31, 2012 | $ | 3,383 | ||||||||||||||||
Redeemable noncontrolling interest portion of subsidiary net loss | (105 | ) | ||||||||||||||||
Accretion to estimated redemption value | 1,088 | |||||||||||||||||
Impact of subsidiary equity transactions | (924 | ) | ||||||||||||||||
Balance at December 31, 2013 | $ | 3,442 | ||||||||||||||||
Redeemable noncontrolling interest portion of subsidiary net income | 72 | |||||||||||||||||
Accretion to estimated redemption value | 3,095 | |||||||||||||||||
Impact of subsidiary equity transactions | (388 | ) | ||||||||||||||||
Balance at December 31, 2014 | $ | 6,221 | ||||||||||||||||
FolioDynamix | ||||||||||||||||||
Allocations of Purchase Price and Estimated Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary allocation of the consideration paid for FolioDynamix and the estimated fair value of the assets acquired and liabilities assumed. | |||||||||||||||||
(in thousands) | ||||||||||||||||||
Consideration: | ||||||||||||||||||
Cash consideration (including $0.7 million of working capital adjustment paid in 2015) | $ 201,699 | |||||||||||||||||
Fair value of stock options of FolioDynamix | 4,125 | |||||||||||||||||
$ 205,824 | ||||||||||||||||||
Recognized amounts of identifiable assets acquired and liabilities assumed: | ||||||||||||||||||
Financial assets | $ 9,324 | |||||||||||||||||
Property, plant and equipment | 1,581 | |||||||||||||||||
Customer lists (10 year life) | 23,300 | |||||||||||||||||
Trademarks, trade names and domain names (5 year life) | 8,100 | |||||||||||||||||
Technology (8 year life) | 15,200 | |||||||||||||||||
Financial liabilities | -13,640 | |||||||||||||||||
Contingent consideration | -1,870 | |||||||||||||||||
Deferred tax liability | -1,585 | |||||||||||||||||
Total identifiable net assets | $ 40,410 | |||||||||||||||||
Goodwill | 165,414 | |||||||||||||||||
$ 205,824 | ||||||||||||||||||
Other Acquisitions | ||||||||||||||||||
Allocations of Purchase Price and Estimated Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary allocation of the consideration paid for the 2014 and 2013 acquisitions and the estimated fair value of the assets acquired and liabilities assumed (in thousands): | |||||||||||||||||
Net assets acquired: | NuCivic | Ludwig | KMI | Superior Access | ||||||||||||||
Goodwill | $ | 1,257 | $ | 314 | $ | 6,735 | $ | 2,540 | ||||||||||
Customer lists (5-11 year life) | 202 | 2,658 | 2,900 | 4,000 | ||||||||||||||
Trademarks, trade names and domain names (5-11 year life) | 330 | - | 300 | 1,100 | ||||||||||||||
Technology (5 year life) | - | - | 400 | 1,300 | ||||||||||||||
Non-compete agreement (5 year life) | 14 | 164 | - | - | ||||||||||||||
Other net assets (liabilities) | 197 | - | 1,165 | (343 | ) | |||||||||||||
$ | 2,000 | $ | 3,136 | $ | 11,500 | $ | 8,597 | |||||||||||
FolioDynamix, NuCivic, KMI, Ludwing and Superior Access | ||||||||||||||||||
Pro Forma Information | The information in the following table represents revenue, net income (loss) attributable to Actua and net income (loss) per diluted share attributable to Actua for the relative periods, had Actua consolidated FolioDynamix, NuCivic, KMI, Ludwig and Superior Access in each of those periods (in thousands, except per share data). | |||||||||||||||||
Year Ended December 31, | ||||||||||||||||||
2014 | 2013 | |||||||||||||||||
Revenue | $ | 119,071 | $ | 90,561 | ||||||||||||||
Net income (loss) from continuing operations attributable to Actua Corporation | $ | (41,295 | ) | $ | (35,439 | ) | ||||||||||||
Net income (loss) from continuing operations per basic and diluted share attributable to | $ | (1.11 | ) | $ | (0.97 | ) | ||||||||||||
Actua Corporation | ||||||||||||||||||
MSDSonline and Bolt (including Bolt’s acquisition of Superior Access) | ||||||||||||||||||
Pro Forma Information | The information in the following table represents revenue, net income (loss) attributable to Actua and net income (loss) per diluted share attributable to Actua for the relative periods, had Actua consolidated MSDSonline and Bolt (including Bolt’s acquisition of Superior Access) in each of those periods (in thousands, except per share data). | |||||||||||||||||
Year Ended December 31, | ||||||||||||||||||
2013 | 2012 | |||||||||||||||||
Revenue | $ 65,995 | $ 47,265 | ||||||||||||||||
Net income (loss) from continuing operations attributable to Actua Corporation | $ (25,591) | $ 10,134 | ||||||||||||||||
Net income (loss) from continuing operations per basic and diluted share attributable to | $ (0.70) | $ 0.28 | ||||||||||||||||
Actua Corporation | ||||||||||||||||||
Bolt | ||||||||||||||||||
Separate Financial Statements of Subsidiary not Consolidated | ||||||||||||||||||
The following is summarized financial information for Bolt (then Seapass Solutions, Inc.), which was consolidated by Actua as of December 27, 2012, for the year ended December 31, 2012. Prior to such consolidation, Actua held a 38% equity ownership interest in the business for the year ended December 31, 2012, respectively, and accounted for this ownership interest under the equity method of accounting. The following summarized information is based upon that businesses financial statements, which have been prepared in conformity with GAAP and require estimates and assumptions that affect the amounts reported. Actual results could materially differ from those estimates. | ||||||||||||||||||
December 31, | ||||||||||||||||||
2012 | ||||||||||||||||||
(in thousands) | ||||||||||||||||||
Total Assets | $ 11,705 | |||||||||||||||||
Total Liabilities | $ 16,759 | |||||||||||||||||
Total Stockholders' Equity | $ (5,054) | |||||||||||||||||
December 31, | ||||||||||||||||||
2012 | ||||||||||||||||||
(in thousands) | ||||||||||||||||||
Revenue | $ 6,518 | |||||||||||||||||
Expenses | $ (18,245) | |||||||||||||||||
Net loss | $ (11,727) | |||||||||||||||||
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Discontinued Operations And Disposal Groups [Abstract] | |||||||||||||
Schedule of Disposal Groups Including Discontinued Operations Income | InvestorForce, Channel Intelligence and Procurian have been accounted for as discontinued operations. The results of operations and cash flows of these businesses have been reclassified from the results of continuing operations and are shown separately on Actua’s Consolidated Statements of Operations and Actua’s Consolidated Statements of Cash Flows for all relevant periods presented. The assets and liabilities of these discontinued operations have been reclassified and are reflected in the line items “Assets of discontinued operations” and “Liabilities of discontinued operations” on Actua’s Consolidated Balance Sheets as of December 31, 2012. Consistent with Actua’s policy election, Actua’s proceeds from these transactions are reflected in cash flows provided by investing activities from continuing operations on Actua’s Consolidated Statement of Cash Flows for the years ended December 31, 2013 and 2012. The results of Actua’s discontinued operations are summarized below (in millions): | ||||||||||||
InvestorForce | Channel Intelligence | Procurian | |||||||||||
Year ended December 31, 2013 | |||||||||||||
Revenue (through date of respective sale) | $ | 0.8 | $ | 3.1 | $ | 127.1 | |||||||
Actua Corporation’s share of net income (loss) (through date of respective sale) | $ | (0.5 | ) | $ | (2.9 | ) | $ | 0.1 | |||||
InvestorForce | Channel Intelligence | Procurian | |||||||||||
Year ended December 31, 2012 | |||||||||||||
Revenue (through date of respective sale) | $ | 8.6 | $ | 11.1 | $ | 140 | |||||||
Actua Corporation’s share of net income (loss) (through date of respective sale) | $ | (1.4 | ) | $ | (1.8 | ) | $ | 8.4 | |||||
Fixed_Assets_Tables
Fixed Assets (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Property Plant And Equipment [Abstract] | |||||||||||
Fixed Assets | Fixed assets consist of the following (in thousands): | ||||||||||
As of December 31, | |||||||||||
Useful Life | 2014 | 2013 | |||||||||
Computer equipment and software, office equipment and furniture | 3-7 years | $ | 20,078 | $ | 12,510 | ||||||
Leasehold improvements | 3-6 years | 1,626 | 842 | ||||||||
21,704 | 13,352 | ||||||||||
Less: accumulated depreciation | (13,757 | ) | (7,512 | ) | |||||||
$ | 7,947 | $ | 5,840 | ||||||||
Equity_and_Cost_Method_Busines1
Equity and Cost Method Businesses (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Equity Method Investments And Joint Ventures [Abstract] | |||||||||||||
Summarized Financial Information Related to Companies Accounted for Under Equity Method of Accounting | The following unaudited summarized financial information relates to Actua’s businesses accounted for under the equity method of accounting as of December 31, 2014 and 2013. This aggregate information has been compiled from the financial statements of those businesses. Balance Sheets (Unaudited) | ||||||||||||
December 31, | December 31, | ||||||||||||
2014 (2) | 2013 (1) | ||||||||||||
(in thousands) | |||||||||||||
Cash and cash equivalents | $ | 4,487 | $ | 5,909 | |||||||||
Other current assets | 966 | 2,002 | |||||||||||
Non-current assets | 51 | 399 | |||||||||||
Total assets | $ | 5,504 | $ | 8,310 | |||||||||
Current liabilities | $ | 9,411 | $ | 11,085 | |||||||||
Non-current liabilities | 57 | 65 | |||||||||||
Long-term debt | - | - | |||||||||||
Stockholders' deficit | (3,964 | ) | (2,840 | ) | |||||||||
Total liabilities and stockholders' deficit | $ | 5,504 | $ | 8,310 | |||||||||
Total carrying value | $ | - | $ | 775 | |||||||||
(1) | Includes (Actua voting ownership): Acquirgy (25%). | ||||||||||||
(2) | Includes (Actua voting ownership): Acquirgy (25%) and CIML (38%). | ||||||||||||
Results of Operations | Results of Operations (Unaudited) | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 (1) | 2013 (2) | 2012 | |||||||||||
(in thousands) | |||||||||||||
Revenue | $ | 8,763 | $ | 48,316 | $ | 89,958 | |||||||
Net income (loss) | $ | (1,110 | ) | $ | (9,238 | ) | $ | (20,159 | ) | ||||
Equity income (loss) excluding impairments and amortization of intangible assets | $ | (632 | ) | $ | (2,798 | ) | $ | (7,518 | ) | ||||
Amortization of intangible assets | (144 | ) | (165 | ) | (1,154 | ) | |||||||
Total equity income (loss) | $ | (776 | ) | $ | (2,963 | ) | $ | (8,672 | ) | ||||
(1) | Includes Acquirgy and CIML (through September 30, 2014, the date of disposition). | ||||||||||||
(2) | Includes Acquirgy, CIML, Freeborders (through October 18, 2013, the date of disposition) and WhiteFence (through October 28, 2013, the date of disposition). | ||||||||||||
(3) | Includes Acquirgy, Bolt (through December 27, 2012, the date of consolidation), CIML (through July 11, 2012, the date of consolidation), Freeborders, GoIndustry (through July 5, 2012, the date of disposition) and WhiteFence. |
Financial_Instruments_Tables
Financial Instruments (Tables) | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||||
Fair Value Hierarchy of Financial Assets Measured at Fair Value on Recurring Basis | The fair value hierarchy of Actua’s financial assets measured at fair value on a recurring basis was as follows (in thousands): | ||||||||||||||||||
Asset at | Valuation Technique | ||||||||||||||||||
31-Dec-14 | (Approach) | Level 1 | Level 2 | Level 3 | |||||||||||||||
Cash equivalents (money market accounts) | $ | 77,935 | Market | $ | 77,935 | $ | - | $ | - | ||||||||||
$ | 77,935 | $ | 77,935 | $ | - | $ | - | ||||||||||||
Liability at | Valuation Technique | ||||||||||||||||||
31-Dec-14 | (Approach) | Level 1 | Level 2 | Level 3 | |||||||||||||||
Acquisition Contingent Consideration Obligations | $ | 3,320 | Income | $ | - | $ | - | $ | 3,320 | ||||||||||
$ | 3,320 | $ | - | $ | - | $ | 3,320 | ||||||||||||
Asset at | Valuation Technique | ||||||||||||||||||
31-Dec-13 | (Approach) | Level 1 | Level 2 | Level 3 | |||||||||||||||
Cash equivalents (money market accounts and commercial paper investments) | $ | 325,652 | Market | $ | 325,652 | $ | - | $ | - | ||||||||||
$ | 325,652 | $ | 325,652 | $ | - | $ | - | ||||||||||||
Goodwill and Intangibles, Net, Measured on Non-Recurring Basis Using Market Approach | The carrying value of certain of Actua’s other financial instruments, including accounts receivable and accounts payable approximates fair value due to the short-term nature of those instruments. The fair value of Actua’s long-term debt is based on assumptions concerning the amount and timing of estimated future cash flows and assumed risk-adjusted discount rates. See Note 9, “Debt” for further discussion. Actua’s non-financial assets measured on a non-recurring basis using the market approach were as follows (in thousands): | ||||||||||||||||||
As of December 31, | |||||||||||||||||||
2014 | 2013 | ||||||||||||||||||
Significant unobservable inputs (Level 3): | |||||||||||||||||||
Goodwill (annual impairment assessment) | $ | 264,186 | $ | 90,466 | |||||||||||||||
Acquired intangible assets (periodic assessment, as necessary) | 102,325 | 58,755 | |||||||||||||||||
$ | 366,511 | $ | 149,221 | ||||||||||||||||
Debt_Tables
Debt (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Debt Disclosure [Abstract] | |||||||||||
Long-Term Debt Related to Consolidated Core Companies | Actua’s long-term debt as of December 31, 2014 and 2013 consisted of the following: | ||||||||||
Interest | As of December 31, | ||||||||||
Rates | 2014 | 2013 | |||||||||
(in thousands) | |||||||||||
Term loans and lines of credit | 5.5%-11.65% | $ | 500 | $ | 11,910 | ||||||
Current maturities | (500 | ) | (5,902 | ) | |||||||
Long-term debt | $ | - | $ | 6,008 | |||||||
EquityBased_Compensation_Table
Equity-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Additional Information Related to Equity-Based Compensation | Equity-based compensation (in thousands) by expense line item on Actua’s Consolidated Statements of Operations: | ||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Cost of revenue | $ 76 | $ 63 | $ 7 | ||||||||||||||||||
Sales and marketing | 160 | 156 | 18 | ||||||||||||||||||
General and administrative | 23,509 | 6,081 | 6,195 | ||||||||||||||||||
Research and development | 144 | 111 | 16 | ||||||||||||||||||
Total Equity-Based Compensation | $ 23,889 | $ 6,411 | $ 6,236 | ||||||||||||||||||
Equity-based compensation (in thousands, except weighted average years) by type of award: | |||||||||||||||||||||
Year Ended December 31, | Unrecognized Equity- | Weighted Average | |||||||||||||||||||
Based Compensation | Years Remaining of | ||||||||||||||||||||
as of | Equity-Based | ||||||||||||||||||||
Compensation as of | |||||||||||||||||||||
2014 | 2013 | 2012 | 31-Dec-14 | 31-Dec-14 | |||||||||||||||||
SARs | $ | 792 | $ | 2,377 | $ | 2,488 | $ | 519 | 1.34 | ||||||||||||
Restricted Stock | 21,818 | 2,958 | 2,871 | 37,780 | 2.42 | ||||||||||||||||
DSUs | 444 | 377 | 419 | 17 | 0.04 | ||||||||||||||||
23,054 | 5,712 | 5,778 | 38,316 | ||||||||||||||||||
Equity-Based Compensation for Consolidated Businesses | 835 | 699 | 458 | 1,899 | 1.63 | ||||||||||||||||
Total Equity-Based Compensation | $ | 23,889 | $ | 6,411 | $ | 6,236 | $ | 40,215 | |||||||||||||
Changes in Stock Appreciation Rights | Activity with respect to SARs during the years ended December 31, 2014, 2013 and 2012 was as follows: | ||||||||||||||||||||
Number of SARs | Weighted Average | Weighted Average | |||||||||||||||||||
Base Price | Fair Value | ||||||||||||||||||||
Outstanding as of December 31, 2011 | 4,147,391 | $ | 7.71 | $ | 4.54 | ||||||||||||||||
Granted | 260,125 | $ | 9.25 | $ | 4.9 | ||||||||||||||||
Exercised (1) | (54,873 | ) | $ | 7.89 | $ | 4.65 | |||||||||||||||
Forfeited | (1,598 | ) | $ | 10.54 | $ | 5.83 | |||||||||||||||
Cancelled | (12,795 | ) | $ | 6.7 | $ | 3.93 | |||||||||||||||
Outstanding as of December 31, 2012 | 4,338,250 | $ | 7.8 | $ | 4.56 | ||||||||||||||||
Granted | 2,500 | $ | 16.19 | $ | 9.83 | ||||||||||||||||
Exercised (1) | (3,045,700 | ) | $ | 14.42 | $ | 8.64 | |||||||||||||||
Forfeited | (62,242 | ) | $ | 10.25 | $ | 5.51 | |||||||||||||||
Outstanding as of December 31, 2013 | 1,232,808 | $ | 8.86 | $ | 4.99 | ||||||||||||||||
Granted | 500 | $ | 17.31 | $ | 9.48 | ||||||||||||||||
Exercised (1) | (679,606 | ) | $ | 7.35 | $ | 3.6 | |||||||||||||||
Forfeited | (5,220 | ) | $ | 10.14 | $ | 5.43 | |||||||||||||||
Outstanding as of December 31, 2014 | 548,482 | $ | 10.62 | $ | 5.79 | ||||||||||||||||
(1) | The exercise of SARs listed in this table resulted in the issuance of 253,853 shares, 992,390 shares and 9,818 shares of Actua’s Common Stock during the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||||||
The following table summarizes information about SARs outstanding as of December 31, 2014: | |||||||||||||||||||||
Grant Price | Number of SARs | Number of SARs | Weighted Average | Aggregate Intrinsic | |||||||||||||||||
Outstanding | Exercisable | Remaining Contractual | Value of SARs | ||||||||||||||||||
Life of SARs | Outstanding as of | ||||||||||||||||||||
Outstanding | Dec. 31, 2014 | ||||||||||||||||||||
(in years) | (in thousands) | ||||||||||||||||||||
$6.70-$8.76 | 73,311 | 73,311 | 3.93 | $ | 774 | ||||||||||||||||
$9.25-$9.84 | 172,499 | 100,354 | 7.46 | $ | 1,590 | ||||||||||||||||
$11.69-$17.31 | 302,672 | 271,573 | 6.13 | $ | 1,941 | ||||||||||||||||
548,482 | 445,238 | $ | 4,305 | ||||||||||||||||||
Changes in Stock Options | Activity with respect to stock options during the years ended December 31, 2014, 2013 and 2012 was as follows: | ||||||||||||||||||||
Number of Options | Weighted Average | Weighted Average | |||||||||||||||||||
Base Price | Fair Value | ||||||||||||||||||||
Outstanding as of December 31, 2011 | 183,208 | $ | 6.25 | $ | 4.97 | ||||||||||||||||
Exercised (1) | (173,208 | ) | $ | 6.03 | $ | 4.83 | |||||||||||||||
Forfeited | (21 | ) | $ | 8.41 | $ | 4.96 | |||||||||||||||
Cancelled | (8,229 | ) | $ | 10.62 | $ | 8.16 | |||||||||||||||
Outstanding as of December 31, 2012 | 1,750 | $ | 6.91 | $ | 4.14 | ||||||||||||||||
Exercised (1) | (1,500 | ) | $ | 7.34 | $ | 4.42 | |||||||||||||||
Outstanding as of December 31, 2013 | 250 | $ | 4.3 | $ | 2.47 | ||||||||||||||||
Exercised, forfeited, cancelled | - | $ | - | $ | - | ||||||||||||||||
Outstanding as of December 31, 2014 | 250 | $ | 4.3 | $ | 2.47 | ||||||||||||||||
(1) | Actua received cash of less than $0.1 million and $1.0 million related to stock options exercised during the years ended December 31, 2013 and 2012. | ||||||||||||||||||||
Assumptions Used to Determine Fair Value of Stock Appreciation Rights Granted to Employees | The following assumptions were used to determine the fair value of SARs granted to employees and a non-management director by Actua during the years ended December 31, 2014, 2013 and 2012: | ||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Expected volatility | 56 | % | 56 | % | 56 | % | |||||||||||||||
Average expected life of SAR (in years) (a) | 6.25 | 6.25 | 6.25 | ||||||||||||||||||
Risk-free interest rate | 2.12 | % | 1.86 | % | 0.92 | % | |||||||||||||||
Dividend yield | 0 | % | 0 | % | 0 | % | |||||||||||||||
(a) | We have, due to insufficient historical data, used the simplified method. We believe that we have enough historical data to calculate an expected term for Actua SARs and stock options granted in the future. | ||||||||||||||||||||
Changes in Restricted Stock | Share activity with respect to restricted stock awards during the years ended December 31, 2014, 2013 and 2012 was as follows: | ||||||||||||||||||||
Number of Shares | Weighted | ||||||||||||||||||||
Average Grant | |||||||||||||||||||||
Date Fair Value | |||||||||||||||||||||
Issued and unvested as of December 31, 2011 | 1,225,785 | $ | 9.12 | ||||||||||||||||||
Granted | 116,973 | $ | 9.11 | ||||||||||||||||||
Vested | (124,920 | ) | $ | 10.01 | |||||||||||||||||
Forfeited | (375 | ) | $ | 12.15 | |||||||||||||||||
Issued and unvested as of December 31, 2012 | 1,217,463 | $ | 9.03 | ||||||||||||||||||
Granted | 183,190 | $ | 13.35 | ||||||||||||||||||
Vested | (202,689 | ) | $ | 10.02 | |||||||||||||||||
Forfeited | (12,893 | ) | $ | 10.55 | |||||||||||||||||
Issued and unvested as of December 31, 2013 | 1,185,071 | $ | 9.52 | ||||||||||||||||||
Granted | 3,239,948 | $ | 17.22 | ||||||||||||||||||
Vested | (299,703 | ) | $ | 11.76 | |||||||||||||||||
Forfeited | (370,041 | ) | $ | 9.96 | |||||||||||||||||
Issued and unvested as of December 31, 2014 | 3,755,275 | $ | 15.94 | ||||||||||||||||||
Annual D S U Awards | |||||||||||||||||||||
Summary of Share Activity with Respect to Deferred Stock Units | Share activity with respect to the annual DSU awards for the years ended December 31, 2014, 2013 and 2012 are as follows: | ||||||||||||||||||||
Number of Shares | Weighted | ||||||||||||||||||||
Average Grant | |||||||||||||||||||||
Date Fair Value | |||||||||||||||||||||
Issued and unvested as of December 31, 2011 | 52,500 | $ | 13.32 | ||||||||||||||||||
Granted | 41,250 | $ | 8.4 | ||||||||||||||||||
Vested | (52,500 | ) | $ | 13.32 | |||||||||||||||||
Issued and unvested as of December 31, 2012 | 41,250 | $ | 8.4 | ||||||||||||||||||
Granted | 29,250 | $ | 13.09 | ||||||||||||||||||
Vested | (41,250 | ) | $ | 8.4 | |||||||||||||||||
Issued and unvested as of December 31, 2013 | 29,250 | $ | 13.09 | ||||||||||||||||||
Granted | 22,500 | $ | 17.63 | ||||||||||||||||||
Vested | (29,250 | ) | $ | 13.09 | |||||||||||||||||
Issued and unvested as of December 31, 2014 | 22,500 | $ | 17.63 | ||||||||||||||||||
Periodically-issued DSUs | |||||||||||||||||||||
Summary of Share Activity with Respect to Deferred Stock Units | Share activity with respect to periodically-issued DSUs for the years ended December 31, 2014, 2013 and 2012 was as follows: | ||||||||||||||||||||
Number of Shares | Weighted | ||||||||||||||||||||
Average Grant | |||||||||||||||||||||
Date Fair Value | |||||||||||||||||||||
Issued and unvested as of December 31, 2011 | - | $ | - | ||||||||||||||||||
Granted | 32,923 | $ | 9.42 | ||||||||||||||||||
Vested | (32,923 | ) | $ | 9.42 | |||||||||||||||||
Issued and unvested as of December 31, 2012 | - | $ | - | ||||||||||||||||||
Granted | 30,540 | $ | 12.3 | ||||||||||||||||||
Vested | (30,540 | ) | $ | 12.3 | |||||||||||||||||
Issued and unvested as of December 31, 2013 | - | $ | - | ||||||||||||||||||
Granted | 18,790 | $ | 18.56 | ||||||||||||||||||
Vested | (18,790 | ) | $ | 18.56 | |||||||||||||||||
Issued and unvested as of December 31, 2014 | - | $ | - | ||||||||||||||||||
Other_Income_Loss_Tables
Other Income (Loss) (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Other Income And Expenses [Abstract] | |||||||||||||
Other Income (Loss), Net | Other income (loss), net consists of the effect of transactions and other events relating to Actua’s ownership interests and its operations in general, and, for the years ended December 31, 2014, 2013 and 2012, is comprised of the following (in thousands): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Gain on fair value of prior equity interests | $ | - | $ | - | $ | 51,668 | |||||||
Gain (loss) on sales/distributions of ownership interests | 5,158 | (4,032 | ) | 5,260 | |||||||||
Realized gains on sales of marketable securities | 269 | 23 | 1,552 | ||||||||||
Other | - | (93 | ) | (656 | ) | ||||||||
5,427 | (4,102 | ) | 57,824 | ||||||||||
Total other loss for consolidated businesses | (127 | ) | (108 | ) | (4 | ) | |||||||
Total other income (loss), net | $ | 5,300 | $ | (4,210 | ) | $ | 57,820 | ||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||||
Total Income Tax (Benefit) Expense | Total income tax (benefit) expense was allocated as follows (in thousands): | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Income tax (benefit) expense from continuing operations: | ||||||||||||||
Current taxes | ||||||||||||||
Federal taxes | $ | (8,790 | ) | $ | (17,711 | ) | $ | 57 | ||||||
State taxes | 93 | 140 | 640 | |||||||||||
Foreign taxes | 330 | - | 506 | |||||||||||
Current taxes | $ | (8,367 | ) | $ | (17,571 | ) | $ | 1,203 | ||||||
Deferred taxes | ||||||||||||||
Federal taxes | $ | (1,319 | ) | $ | - | $ | (376 | ) | ||||||
State taxes | (3,181 | ) | - | 537 | ||||||||||
Foreign taxes | (64 | ) | - | (28 | ) | |||||||||
Deferred taxes | $ | (4,564 | ) | $ | - | $ | 133 | |||||||
Income tax (benefit) expense | $ | (12,931 | ) | $ | (17,571 | ) | $ | 1,336 | ||||||
Net Deferred Tax Asset (Liability) | Actua’s net deferred tax asset (liability) consists of the following (in thousands): | |||||||||||||
As of December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
(in thousands) | ||||||||||||||
Deferred tax assets: | ||||||||||||||
Net operating loss and capital loss carryforward - 382 limited | $ | 68,210 | $ | 74,220 | ||||||||||
Net operating loss carryforward - not 382 limited | 40,925 | 34,774 | ||||||||||||
State net operating loss carryforward, net | 3,114 | - | ||||||||||||
Capital loss carryforward - not 382 limited | 35,982 | 23,106 | ||||||||||||
Company basis difference | 17,978 | 25,176 | ||||||||||||
Reserves and accruals | 2,045 | 291 | ||||||||||||
Equity-based compensation expense | 8,926 | 5,369 | ||||||||||||
AMT and other credits | 81 | - | ||||||||||||
Other, net | 1,174 | 1,302 | ||||||||||||
Total deferred tax assets | 178,435 | 164,238 | ||||||||||||
Valuation allowance | (151,389 | ) | (150,408 | ) | ||||||||||
Deferred tax asset | 27,046 | 13,830 | ||||||||||||
Deferred tax liabilities: | ||||||||||||||
Intangible assets | 24,132 | (13,830 | ) | |||||||||||
Total deferred tax liabilities | 24,132 | (13,830 | ) | |||||||||||
Total net deferred tax assets | $ | 2,914 | $ | - | ||||||||||
Differences in Effective Tax Rate and Federal Statutory Rate | The effective tax rate differs from the federal statutory rate as follows: | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Tax expense (benefit) at statutory rate | 35 | % | 35 | % | 35 | % | ||||||||
Foreign and state taxes | 10.4 | % | (2.3 | ) | % | 4.6 | % | |||||||
Non-deductible expenses and other | (4.8 | ) | % | 0.6 | % | 0.1 | % | |||||||
Valuation allowance | - | - | (24.4 | ) | % | |||||||||
Prior period adjustment | - | - | (3.6 | ) | ||||||||||
Acquisition of MSDSonline | - | - | (6.3 | ) | ||||||||||
40.6 | % | 33.3 | % | 5.4 | % | |||||||||
Net_Income_Loss_per_Share_Tabl
Net Income (Loss) per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Calculations of Net Income (Loss) Per Share | The calculations of net income (loss) per share were as follows (in thousands, except per share data): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Basic and Diluted: | |||||||||||||
Income (loss) from continuing operations | $ | (37,582 | ) | $ | (25,669 | ) | $ | 12,703 | |||||
Income (loss) from discontinued operations | 14,026 | 234,728 | 10,286 | ||||||||||
Net income (loss) attributable to Actua Corporation | $ | (23,556 | ) | $ | 209,059 | $ | 22,989 | ||||||
Basic: | |||||||||||||
Income (loss) from continuing operations per share | $ | (1.01 | ) | $ | (0.70 | ) | $ | 0.35 | |||||
Income (loss) from discontinued operations per share | 0.38 | 6.42 | 0.29 | ||||||||||
Net income (loss) attributable to Actua Corporation per share | $ | (0.63 | ) | $ | 5.72 | $ | 0.64 | ||||||
Diluted: | |||||||||||||
Income (loss) from continuing operations per share | $ | (1.01 | ) | $ | (0.70 | ) | $ | 0.35 | |||||
Income (loss) from discontinued operations per share | 0.38 | 6.42 | 0.28 | ||||||||||
Net income (loss) attributable to Actua Corporation per share | $ | (0.63 | ) | $ | 5.72 | $ | 0.63 | ||||||
Shares used in computation of basic income (loss) per share | 37,130 | 36,536 | 35,890 | ||||||||||
Incremental Diluted Shares Impact: | |||||||||||||
Stock options | - | - | 41 | ||||||||||
SARs | - | - | 546 | ||||||||||
Restricted stock | - | - | 40 | ||||||||||
DSUs | - | - | 26 | ||||||||||
Shares used in the computation of | |||||||||||||
diluted income (loss) per share | 37,130 | 36,536 | 36,543 | ||||||||||
Potentially Dilutive Securities Not Included in Computation of Diluted Net Loss Per Share | The following potentially dilutive securities were not included in the computation of diluted net loss per share, as their effect would have been anti-dilutive: | ||||||||||||
Units | Weighted Average | ||||||||||||
(in thousands) | Per Share Price | ||||||||||||
Year ended December 31, 2014 | |||||||||||||
Stock options | 250 | $ | 4.3 | ||||||||||
SARs | 548,482 | $ | 10.72 | ||||||||||
Restricted stock (1) | 3,755,275 | $ | - | ||||||||||
DSUs | 22,500 | $ | - | ||||||||||
Year ended December 31, 2013 | |||||||||||||
Stock options | - | $ | - | ||||||||||
SARs | 28 | $ | 12.47 | ||||||||||
Restricted stock (1) | 748 | $ | 8.22 | ||||||||||
DSUs | 0 | $ | - | ||||||||||
Year ended December 31, 2012 | |||||||||||||
Stock options | 2 | $ | 15.8 | ||||||||||
SARs | 2,201 | $ | 8.03 | ||||||||||
Restricted stock (1) | 1,195 | $ | 9.18 | ||||||||||
DSUs | - | $ | - | ||||||||||
(1) | Anti-dilutive securities include contingently issuable shares unvested as of December 31, 2014, the vesting of which is based on performance conditions and market conditions that have not yet been achieved. See Note 12, “Equity-Based Compensation.” |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Disclosure Future Minimum Lease Payments Under Leases [Abstract] | |||||
Future Minimum Lease Payments under Leases | Actua and its consolidated businesses lease their facilities under operating lease agreements expiring 2015 through 2019. Future minimum lease payments as of December 31, 2014 under the leases are as follows (in thousands): | ||||
2015 | $ | 2,598 | |||
2016 | $ | 2,449 | |||
2017 | $ | 1,212 | |||
2018 | $ | 486 | |||
2019 | $ | 382 | |||
Thereafter | $ | 84 | |||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||||||||||
Summary of Selected Information Related to Segments | The following summarizes selected information related to Actua’s segments for the years ended December 31, 2014, 2013 and 2012. The amounts presented as “Dispositions” in the following table represent businesses reported as discontinued operations as of December 31, 2014 and Actua’s share of businesses’ results that had been accounted for under the equity method of accounting that were disposed during the years ended December 31, 2014, 2013 and 2012. Businesses reported as discontinued operations as of December 31, 2013 include the following: (1) Procurian, which was sold to Accenture on December 4, 2013, (2) Channel Intelligence, which was sold to Google on February 20, 2013, and (3) InvestorForce, which was sold to MSCI on January 29, 2013. Businesses that were accounted for under the equity method of accounting and were disposed of during the three years ended December 31, 2013 include the following: (1) WhiteFence, substantially all of the assets of which were acquired by Allconnect on October 28, 2013, (2) Freeborders, which was merged with Symbio on October 18, 2013, (3) GoIndustry, which was sold to Liquidity Services on July 5, 2012. The results of these businesses (or our share of the results in the case of the equity-method businesses, including any related intangible amortization) were removed from our segments and are included in “Dispositions” in the segment information table below for all periods presented. | ||||||||||||||||||||||||
Segment Information | |||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Reconciling Items | |||||||||||||||||||||||||
Vertical Cloud | Vertical Cloud | Total | Dispositions | Other | Consolidated | ||||||||||||||||||||
(Venture) | Segment | ||||||||||||||||||||||||
For the Year Ended December 31, 2014 | |||||||||||||||||||||||||
Revenue | $ | 84,837 | $ | - | $ | 84,837 | $ | - | $ | - | $ | 84,837 | |||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (19,253 | ) | $ | (776 | ) | $ | (20,029 | ) | $ | 14,026 | $ | (17,553 | ) | $ | (23,556 | ) | ||||||||
Assets | $ | 417,306 | $ | 16,117 | $ | 433,423 | $ | 2,998 | $ | 91,920 | $ | 528,341 | |||||||||||||
Capital Expenditures | $ | (3,334 | ) | $ | - | $ | (3,334 | ) | $ | - | $ | (343 | ) | $ | (3,677 | ) | |||||||||
For the Year Ended December 31, 2013 | |||||||||||||||||||||||||
Revenue | $ | 58,772 | $ | 429 | $ | 59,201 | $ | - | $ | - | $ | 59,201 | |||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (18,026 | ) | $ | (2,320 | ) | $ | (20,346 | ) | $ | 230,773 | $ | (1,368 | ) | $ | 209,059 | |||||||||
Assets | $ | 179,801 | $ | 15,879 | $ | 195,680 | $ | - | $ | 334,038 | $ | 529,718 | |||||||||||||
Capital Expenditures | $ | (1,183 | ) | $ | (26 | ) | $ | (1,209 | ) | $ | - | $ | (34 | ) | $ | (1,243 | ) | ||||||||
For the Year Ended December 31, 2012 | |||||||||||||||||||||||||
Revenue | $ | 26,026 | $ | 614 | $ | 26,640 | $ | - | $ | - | $ | 26,640 | |||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (18,244 | ) | $ | (2,835 | ) | $ | (21,079 | ) | $ | 10,440 | $ | 33,628 | $ | 22,989 | ||||||||||
Assets | $ | 173,300 | $ | 14,820 | $ | 188,120 | $ | 242,938 | $ | 16,001 | $ | 447,059 | |||||||||||||
Capital Expenditures | $ | (5,487 | ) | $ | - | $ | (5,487 | ) | $ | - | $ | (1,503 | ) | $ | (6,990 | ) | |||||||||
(1) | |||||||||||||||||||||||||
The following table reflects the components of Net income (loss) attributable to Actua Corporation included in Other (in thousands): | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
Selected data: | 2014 | 2013 | 2012 | ||||||||||||||||||||||
General and administrative | $ | (35,498 | ) | $ | (19,132 | ) | $ | (23,113 | ) | ||||||||||||||||
Impairment related and other | (1,114 | ) | (2,953 | ) | (865 | ) | |||||||||||||||||||
Corporate other income (loss) (Note 13) | 5,427 | (4,102 | ) | 57,824 | |||||||||||||||||||||
Interest income | 434 | 171 | 374 | ||||||||||||||||||||||
Income tax benefit | 8,934 | 17,630 | 1 | ||||||||||||||||||||||
Equity loss | - | - | (1 | ) | |||||||||||||||||||||
Noncontrolling interest (income) loss | 4,264 | 7,018 | (592 | ) | |||||||||||||||||||||
Net income (loss) | $ | (17,553 | ) | $ | (1,368 | ) | $ | 33,628 | |||||||||||||||||
Selected_Quarterly_Financial_I1
Selected Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||||||||||||||||||
Selected Quarterly Consolidated Financial Information | The following table sets forth selected quarterly consolidated financial information for the years ended December 31, 2014 and 2013. The operating results for any given quarter are not necessarily indicative of results for any future period. | |||||||||||||||||||||||||||||||
2014 Quarter Ended | 2013 Quarter Ended | |||||||||||||||||||||||||||||||
Mar.31 | Jun.30 | Sep.30 | Dec.31 | Mar.31 | Jun.30 | Sep.30 | Dec.31 | |||||||||||||||||||||||||
(in thousands, except per share data) | ||||||||||||||||||||||||||||||||
Revenue | $ | 18,422 | $ | 19,029 | $ | 20,762 | $ | 26,624 | $ | 11,974 | $ | 13,476 | $ | 16,071 | $ | 17,680 | ||||||||||||||||
Operating Expenses | ||||||||||||||||||||||||||||||||
Cost of revenue | 4,899 | 5,519 | 5,911 | 8,091 | 4,198 | 4,123 | 4,501 | 4,935 | ||||||||||||||||||||||||
Sales and marketing | 8,531 | 9,585 | 10,718 | 10,876 | 5,682 | 6,541 | 7,571 | 8,335 | ||||||||||||||||||||||||
General and administrative | 10,009 | 12,915 | 13,798 | 15,009 | 8,803 | 7,220 | 7,852 | 7,085 | ||||||||||||||||||||||||
Research and development | 3,253 | 3,547 | 3,960 | 4,648 | 2,246 | 2,331 | 2,149 | 2,306 | ||||||||||||||||||||||||
Amortization of intangible assets | 2,301 | 2,293 | 2,369 | 3,569 | 2,491 | 1,544 | 2,176 | 2,259 | ||||||||||||||||||||||||
Impairment related and other | - | 836 | 256 | 95 | 170 | 127 | 470 | 3,525 | ||||||||||||||||||||||||
Total operating expenses | 28,993 | 34,695 | 37,012 | 42,288 | 23,590 | 21,886 | 24,719 | 28,445 | ||||||||||||||||||||||||
Operating income (loss) | (10,571 | ) | (15,666 | ) | (16,250 | ) | (15,664 | ) | (11,616 | ) | (8,410 | ) | (8,648 | ) | (10,765 | ) | ||||||||||||||||
Other income (loss), net | 300 | 637 | 83 | 4,280 | (64 | ) | (46 | ) | (68 | ) | (4,032 | ) | ||||||||||||||||||||
Interest income | 86 | 146 | 160 | 71 | 31 | 56 | 63 | 77 | ||||||||||||||||||||||||
Interest expense | (511 | ) | (1,080 | ) | (9 | ) | (13 | ) | (321 | ) | (385 | ) | (370 | ) | (408 | ) | ||||||||||||||||
Income (loss) before income taxes, equity | (10,696 | ) | (15,963 | ) | (16,016 | ) | (11,326 | ) | (11,970 | ) | (8,785 | ) | (9,023 | ) | (15,128 | ) | ||||||||||||||||
loss, discontinued operations and | ||||||||||||||||||||||||||||||||
noncontrolling interest | ||||||||||||||||||||||||||||||||
Income tax (expense) benefit | (94 | ) | 599 | 1,870 | 10,556 | (73 | ) | (56 | ) | 99 | 17,601 | |||||||||||||||||||||
Equity loss | (312 | ) | (320 | ) | (144 | ) | - | (701 | ) | (923 | ) | (295 | ) | (1,044 | ) | |||||||||||||||||
Income (loss) from continuing operations | (11,102 | ) | (15,684 | ) | (14,290 | ) | (770 | ) | (12,744 | ) | (9,764 | ) | (9,219 | ) | 1,429 | |||||||||||||||||
Income (loss) from discontinued operations | 48 | 1,315 | 2,426 | 10,237 | 28,226 | 2,448 | 4,980 | 196,685 | ||||||||||||||||||||||||
Net income (loss) | (11,054 | ) | (14,369 | ) | (11,864 | ) | 9,467 | 15,482 | (7,316 | ) | (4,239 | ) | 198,114 | |||||||||||||||||||
Less: Net income attributable to the noncontrolling | (904 | ) | (1,475 | ) | (1,184 | ) | (701 | ) | (3,586 | ) | (458 | ) | (907 | ) | (2,067 | ) | ||||||||||||||||
interest | ||||||||||||||||||||||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (10,150 | ) | $ | (12,894 | ) | $ | (10,680 | ) | $ | 10,168 | $ | 19,068 | $ | (6,858 | ) | $ | (3,332 | ) | $ | 200,181 | |||||||||||
Amounts attributable Actua Corporation: | ||||||||||||||||||||||||||||||||
Net income (loss) from continuing operations | $ | (10,198 | ) | $ | (14,209 | ) | $ | (13,106 | ) | $ | (69 | ) | $ | (11,426 | ) | $ | (9,025 | ) | $ | (8,022 | ) | $ | 2,804 | |||||||||
Net income (loss) from discontinued operations | 48 | 1,315 | 2,426 | 10,237 | 30,494 | 2,167 | 4,690 | 197,377 | ||||||||||||||||||||||||
Net income (loss) | $ | (10,150 | ) | $ | (12,894 | ) | $ | (10,680 | ) | $ | 10,168 | $ | 19,068 | $ | (6,858 | ) | $ | (3,332 | ) | $ | 200,181 | |||||||||||
Basic income (loss) per share (1) | ||||||||||||||||||||||||||||||||
Income (loss) from continuing operations | $ | (0.27 | ) | $ | (0.38 | ) | $ | (0.35 | ) | $ | (0.00 | ) | $ | (0.31 | ) | $ | (0.25 | ) | $ | (0.22 | ) | $ | 0.08 | |||||||||
Income (loss) from discontinued operations | 0 | 0.03 | 0.06 | 0.28 | 0.83 | 0.06 | 0.13 | 5.38 | ||||||||||||||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (0.27 | ) | $ | (0.35 | ) | $ | (0.29 | ) | $ | 0.28 | $ | 0.52 | $ | (0.19 | ) | $ | (0.09 | ) | $ | 5.46 | |||||||||||
Shares used in computation of basic income (loss) | 37,096 | 37,313 | 37,335 | 36,780 | 36,713 | 36,468 | 36,303 | 36,664 | ||||||||||||||||||||||||
per share (1) | ||||||||||||||||||||||||||||||||
Diluted income (loss) per share (1) | ||||||||||||||||||||||||||||||||
Income (loss) from continuing operations | $ | (0.27 | ) | $ | (0.38 | ) | $ | (0.35 | ) | $ | (0.00 | ) | $ | (0.31 | ) | $ | (0.25 | ) | $ | (0.22 | ) | $ | 0.08 | |||||||||
Income (loss) from discontinued operations | 0 | 0.03 | 0.06 | 0.28 | 0.83 | 0.06 | 0.13 | 5.1 | ||||||||||||||||||||||||
Net income (loss) attributable to Actua Corporation | $ | (0.27 | ) | $ | (0.35 | ) | $ | (0.29 | ) | $ | 0.28 | $ | 0.52 | $ | (0.19 | ) | $ | (0.09 | ) | $ | 5.18 | |||||||||||
Shares used in computation of diluted income (loss) | 37,096 | 37,313 | 37,335 | 36,780 | 36,713 | 36,468 | 36,303 | 38,680 | ||||||||||||||||||||||||
per share (1) | ||||||||||||||||||||||||||||||||
· | The sum of quarterly income (loss) per share differs from the full year amount due to changes in the number of shares outstanding during the year. |
The_Company_Additional_Informa
The Company - Additional Information (Detail) | 0 Months Ended | |
Dec. 27, 2012 | Mar. 30, 2012 | |
Bolt | ||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | ||
Ownership Percentage | 53.00% | |
MSDSonline One | ||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | ||
Ownership Percentage | 96.00% |
Significant_Accounting_Policie2
Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Significant Accounting Policies [Line Items] | |||
Long-term restricted cash | $0.40 | $0 | |
Interest paid | 1 | 1.2 | |
Taxes paid | 2 | 0.3 | 0.1 |
Expiry period of contingent gains associated with outstanding escrows | 2015 | ||
Actua's Consolidated Revenue | |||
Significant Accounting Policies [Line Items] | |||
Number of customers represented for more than 10% of consolidated revenue | 0 | 0 | 0 |
Channel Intelligence | |||
Significant Accounting Policies [Line Items] | |||
Proceeds from escrow releases | 3.2 | ||
Maximum | |||
Significant Accounting Policies [Line Items] | |||
Interest paid | $0.10 | ||
MSDSonline One | |||
Significant Accounting Policies [Line Items] | |||
Number of sources of revenues | 2 | ||
Maintenance and customer support fees, contract life | 1 year | ||
FolioDynamix | |||
Significant Accounting Policies [Line Items] | |||
Initial subscription arrangement, Minimum | 3 years | ||
Initial subscription arrangement, Maximum | 5 years | ||
FolioDynamix | Sales Revenue, Net | |||
Significant Accounting Policies [Line Items] | |||
Percentage of consolidated deferred revenue | 10.00% |
Summary_of_Activity_Related_to
Summary of Activity Related to Goodwill (Detail) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2012 | Nov. 03, 2014 |
Goodwill [Line Items] | ||||
Goodwill, Gross Carrying Amount Beginning Balance | $88,230 | |||
Goodwill, Gross Carrying Amount Ending Balance | 90,770 | 264,490 | 88,230 | |
Goodwill, Accumulated Impairment Losses Beginning Balance | -304 | |||
Goodwill, Accumulated Impairment Losses Ending Balance | -304 | -304 | -304 | |
Goodwill, Net Carrying Amount Beginning Balance | 87,926 | |||
Goodwill, Net Carrying Amount Ending Balance | 90,466 | 264,186 | 87,926 | |
Bolt's acquisition of Superior Access | ||||
Goodwill [Line Items] | ||||
Increase in goodwill, Gross Carrying Amount | 2,540 | |||
Increase in goodwill, Net Carrying Amount | 2,540 | |||
MSDSonline's acquisition of KMI | ||||
Goodwill [Line Items] | ||||
Increase in goodwill, Gross Carrying Amount | 6,735 | |||
Increase in goodwill, Net Carrying Amount | 6,735 | |||
GovDelivery's acquisition of NuCivic | ||||
Goodwill [Line Items] | ||||
Increase in goodwill, Gross Carrying Amount | 1,257 | |||
Increase in goodwill, Net Carrying Amount | 1,257 | |||
Bolt's acquisition of Ludwing | ||||
Goodwill [Line Items] | ||||
Increase in goodwill, Gross Carrying Amount | 314 | |||
Increase in goodwill, Net Carrying Amount | 314 | |||
FolioDynamix | ||||
Goodwill [Line Items] | ||||
Increase in goodwill, Gross Carrying Amount | 165,414 | |||
Goodwill, Net Carrying Amount Beginning Balance | 165,414 | |||
Increase in goodwill, Net Carrying Amount | 165,414 | |||
Goodwill, Net Carrying Amount Ending Balance | $165,414 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets, net - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Goodwill And Intangible Assets [Line Items] | |||||||||||
Amortization of intangibles assets | $3,569,000 | $2,369,000 | $2,293,000 | $2,301,000 | $2,259,000 | $2,176,000 | $1,544,000 | $2,491,000 | $10,532,000 | $8,470,000 | $4,837,000 |
Accumulated amortization | 26,769,000 | 16,252,000 | 26,769,000 | 16,252,000 | |||||||
Goodwill and other intangible assets impairment Charges | 1,187,000 | 4,292,000 | 1,130,000 | ||||||||
Impairment related and other | 95,000 | 256,000 | 836,000 | 3,525,000 | 470,000 | 127,000 | 170,000 | 1,092,000 | 1,130,000 | ||
Bolt | |||||||||||
Goodwill And Intangible Assets [Line Items] | |||||||||||
Goodwill increased (decreased) amount | 10,200,000 | ||||||||||
Decrease in intangible assets | -10,900,000 | ||||||||||
GovDelivery | |||||||||||
Goodwill And Intangible Assets [Line Items] | |||||||||||
Intangible assets impairment charges | 400,000 | ||||||||||
Goodwill impairment charges | 300,000 | ||||||||||
Accumulated amortization | 5,400,000 | ||||||||||
Goodwill and other intangible assets impairment Charges | 700,000 | ||||||||||
Impairment related and other | $700,000 |
Summary_of_Intangible_Assets_f
Summary of Intangible Assets from Continuing Operations (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Gross Carrying Amount | 128,394 | 74,607 |
Accumulated Amortization | -26,769 | -16,252 |
Finite intangible assets, Net Carrying Amount | 101,625 | 58,355 |
Intangible assets gross excluding goodwill | 129,094 | 75,007 |
Intangible assets, net | 102,325 | 58,755 |
Other Intellectual Property | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Indefinite intangible assets, Net Carrying Amount | 700 | 400 |
Customer Relationships | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Gross Carrying Amount | 74,948 | 45,601 |
Accumulated Amortization | -14,817 | -9,546 |
Finite intangible assets, Net Carrying Amount | 60,131 | 36,055 |
Customer Relationships | Minimum | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Finite intangible assets, useful life | 1 year | 1 year |
Customer Relationships | Maximum | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Finite intangible assets, useful life | 11 years | 11 years |
Trademarks/trade names | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Gross Carrying Amount | 24,543 | 15,813 |
Accumulated Amortization | -4,322 | -2,373 |
Finite intangible assets, Net Carrying Amount | 20,221 | 13,440 |
Trademarks/trade names | Minimum | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Finite intangible assets, useful life | 3 years | 3 years |
Trademarks/trade names | Maximum | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Finite intangible assets, useful life | 11 years | 11 years |
Technology | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Gross Carrying Amount | 25,223 | 9,527 |
Accumulated Amortization | -4,263 | -2,161 |
Finite intangible assets, Net Carrying Amount | 20,960 | 7,366 |
Technology | Minimum | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Finite intangible assets, useful life | 5 years | 5 years |
Technology | Maximum | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Finite intangible assets, useful life | 10 years | 10 years |
Non-compete agreements | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Gross Carrying Amount | 3,680 | 3,666 |
Accumulated Amortization | -3,367 | -2,172 |
Finite intangible assets, Net Carrying Amount | 313 | 1,494 |
Non-compete agreements | Minimum | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Finite intangible assets, useful life | 2 years | 2 years |
Non-compete agreements | Maximum | ||
Acquired Finite And Indefinite Lived Assets Liabilities [Line Items] | ||
Finite intangible assets, useful life | 5 years | 5 years |
Remaining_Estimated_Amortizati
Remaining Estimated Amortization Expense (Detail) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2015 | $14,641 |
2016 | 14,211 |
2017 | 13,715 |
2018 | 12,401 |
2019 | 11,586 |
Thereafter | 35,071 |
Finite intangible assets, Net Carrying Amount | $101,625 |
Consolidated_Businesses_Additi
Consolidated Businesses - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | |||||
Nov. 03, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 08, 2014 | Aug. 09, 2013 | Dec. 27, 2012 | Oct. 31, 2014 | Dec. 17, 2014 | Mar. 30, 2012 | Dec. 26, 2012 | |
Business Acquisition [Line Items] | ||||||||||
Equity compensation arrangement | $600,000 | |||||||||
FolioDynamix | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition, consideration transferred | 205,824,000 | |||||||||
Rolled stock options acquired | 1,400,000 | |||||||||
Business acquisition purchase price allocation, goodwill not deductible for tax purposes | 1,600,000 | |||||||||
Business acquisition, transaction costs | 1,400,000 | |||||||||
Deferred revenue, reduced amount | -6,000,000 | |||||||||
Business combination, revenue contributed | 3,800,000 | |||||||||
Business combination, net income contributed | 1,100,000 | |||||||||
Cash paid for acquisition | 201,699,000 | |||||||||
Revenue | 30,000,000 | 19,800,000 | ||||||||
Net income | 1,500,000 | -3,200,000 | ||||||||
Net income (loss) per share | $0.04 | ($0.90) | ||||||||
FolioDynamix | Scenario, Adjustment | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Working capital adjustment | 700,000 | |||||||||
MSDSonline One | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash paid for acquisition | 10,300,000 | |||||||||
Additional earnout paid | 2,000,000 | |||||||||
Fair value of earnout determined using monte carlo simulation | 1,200,000 | |||||||||
Percentage of business acquisition | 96.00% | |||||||||
Bolt | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash paid for acquisition | 11,000,000 | 8,700,000 | 2,100,000 | |||||||
Additional equity ownership acquired | 13,200,000 | |||||||||
Equity method investment, ownership percentage | 53.00% | 38.00% | ||||||||
Gain on assets and liabilities acquired | 25,500,000 | |||||||||
Nu Civic | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition, consideration transferred | 5,400,000 | |||||||||
Cash paid for acquisition | 2,000,000 | |||||||||
Deferred liability Charges | 600,000 | |||||||||
Equity compensation arrangement | 3,400,000 | |||||||||
Percentage of equity | 2.50% | |||||||||
GovDelivery | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash paid for acquisition | $3,000,000 |
Preliminary_Allocation_of_Cons
Preliminary Allocation of Consideration Paid and Estimated Fair Value of Assets Acquired and Liabilities Assumed (Detail) (USD $) | 0 Months Ended | |||
In Thousands, unless otherwise specified | Nov. 03, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Recognized amounts of identifiable assets acquired and liabilities assumed: | ||||
Goodwill | $264,186 | $90,466 | $87,926 | |
FolioDynamix | ||||
Consideration: | ||||
Cash consideration (including $0.7 million of working capital adjustment paid in 2015) | 201,699 | |||
Fair value of stock options of FolioDynamix | 4,125 | |||
Business acquisition, consideration transferred | 205,824 | |||
Recognized amounts of identifiable assets acquired and liabilities assumed: | ||||
Financial assets | 9,324 | |||
Property, plant and equipment | 1,581 | |||
Financial liabilities | -13,640 | |||
Contingent consideration | -1,870 | |||
Deferred tax liability | -1,585 | |||
Total identifiable net assets | 40,410 | |||
Goodwill | 165,414 | |||
Purchase price allocation assets acquired | 205,824 | |||
FolioDynamix | Customer lists | ||||
Recognized amounts of identifiable assets acquired and liabilities assumed: | ||||
Intangible assets | 23,300 | |||
FolioDynamix | Trademarks/trade names | ||||
Recognized amounts of identifiable assets acquired and liabilities assumed: | ||||
Intangible assets | 8,100 | |||
FolioDynamix | Technology | ||||
Recognized amounts of identifiable assets acquired and liabilities assumed: | ||||
Intangible assets | $15,200 |
Preliminary_Allocation_of_Cons1
Preliminary Allocation of Consideration Paid and Estimated Fair Value of Assets Acquired and Liabilities Assumed (Parenthetical) (Detail) (FolioDynamix, USD $) | 0 Months Ended |
In Millions, unless otherwise specified | Nov. 03, 2014 |
Scenario, Adjustment | |
Business Acquisition [Line Items] | |
Working capital adjustment | $0.70 |
Customer lists | |
Business Acquisition [Line Items] | |
Finite intangible assets, useful life | 10 years |
Trademarks/trade names | |
Business Acquisition [Line Items] | |
Finite intangible assets, useful life | 5 years |
Technology | |
Business Acquisition [Line Items] | |
Finite intangible assets, useful life | 8 years |
Allocations_of_Purchase_Price_
Allocations of Purchase Price for Acquisitions and Enterprise Value of Channel Intelligence (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Net assets acquired: | |||
Goodwill | $264,186 | $90,466 | $87,926 |
Nu Civic | |||
Net assets acquired: | |||
Goodwill | 1,257 | ||
Other net assets (liabilities) | 197 | ||
Purchase price allocation assets acquired | 2,000 | ||
Nu Civic | Customer lists | |||
Net assets acquired: | |||
Intangible assets | 202 | ||
Nu Civic | Trademarks/trade names | |||
Net assets acquired: | |||
Intangible assets | 330 | ||
Nu Civic | Non-compete agreements | |||
Net assets acquired: | |||
Intangible assets | 14 | ||
Ludwig | |||
Net assets acquired: | |||
Goodwill | 314 | ||
Purchase price allocation assets acquired | 3,136 | ||
Ludwig | Customer lists | |||
Net assets acquired: | |||
Intangible assets | 2,658 | ||
Ludwig | Non-compete agreements | |||
Net assets acquired: | |||
Intangible assets | 164 | ||
KMI | |||
Net assets acquired: | |||
Goodwill | 6,735 | ||
Other net assets (liabilities) | 1,165 | ||
Purchase price allocation assets acquired | 11,500 | ||
KMI | Customer lists | |||
Net assets acquired: | |||
Intangible assets | 2,900 | ||
KMI | Trademarks/trade names | |||
Net assets acquired: | |||
Intangible assets | 300 | ||
KMI | Technology | |||
Net assets acquired: | |||
Intangible assets | 400 | ||
Superior Access | |||
Net assets acquired: | |||
Goodwill | 2,540 | ||
Other net assets (liabilities) | -343 | ||
Purchase price allocation assets acquired | 8,597 | ||
Superior Access | Customer lists | |||
Net assets acquired: | |||
Intangible assets | 4,000 | ||
Superior Access | Trademarks/trade names | |||
Net assets acquired: | |||
Intangible assets | 1,100 | ||
Superior Access | Technology | |||
Net assets acquired: | |||
Intangible assets | $1,300 |
Allocations_of_Purchase_Price_1
Allocations of Purchase Price for Acquisitions and Enterprise Value of Channel Intelligence (Parenthetical) (Detail) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Minimum | Trademarks/trade names | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 3 years | 3 years |
Minimum | Technology | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | 5 years |
Minimum | Non-compete agreements | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 2 years | 2 years |
Maximum | Trademarks/trade names | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 11 years | 11 years |
Maximum | Technology | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 10 years | 10 years |
Maximum | Non-compete agreements | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | 5 years |
Nu Civic | Technology | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
Nu Civic | Non-compete agreements | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
Nu Civic | Minimum | Customer lists | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
Nu Civic | Minimum | Trademarks/trade names | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
Nu Civic | Maximum | Customer lists | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 11 years | |
Nu Civic | Maximum | Trademarks/trade names | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 11 years | |
Ludwig | Technology | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
Ludwig | Non-compete agreements | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
Ludwig | Minimum | Customer lists | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
Ludwig | Minimum | Trademarks/trade names | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
Ludwig | Maximum | Customer lists | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 11 years | |
Ludwig | Maximum | Trademarks/trade names | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 11 years | |
KMI | Technology | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
KMI | Minimum | Customer lists | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
KMI | Minimum | Trademarks/trade names | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
KMI | Maximum | Customer lists | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 11 years | |
KMI | Maximum | Trademarks/trade names | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 11 years | |
Superior Access | Technology | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
Superior Access | Minimum | Customer lists | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
Superior Access | Minimum | Trademarks/trade names | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 5 years | |
Superior Access | Maximum | Customer lists | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 11 years | |
Superior Access | Maximum | Trademarks/trade names | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Finite intangible assets, useful life | 11 years |
Reconciliation_of_Activity_Rel
Reconciliation of Activity Related to Redeemable Noncontrolling Interest (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Reconciliation activity related to the redeemable non controlling interest | |||
Beginning Balance | $3,442 | ||
Accretion to estimated redemption value | 2,774 | 1,088 | 839 |
Impact of subsidiary equity transactions | 4,241 | -5,799 | 64,014 |
Ending Balance | 6,221 | 3,442 | |
Redeemable Noncontrolling Interest | |||
Reconciliation activity related to the redeemable non controlling interest | |||
Beginning Balance | 3,442 | 3,383 | 1,378 |
Redeemable noncontrolling interest portion of subsidiary net loss | 72 | -105 | -149 |
Accretion to estimated redemption value | 3,095 | 1,088 | 839 |
Acquisition of MSDSonline | 1,309 | ||
Impact of subsidiary equity transactions | -388 | -924 | 6 |
Ending Balance | $6,221 | $3,442 | $3,383 |
Pro_Forma_Information_Detail
Pro Forma Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
FolioDynamix, NuCivic, KMI, Ludwing and Superior Access | |||
Business Acquisition [Line Items] | |||
Revenue | $119,071 | $90,561 | |
Net income (loss) from continuing operations attributable to Actua Corporation | -41,295 | -35,439 | |
Net income (loss) from continuing operations per basic and diluted share attributable to Actua Corporation | ($1.11) | ($0.97) | |
MSDSonline and Bolt (including Bolt’s acquisition of Superior Access) | |||
Business Acquisition [Line Items] | |||
Revenue | 65,995 | 47,265 | |
Net income (loss) from continuing operations attributable to Actua Corporation | ($25,591) | $10,134 | |
Net income (loss) from continuing operations per basic and diluted share attributable to Actua Corporation | ($700) | $280 |
Separate_Financial_Statements_
Separate Financial Statements of Subsidiary not Consolidated - Bolt (Detail) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Schedule Of Equity Method Investments [Line Items] | |||||
Total Assets | $5,504 | [1] | $8,310 | [2] | |
Revenue | 8,763 | [3] | 48,316 | [4] | 89,958 |
Net loss | -1,110 | [3] | -9,238 | [4] | -20,159 |
Bolt | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Total Assets | 11,705 | ||||
Total Liabilities | 16,759 | ||||
Total Stockholders' Equity | -5,054 | ||||
Revenue | 6,518 | ||||
Expenses | -18,245 | ||||
Net loss | ($11,727) | ||||
[1] | Includes (Actua voting ownership): Acquirgy (25%) and CIML (38%). | ||||
[2] | Includes (Actua voting ownership): Acquirgy (25%). | ||||
[3] | Includes Acquirgy and CIML (through September 30, 2014, the date of disposition). | ||||
[4] | Includes Acquirgy, CIML, Freeborders (through October 18, 2013, the date of disposition) and WhiteFence (through October 28, 2013, the date of disposition). |
Discontinued_Operations_Additi
Discontinued Operations - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||
In Millions, unless otherwise specified | Dec. 04, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2013 | Feb. 20, 2013 |
Subsidiaries | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of subsidiaries sold | 3 | |||||
Consideration from sale of business in cash | $327.80 | |||||
Gain (Loss) on sale of business | 16.2 | 224.9 | ||||
Income tax expense (benefit) on income (loss) from discontinued operations | 10.1 | 20.4 | -5.1 | |||
Procurian | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Consideration from divestiture of business | 375 | |||||
Income tax expense (benefit) on income (loss) from discontinued operations | -1.2 | |||||
InvestorForce | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Consideration from divestiture of business | 23.6 | |||||
Consideration from sale of business in cash | 20.8 | |||||
Gain (Loss) on sale of business | 2.1 | 15.7 | ||||
Channel Intelligence | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Consideration from divestiture of business | 125 | |||||
Consideration from sale of business in cash | 60.5 | |||||
Gain (Loss) on sale of business | $5.80 | $17.80 |
Schedule_of_Disposal_Groups_In
Schedule of Disposal Groups Including Discontinued Operations Income (Detail) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
InvestorForce | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Revenue (through date of respective sale) | $0.80 | $8.60 |
Actua Corporation’s share of net income (loss) (through date of respective sale) | -0.5 | -1.4 |
Channel Intelligence | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Revenue (through date of respective sale) | 3.1 | 11.1 |
Actua Corporation’s share of net income (loss) (through date of respective sale) | -2.9 | -1.8 |
Procurian | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Revenue (through date of respective sale) | 127.1 | 140 |
Actua Corporation’s share of net income (loss) (through date of respective sale) | $0.10 | $8.40 |
Fixed_Assets_Detail
Fixed Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 21,704 | $13,352 |
Less: accumulated depreciation | -13,757 | -7,512 |
Fixed assets, net | 7,947 | 5,840 |
Equipment, Furniture and Fixtures, and Computer Hardware and Software | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 20,078 | 12,510 |
Equipment, Furniture and Fixtures, and Computer Hardware and Software | Minimum | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 3 years | |
Equipment, Furniture and Fixtures, and Computer Hardware and Software | Maximum | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 7 years | |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,626 | $842 |
Leasehold Improvements | Minimum | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 3 years | |
Leasehold Improvements | Maximum | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 6 years |
Fixed_Assets_Additional_Inform
Fixed Assets - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Property Plant And Equipment [Abstract] | |||
Depreciation expense | $3.60 | $3.40 | $1.70 |
Summarized_Financial_Informati
Summarized Financial Information Related to Companies Accounted for Under Equity Method of Accounting (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
Schedule Of Equity Method Investments [Line Items] | ||||
Non-current assets | $51,000 | [1] | $399,000 | [2] |
Total assets | 5,504,000 | [1] | 8,310,000 | [2] |
Current liabilities | 9,411,000 | [1] | 11,085,000 | [2] |
Non-current liabilities | 57,000 | [1] | 65,000 | [2] |
Stockholders' deficit | -3,964,000 | [1] | -2,840,000 | [2] |
Total liabilities and stockholders' deficit | 5,504,000 | [1] | 8,310,000 | [2] |
Total carrying value | 775,000 | [2] | ||
Other Current Assets | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Current assets | 966,000 | [1] | 2,002,000 | [2] |
Cash and Cash Equivalents | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Current assets | $4,487,000 | [1] | $5,909,000 | [2] |
[1] | Includes (Actua voting ownership): Acquirgy (25%) and CIML (38%). | |||
[2] | Includes (Actua voting ownership): Acquirgy (25%). |
Summarized_Financial_Informati1
Summarized Financial Information Related to Companies Accounted for Under Equity Method of Accounting (Parenthetical) (Detail) | Dec. 31, 2014 | Dec. 31, 2013 |
Acquirgy | ||
Schedule Of Equity Method Investments [Line Items] | ||
Equity method investment, ownership percentage | 25.00% | 25.00% |
CIML | ||
Schedule Of Equity Method Investments [Line Items] | ||
Equity method investment, ownership percentage | 38.00% |
Equity_and_Cost_Method_Busines2
Equity and Cost Method Businesses - Additional Information (Detail) (USD $) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Schedule Of Equity Method Investments [Line Items] | |||||
Net asset of equity method | $1,300,000 | ||||
Equity compensation arrangement | 600,000 | ||||
Allocated of equity method intangible | 700,000 | ||||
Amortized period | 5 years | ||||
Amortization of intangible assets | 144,000 | [1] | 165,000 | [2] | 1,154,000 |
Carrying value of holdings in cost method companies | 17,700,000 | 20,400,000 | |||
Available for sale securities | 0 | 0 | |||
Anthem | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Equity method investment, ownership percentage | 9.00% | 9.00% | |||
Less Than | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Amortization of intangible assets | $100,000 | $200,000 | $1,200,000 | ||
[1] | Includes Acquirgy and CIML (through September 30, 2014, the date of disposition). | ||||
[2] | Includes Acquirgy, CIML, Freeborders (through October 18, 2013, the date of disposition) and WhiteFence (through October 28, 2013, the date of disposition). |
Results_of_Operations_Detail
Results of Operations (Detail) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Equity Method Investments And Joint Ventures [Abstract] | |||||
Revenue | $8,763 | [1] | $48,316 | [2] | $89,958 |
Net income (loss) | -1,110 | [1] | -9,238 | [2] | -20,159 |
Equity income (loss) excluding impairments and amortization of intangible assets | -632 | [1] | -2,798 | [2] | -7,518 |
Amortization of intangible assets | -144 | [1] | -165 | [2] | -1,154 |
Total equity income (loss) | ($776) | [1] | ($2,963) | [2] | ($8,672) |
[1] | Includes Acquirgy and CIML (through September 30, 2014, the date of disposition). | ||||
[2] | Includes Acquirgy, CIML, Freeborders (through October 18, 2013, the date of disposition) and WhiteFence (through October 28, 2013, the date of disposition). |
Fair_Value_Hierarchy_of_Financ
Fair Value Hierarchy of Financial Assets Measured at Fair Value on Recurring Basis (Detail) (Fair Value, Measurements, Recurring, USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents (money market accounts and commercial paper investments) | 77,935 | 325,652 |
Fair Value Assets And Liabilities Measured On Recurring Basis, Total | 77,935 | 325,652 |
Acquisition Contingent Consideration Obligations | 3,320 | |
Fair Value Assets And Liabilities Measured On Recurring Basis, Total | 3,320 | |
Cash Equivalents | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Valuation Technique (Approach) | Market | Market |
Acquisition Contingent Consideration Obligations | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Valuation Technique (Approach) | Income | |
Fair Value, Inputs, Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents (money market accounts and commercial paper investments) | 77,935 | 325,652 |
Fair Value Assets And Liabilities Measured On Recurring Basis, Total | 77,935 | 325,652 |
Fair Value, Inputs, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Acquisition Contingent Consideration Obligations | 3,320 | |
Fair Value Assets And Liabilities Measured On Recurring Basis, Total | 3,320 |
Financial_Instruments_Addition
Financial Instruments - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | |
GovDelivery | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Contingent consideration liability | $0 | $700,000 | |
Gain on change in fair value of contingent consideration obligations | 700,000 | ||
Monte Carlo Simulation Models | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Contingent consideration liability | 3,300,000 | ||
Minimum | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Contingent consideration liability | 1,500,000 | ||
Maximum | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Contingent consideration liability | $5,500,000 |
Goodwill_and_Intangibles_Net_M
Goodwill and Intangibles, Net, Measured on Non-Recurring Basis Using Market Approach (Detail) (Fair Value, Measurements, Nonrecurring, Fair Value, Inputs, Level 3, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value, Measurements, Nonrecurring | Fair Value, Inputs, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Goodwill (annual impairment assessment) | $264,186 | $90,466 |
Acquired intangible assets (periodic assessment, as necessary) | 102,325 | 58,755 |
Fair Value Assets And Liabilities Measured On Recurring Basis, Total | $366,511 | $149,221 |
Debt_LongTerm_Debt_Related_to_
Debt - Long-Term Debt Related to Consolidated Core Companies (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Disclosure [Abstract] | ||
Interest Rates, Minimum | 5.50% | |
Interest Rates, Maximum | 11.65% | |
Long term debt including current maturities | $500 | $11,910 |
Current maturities | -500 | -5,902 |
Long-term debt | $6,008 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 1 Months Ended | 0 Months Ended | |||||
Aug. 09, 2013 | Oct. 26, 2012 | Apr. 13, 2011 | Dec. 27, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Nov. 30, 2012 | |
Line Of Credit Facility [Line Items] | |||||||
Debt instrument extended maturity date | 9-Aug-15 | ||||||
Current maturities of long-term debt | $500,000 | $5,902,000 | |||||
Horizon | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit | 5,000,000 | ||||||
Loan interest rate | 11.65% | 11.75% | |||||
Loans maturity date | 1-May-16 | 1-Nov-14 | |||||
Horizon | Term Loan Credit Facility | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit outstanding amount | 0 | 9,700,000 | |||||
Neurone | |||||||
Line Of Credit Facility [Line Items] | |||||||
Loan interest rate | 8.00% | ||||||
Loans maturity date | 9-Aug-14 | ||||||
Neurone | Term Loan Credit Facility | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit | 500,000 | ||||||
Fair value of line of credit | 500,000 | 500,000 | |||||
Venture Bank | |||||||
Line Of Credit Facility [Line Items] | |||||||
Current maturities of long-term debt | 2,200,000 | ||||||
Venture Bank | Revolving Credit Facility | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit | 2,000,000 | ||||||
Loans maturity date | 30-Nov-13 | ||||||
Line of credit outstanding amount | 0 | ||||||
Venture Bank | Term Loan Credit Facility | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit | 2,500,000 | ||||||
Loans maturity date | 30-Nov-17 | ||||||
Line of credit outstanding amount | 2,200,000 | ||||||
Debt instrument fair value | $2,200,000 |
Actua_Corporations_Stockholder1
Actua Corporation's Stockholders' Equity - Additional Information (Detail) (USD $) | 12 Months Ended | |
Share data in Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Stockholders Equity [Abstract] | ||
Dividends, Cash | $0 | |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Treasury_Stock_Additional_Info
Treasury Stock - Additional Information (Detail) (USD $) | 12 Months Ended | 84 Months Ended | |
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 |
Equity Class Of Treasury Stock [Line Items] | |||
Common stock amount authorized under repurchase program, value | $94.70 | $94.70 | |
Stock repurchased during period, shares | 773,635 | 906,285 | 5,989,849 |
Average stock price of shares repurchased | $16.52 | $13.23 | $9.23 |
Maximum | |||
Equity Class Of Treasury Stock [Line Items] | |||
Common stock amount authorized under repurchase program, value | $150 | $150 |
EquityBased_Compensation_Addit
Equity-Based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | 3 Months Ended | 12 Months Ended | |||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2015 | Dec. 31, 2011 | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Common stock shares reserved for grant | 1,893,678 | |||||||
SARs, Granted | 244,506 | |||||||
Volume weighted average price targets | $28.07, $30.16, $32.38 and $34.71 | |||||||
VWAP price target declaration | (1) on or prior to February 28, 2015, 50% of the shares that would have vested upon achieving the VWAP target will instead vest on the one-year anniversary of the grant, and the remaining 50% of the shares that would have vested upon achieving the VWAP target will instead vest on February 28, 2016 | |||||||
Consolidated Entities | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock awards vesting period | 4 years | |||||||
First Anniversary | Consolidated Entities | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
SARs vesting percentage | 25.00% | |||||||
Over Three Years | Consolidated Entities | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock awards vesting period | 36 months | |||||||
SARs vesting percentage | 75.00% | |||||||
Each Anniversary | Consolidated Entities | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
SARs vesting percentage | 25.00% | |||||||
Minimum | ICG 2014 Performance Plan | Condition One | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Percentage of financial targets to be achieved for participants to receive award | 100.00% | |||||||
Maximum | ICG 2014 Performance Plan | Condition Two | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Percentage of financial targets to be achieved for participants to receive award | 100.00% | |||||||
Stock Options | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock awards vesting period | 4 years | |||||||
Weighted average remaining contractual life | 4 years 3 months 18 days | |||||||
Stock Options | Exercise Price One | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock options, exercisable | 250 | |||||||
Options, weighted average exercise price | 4.3 | |||||||
Stock Options | Exercise Price Two | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock options, exercisable | 250 | |||||||
Options, weighted average exercise price | 4.3 | |||||||
Stock Options | Exercise Price Three | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock options, exercisable | 1,729 | |||||||
Options, weighted average exercise price | 6.94 | |||||||
Stock Options | First Anniversary | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
SARs vesting percentage | 25.00% | |||||||
Stock Options | Over Three Years | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock awards vesting period | 36 months | |||||||
SARs vesting percentage | 75.00% | |||||||
Stock Options | Minimum | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock awards vesting period | 1 year | |||||||
Expiry period of incentive or non-qualified stock options granted from date of grant | 8 years | |||||||
Stock Options | Maximum | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock awards vesting period | 4 years | |||||||
Expiry period of incentive or non-qualified stock options granted from date of grant | 10 years | |||||||
SARs | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock awards vesting period | 4 years | |||||||
Number of SARs Exercisable | 445,238 | 966,045 | 3,468,805 | |||||
SARs weighted average base price | 10.72 | $8.50 | $7.53 | |||||
SARs expected to vest | 103,244 | |||||||
SARs, Granted | 500 | 2,500 | 260,125 | |||||
Number of SARs Outstanding | 548,482 | 1,232,808 | 4,338,250 | 4,147,391 | ||||
Number of Shares, Vested | 679,606 | [1] | 3,045,700 | [1] | 54,873 | [1] | ||
SARs | First Anniversary | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
SARs vesting percentage | 25.00% | |||||||
SARs | Over Three Years | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock awards vesting period | 36 months | |||||||
SARs vesting percentage | 75.00% | |||||||
Restricted Stock | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
SARs, Granted | 3,239,948 | 183,190 | 116,973 | |||||
Number of SARs Outstanding | 3,755,275 | 1,185,071 | 1,217,463 | 1,225,785 | ||||
Number of Shares, Vested | 299,703 | 202,689 | 124,920 | |||||
Restricted stock awards, closing price | 11.76 | $10.02 | $10.01 | |||||
Unrecognized Equity-Based Compensation | 32.9 | |||||||
Equity based compensation expected to be recognized in 2015 | 16.2 | |||||||
Equity based compensation expected to be recognized in 2016 | 8.1 | |||||||
Equity based compensation expected to be recognized in 2017 | 7.4 | |||||||
Equity based compensation expected to be recognized in 2018 | 1.2 | |||||||
Restricted stock awards vested | 5.9 | 2.6 | 1.3 | |||||
Shares surrendered for satisfying withholding taxes | 93,115 | 46,616 | 39,817 | |||||
Outstanding restricted shares expected to vest | 3,664,278 | |||||||
Restricted Stock | Non-Management Directors (Director Plan) | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
SARs, Granted | 37,500 | 30,750 | 18,750 | |||||
Number of SARs Outstanding | 37,500 | |||||||
Restricted Stock | ICG 2013 Performance Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
SARs, Granted | 130,440 | |||||||
Percentage of shares of restricted stock to vest upon achievement of performance condition | 50.00% | |||||||
Restricted stock awards, closing price | $13.09 | |||||||
Performance shares vesting conditions | (1) was greater than or equal to 50%, all of that employee’s Performance Shares would have vested or (2) was greater than 0% but less than 50%, a portion of that employee’s Performance Shares equal to two times the achievement percentage would have vested. | |||||||
Restricted Stock | ICG 2014 Performance Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
SARs, Granted | 158,942 | |||||||
Percentage of shares of restricted stock to vest upon achievement of performance condition | 100.00% | |||||||
Restricted stock awards, closing price | 20.33 | |||||||
Performance shares vesting conditions | (1) is greater than or equal to 100%, all of that employee’s 2014 Performance Shares vest or (2) is greater than 0% but less than 100%, a portion of that employee’s 2014 Performance Shares will vest, as determined by the Compensation Committee of Actua’s Board of Directors. | |||||||
Restricted Stock | ICG 2014 Performance Plan | Scenario, Forecast | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of Shares, Vested | 158,942 | |||||||
Restricted Stock | ICG's Chief Executive Officer and ICG's President | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
SARs, Granted | 2,782,000 | |||||||
Recorded equity compensation cost related to awards | 1.5 | |||||||
Equity compensation cost recognized | 0.4 | 0.9 | 0.2 | |||||
Number of Shares, Forfeitures | 1,500 | |||||||
Restricted Stock | First Vesting | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of SARs Outstanding | 1,452,800 | |||||||
Stock vesting description | 1,452,800 shares of restricted stock vest in equal installments on February 28th of 2015, 2016, 2017 and 2018 | |||||||
Restricted Stock | First Vesting | ICG's Employees | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of SARs Outstanding | 1,496,235 | |||||||
Stock vesting description | 1,496,235 shares of restricted stock vest 25% each year over a four-year period | |||||||
Restricted Stock | First Vesting | ICG's Chief Executive Officer and ICG's President | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of SARs Outstanding | 91,666 | |||||||
Stock vesting description | 91,666 shares of restricted stock vest in equal installments in May and November 2015 | |||||||
Restricted Stock | Second Vesting | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of SARs Outstanding | 1,327,700 | |||||||
Stock vesting description | 1,327,700 shares of restricted stock vest based on stipulated market thresholds related to Actua’s Common stock price through February 28, 2018. | |||||||
Restricted Stock | Second Vesting | ICG's Employees | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of SARs Outstanding | 32,060 | |||||||
Stock vesting description | 32,060 shares of restricted stock vest 12.5% on the nine-month anniversary of the grant date, and the remaining 87.5% every six months subsequent to the first vesting date, | |||||||
Restricted Stock | Second Vesting | ICG's Chief Executive Officer and ICG's President | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of SARs Outstanding | 366,666 | |||||||
Stock vesting description | 366,666 shares of restricted stock vest based on stipulated market thresholds related to Actua’s Common Stock price through December 31, 2015 | |||||||
Restricted Stock | Fourth Vesting | ICG's Employees | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of SARs Outstanding | 403,448 | |||||||
Stock vesting description | 403,448 shares of restricted stock vest upon the achievement of certain performance goals | |||||||
Restricted Stock | Third Vesting | ICG's Employees | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of SARs Outstanding | 91,666 | |||||||
Stock vesting description | 91,666 shares of restricted stock vest in six-month increments each May and November through November 2015 | |||||||
Restricted Stock | Third Vesting | ICG's Chief Executive Officer and ICG's President | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of SARs Outstanding | 366,666 | |||||||
Stock vesting description | 366,666 shares of restricted stock vest based on stipulated market thresholds related to Actua’s Common Stock price through December 31, 2015 | |||||||
Restricted Stock | Fifth Vesting | ICG's Employees | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of SARs Outstanding | 1,694,366 | |||||||
Stock vesting description | 1,694,366 shares of restricted stock vest upon the achievement of certain market conditions | |||||||
Restricted Stock | Vesting In First Quarter Twenty Fifteen | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
SARs, Granted | 100,247 | |||||||
Number of SARs Outstanding | 56,587 | |||||||
Restricted Stock | Vesting In First Quarter Twenty Sixteen | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
SARs, Granted | 144,259 | |||||||
Number of SARs Outstanding | 97,000 | |||||||
Restricted Stock | Minimum | ICG 2013 Performance Plan | Condition One | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Percentage of financial targets to be achieved for participants to receive award | 50.00% | |||||||
Restricted Stock | Maximum | ICG 2013 Performance Plan | Condition Two | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Percentage of financial targets to be achieved for participants to receive award | 50.00% | |||||||
Deferred Stock Units | Selling, General and Administrative Expenses | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Expense associated with these DSUs | 0.3 | $0.40 | $0.40 | |||||
Deferred Stock Units | Non-Management Directors (Director Plan) | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of SARs Outstanding | 22,500 | |||||||
[1] | The exercise of SARs listed in this table resulted in the issuance of 253,853 shares, 992,390 shares and 9,818 shares of Actua’s Common Stock during the years ended December 31, 2014, 2013 and 2012, respectively. |
Additional_Information_Related
Additional Information Related to Equity-Based Compensation (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Cost of Revenue | $8,091 | $5,911 | $5,519 | $4,899 | $4,935 | $4,501 | $4,123 | $4,198 | $24,420 | $17,757 | $9,459 |
Sales and marketing | 10,876 | 10,718 | 9,585 | 8,531 | 8,335 | 7,571 | 6,541 | 5,682 | 39,710 | 28,129 | 12,355 |
General and administrative | 15,009 | 13,798 | 12,915 | 10,009 | 7,085 | 7,852 | 7,220 | 8,803 | 51,731 | 30,960 | 28,408 |
Research and development | 4,648 | 3,960 | 3,547 | 3,253 | 2,306 | 2,149 | 2,331 | 2,246 | 15,408 | 9,032 | 8,807 |
Equity-Based Compensation | 23,889 | 6,411 | 6,236 | ||||||||
Equity-based compensation | 23,889 | 6,411 | 6,236 | ||||||||
Unrecognized Equity-Based Compensation | 40,215 | 40,215 | |||||||||
Weighted Average Years Remaining of Equity-Based Compensation | |||||||||||
DSUs | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Equity-Based Compensation | 444 | 377 | 419 | ||||||||
Equity-based compensation | 444 | 377 | 419 | ||||||||
Unrecognized Equity-Based Compensation | 17 | 17 | |||||||||
Weighted Average Years Remaining of Equity-Based Compensation | 15 days | ||||||||||
SARs | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Equity-Based Compensation | 792 | 2,377 | 2,488 | ||||||||
Equity-based compensation | 792 | 2,377 | 2,488 | ||||||||
Unrecognized Equity-Based Compensation | 519 | 519 | |||||||||
Weighted Average Years Remaining of Equity-Based Compensation | 1 year 4 months 2 days | ||||||||||
Restricted Stock | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Equity-Based Compensation | 21,818 | 2,958 | 2,871 | ||||||||
Equity-based compensation | 21,818 | 2,958 | 2,871 | ||||||||
Unrecognized Equity-Based Compensation | 37,780 | 37,780 | |||||||||
Weighted Average Years Remaining of Equity-Based Compensation | 2 years 5 months 1 day | ||||||||||
Parent Company | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Equity-Based Compensation | 23,054 | 5,712 | 5,778 | ||||||||
Equity-based compensation | 23,054 | 5,712 | 5,778 | ||||||||
Unrecognized Equity-Based Compensation | 38,316 | 38,316 | |||||||||
Subsidiaries | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Equity-Based Compensation | 835 | 699 | 458 | ||||||||
Equity-based compensation | 835 | 699 | 458 | ||||||||
Unrecognized Equity-Based Compensation | 1,899 | 1,899 | |||||||||
Weighted Average Years Remaining of Equity-Based Compensation | 1 year 7 months 17 days | ||||||||||
Cost of revenue | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Cost of Revenue | 76 | 63 | 7 | ||||||||
Sales and marketing | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Sales and marketing | 160 | 156 | 18 | ||||||||
General and administrative | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
General and administrative | 23,509 | 6,081 | 6,195 | ||||||||
Research and development | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Research and development | $144 | $111 | $16 |
Changes_in_Stock_Appreciation_
Changes in Stock Appreciation Rights (Detail) (USD $) | 12 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
SARs, Granted | 244,506 | |||||
SARs | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
SARs, Outstanding, Beginning balance | 1,232,808 | 4,338,250 | 4,147,391 | |||
SARs, Granted | 500 | 2,500 | 260,125 | |||
SARs, Exercised | -679,606 | [1] | -3,045,700 | [1] | -54,873 | [1] |
SARs, Forfeited | -5,220 | -62,242 | -1,598 | |||
SARs, Cancelled | -12,795 | |||||
SARs, Outstanding, Ending balance | 548,482 | 1,232,808 | 4,338,250 | |||
Weighted Average Base Price, Outstanding, Beginning balance | $8.86 | $7.80 | $7.71 | |||
Weighted Average Base Price, Granted | $17.31 | $16.19 | $9.25 | |||
Weighted Average Base Price, Exercised | $7.35 | [1] | $14.42 | [1] | $7.89 | [1] |
Weighted Average Base Price, Forfeited | $10.14 | $10.25 | $10.54 | |||
Weighted Average Base Price, Cancelled | $6.70 | |||||
Weighted Average Base Price, Outstanding, Ending balance | $10.62 | $8.86 | $7.80 | |||
Weighted Average Fair Value, Outstanding, Beginning balance | $4.99 | $4.56 | $4.54 | |||
Weighted Average Fair Value, Granted | $9.48 | $9.83 | $4.90 | |||
Weighted Average Fair Value, Exercised | $3.60 | [1] | $8.64 | [1] | $4.65 | [1] |
Weighted Average Fair Value, Forfeited | $5.43 | $5.51 | $5.83 | |||
Weighted Average Fair Value, Cancelled | $3.93 | |||||
Weighted Average Fair Value, Outstanding, Ending balance | $5.79 | $4.99 | $4.56 | |||
[1] | The exercise of SARs listed in this table resulted in the issuance of 253,853 shares, 992,390 shares and 9,818 shares of Actua’s Common Stock during the years ended December 31, 2014, 2013 and 2012, respectively. |
Changes_in_Stock_Appreciation_1
Changes in Stock Appreciation Rights (Parenthetical) (Detail) (SARs) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
SARs | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock issued upon exercise of SARs | 253,853 | 992,390 | 9,818 |
Summary_of_Information_about_S
Summary of Information about Stock Appreciation Rights Outstanding (Detail) (SARs, USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of SARs Outstanding | 548,482 | 1,232,808 | 4,338,250 | 4,147,391 |
Number of SARs Exercisable | 445,238 | 966,045 | 3,468,805 | |
Aggregate Intrinsic Value of SARs Outstanding as of Dec. 31, 2013 | $4,305 | |||
Price Range One | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Grant Price, lower range limit | $6.70 | |||
Grant Price, upper range limit | $8.76 | |||
Number of SARs Outstanding | 73,311 | |||
Number of SARs Exercisable | 73,311 | |||
Weighted Average Remaining Contractual Life of SARs Outstanding (in years) | 3 years 11 months 5 days | |||
Aggregate Intrinsic Value of SARs Outstanding as of Dec. 31, 2013 | 774 | |||
Price Range Two | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Grant Price, lower range limit | $9.25 | |||
Grant Price, upper range limit | $9.84 | |||
Number of SARs Outstanding | 172,499 | |||
Number of SARs Exercisable | 100,354 | |||
Weighted Average Remaining Contractual Life of SARs Outstanding (in years) | 7 years 5 months 16 days | |||
Aggregate Intrinsic Value of SARs Outstanding as of Dec. 31, 2013 | 1,590 | |||
Price Range Three | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Grant Price, lower range limit | $11.69 | |||
Grant Price, upper range limit | $17.31 | |||
Number of SARs Outstanding | 302,672 | |||
Number of SARs Exercisable | 271,573 | |||
Weighted Average Remaining Contractual Life of SARs Outstanding (in years) | 6 years 1 month 17 days | |||
Aggregate Intrinsic Value of SARs Outstanding as of Dec. 31, 2013 | $1,941 |
Changes_in_Stock_Options_Detai
Changes in Stock Options (Detail) (Stock Options, USD $) | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | |||
Stock Options | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Outstanding, Beginning balance | 1,750 | 183,208 | 250 | ||
Number of Stock Options, Exercised | -1,500 | [1] | -173,208 | [1] | |
Number of Stock Options, Forfeited | -21 | ||||
Number of Stock Options, Cancelled | -8,229 | ||||
Outstanding, Ending balance | 250 | 1,750 | 250 | ||
Weighted Average Base Price, Outstanding, Beginning balance | $6.91 | $6.25 | $4.30 | ||
Weighted Average Fair Value, Exercised | $7.34 | [1] | $6.03 | [1] | |
Weighted Average Base Price, Forfeited | $8.41 | ||||
Weighted Average Base Price, Cancelled | $10.62 | ||||
Weighted Average Base Price, Outstanding, Ending balance | $4.30 | $6.91 | $4.30 | ||
Weighted Average Fair Value, Outstanding, Beginning balance | $4.14 | $4.97 | $2.47 | ||
Weighted Average Fair Value, Exercised | $4.42 | [1] | $4.83 | [1] | |
Weighted Average Fair Value, Forfeited | $4.96 | ||||
Weighted Average Fair Value, Cancelled | $8.16 | ||||
Weighted Average Fair Value, Outstanding, Ending balance | $2.47 | $4.14 | $2.47 | ||
[1] | Actua received cash of less than $0.1 million and $1.0 million related to stock options exercised during the years ended December 31, 2013 and 2012. |
Changes_in_Stock_Options_Paren
Changes in Stock Options (Parenthetical) (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Cash received for stock option exercises | $94 | $11 | $1,045 |
Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Cash received for stock option exercises | $100 | $1,000 |
Assumptions_Used_to_Determine_
Assumptions Used to Determine Fair Value of Stock Appreciation Rights Granted to Employees (Detail) (SARs) | 12 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||||
SARs | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Expected volatility | 56.00% | 56.00% | 56.00% | |||
Average expected life of SAR (in years) | 6 years 3 months | [1] | 6 years 3 months | [1] | 6 years 3 months | [1] |
Risk-free interest rate | 2.12% | 1.86% | 0.92% | |||
Dividend yield | 0.00% | 0.00% | 0.00% | |||
[1] | We have, due to insufficient historical data, used the simplified method. We believe that we have enough historical data to calculate an expected term for Actua SARs and stock options granted in the future. |
Changes_in_Restricted_Stock_De
Changes in Restricted Stock (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
SARs, Granted | 244,506 | ||
Restricted Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
SARs, Outstanding, Beginning balance | 1,185,071 | 1,217,463 | 1,225,785 |
SARs, Granted | 3,239,948 | 183,190 | 116,973 |
SARs, Exercised | -299,703 | -202,689 | -124,920 |
SARs, Forfeited | -370,041 | -12,893 | -375 |
SARs, Outstanding, Ending balance | 3,755,275 | 1,185,071 | 1,217,463 |
Weighted Average Fair Value, Outstanding, Beginning balance | $9.52 | $9.03 | $9.12 |
Weighted Average Grant Date Fair Value, Granted | $17.22 | $13.35 | $9.11 |
Weighted Average Grant Date Fair Value, Vested | $11.76 | $10.02 | $10.01 |
Weighted Average Grant Date Fair Value, Forfeited | $9.96 | $10.55 | $12.15 |
Weighted Average Fair Value, Outstanding, Ending balance | $15.94 | $9.52 | $9.03 |
Changes_in_Deferred_Stock_Unit
Changes in Deferred Stock Units Related to Annual Grants (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
SARs, Granted | 244,506 | ||
Non-Management Director Equity-Based Compensation | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
SARs, Granted | 18,790 | 30,540 | 32,923 |
SARs, Exercised | -18,790 | -30,540 | -32,923 |
Weighted Average Grant Date Fair Value, Granted | $18.56 | $12.30 | $9.42 |
Weighted Average Grant Date Fair Value, Vested | $18.56 | $12.30 | $9.42 |
Non-Management Director Equity-Based Compensation | Deferred Stock Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
SARs, Outstanding, Beginning balance | 29,250 | 41,250 | 52,500 |
SARs, Granted | 22,500 | 29,250 | 41,250 |
SARs, Exercised | -29,250 | -41,250 | -52,500 |
SARs, Outstanding, Ending balance | 22,500 | 29,250 | 41,250 |
Weighted Average Fair Value, Outstanding, Beginning balance | $13.09 | $8.40 | $13.32 |
Weighted Average Grant Date Fair Value, Granted | $17.63 | $13.09 | $8.40 |
Weighted Average Grant Date Fair Value, Vested | $13.09 | $8.40 | $13.32 |
Weighted Average Fair Value, Outstanding, Ending balance | $17.63 | $13.09 | $8.40 |
Summary_of_Share_Activity_with
Summary of Share Activity with Respect to Periodically Issued Deferred Stock Units (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
SARs, Granted | 244,506 | ||
Non-Management Director Equity-Based Compensation | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
SARs, Granted | 18,790 | 30,540 | 32,923 |
SARs, Exercised | -18,790 | -30,540 | -32,923 |
Weighted Average Grant Date Fair Value, Granted | $18.56 | $12.30 | $9.42 |
Weighted Average Grant Date Fair Value, Vested | $18.56 | $12.30 | $9.42 |
Other_Income_Loss_Net_Detail
Other Income (Loss), Net (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Other Income And Expenses [Abstract] | |||||||||||
Gain on fair value of prior equity interests | $51,668 | ||||||||||
Gain (loss) on sales/distributions of ownership interests | 5,158 | -4,032 | 5,260 | ||||||||
Realized gains on sales of marketable securities | 269 | 23 | 1,552 | ||||||||
Other | -93 | -656 | |||||||||
Total other income (loss) for parent company | 5,427 | -4,102 | 57,824 | ||||||||
Total other loss for consolidated businesses | -127 | -108 | -4 | ||||||||
Total other income (loss), net | $4,280 | $83 | $637 | $300 | ($4,032) | ($68) | ($46) | ($64) | $5,300 | ($4,210) | $57,820 |
Other_Income_Loss_Net_Addition
Other Income (Loss), Net - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 27, 2012 | Jul. 11, 2012 | Sep. 30, 2012 | ||
Schedule Of Other Nonoperating Income Expense [Line Items] | |||||||
Gain (loss) on sales/distributions of ownership interests | $5,158,000 | ($4,032,000) | $5,260,000 | ||||
Gain on fair value of prior equity interests | 51,668,000 | ||||||
Carrying value | 775,000 | [1] | |||||
Realized gains on sales of marketable securities | 100,000 | 1,400,000 | |||||
Proceed from sale of securities | 760,000 | 7,632,000 | |||||
Active Network Inc | |||||||
Schedule Of Other Nonoperating Income Expense [Line Items] | |||||||
Gain (loss) on sales/distributions of ownership interests | 800,000 | 7,500,000 | |||||
Symbio | |||||||
Schedule Of Other Nonoperating Income Expense [Line Items] | |||||||
Equity method cash | 8,100,000 | ||||||
Deferred gain on sale | 800,000 | ||||||
Gain (loss) on sales/distributions of ownership interests | 4,300,000 | ||||||
Bolt | |||||||
Schedule Of Other Nonoperating Income Expense [Line Items] | |||||||
Gain on fair value of prior equity interests | 25,500,000 | ||||||
Free Borders | |||||||
Schedule Of Other Nonoperating Income Expense [Line Items] | |||||||
Gain (loss) on sales/distributions of ownership interests | 300,000 | ||||||
CIML | |||||||
Schedule Of Other Nonoperating Income Expense [Line Items] | |||||||
Gain on fair value of prior equity interests | 26,200,000 | ||||||
WhiteFence | |||||||
Schedule Of Other Nonoperating Income Expense [Line Items] | |||||||
Equity method cash | 5,400,000 | ||||||
Deferred gain on sale | 1,600,000 | ||||||
Gain (loss) on sales/distributions of ownership interests | -4,300,000 | ||||||
Go Industry | |||||||
Schedule Of Other Nonoperating Income Expense [Line Items] | |||||||
Gain (loss) on sales/distributions of ownership interests | 2,900,000 | ||||||
Sale Proceeds | 2,900,000 | ||||||
Carrying value | 0 | ||||||
ICE | |||||||
Schedule Of Other Nonoperating Income Expense [Line Items] | |||||||
Gain (loss) on sales/distributions of ownership interests | 1,700,000 | ||||||
Realized gains on sales of marketable securities | 100,000 | ||||||
Number of Shares Distributed has Escrowed Proceeds Related to the Disposition of a Former Company | 12,989 | ||||||
Proceed from sale of securities | $1,800,000 | ||||||
[1] | Includes (Actua voting ownership): Acquirgy (25%). |
Total_Income_Tax_Benefit_Expen
Total Income Tax (Benefit) Expense (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current taxes | |||||||||||
Federal taxes | ($8,790) | ($17,711) | $57 | ||||||||
State taxes | 93 | 140 | 640 | ||||||||
Foreign taxes | 330 | 506 | |||||||||
Current taxes | -8,367 | -17,571 | 1,203 | ||||||||
Deferred taxes | |||||||||||
Federal taxes | -1,319 | -376 | |||||||||
State taxes | -3,181 | 537 | |||||||||
Foreign taxes | -64 | -28 | |||||||||
Deferred taxes | -4,564 | 133 | |||||||||
Income tax (benefit) expense | ($10,556) | ($1,870) | ($599) | $94 | ($17,601) | ($99) | $56 | $73 | ($12,931) | ($17,571) | $1,336 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 30, 2012 | Nov. 04, 2014 | |
Income Taxes [Line Items] | |||||||||||||
Current income tax expense in continuing operations related to state foreign taxes | $400,000 | $100,000 | $100,000 | ||||||||||
Current federal income tax expense benefit | -8,790,000 | -17,711,000 | 57,000 | ||||||||||
Income tax expense in discontinued operations | -8,934,000 | -17,571,000 | 108,000 | ||||||||||
Current federal income tax expense in discontinued operations | 10,100,000 | 20,400,000 | -5,100,000 | ||||||||||
Income from discontinued operations, including gain on sale, net of tax | 10,237,000 | 2,426,000 | 1,315,000 | 48,000 | 196,685,000 | 4,980,000 | 2,448,000 | 28,226,000 | 14,026,000 | 232,339,000 | 12,483,000 | ||
Income tax (benefit) expense | -10,556,000 | -1,870,000 | -599,000 | 94,000 | -17,601,000 | -99,000 | 56,000 | 73,000 | -12,931,000 | -17,571,000 | 1,336,000 | ||
Deferred tax assets benefit related to the reduction of the valuation allowance | -4,564,000 | 133,000 | |||||||||||
Foreign deferred tax asset | -64,000 | -28,000 | |||||||||||
Annual limit on utilization of carry forwards, amount available | 14,500,000 | 43,500,000 | 14,500,000 | 43,500,000 | 14,800,000 | ||||||||
Net operating loss carry forwards | 117,000,000 | 117,000,000 | |||||||||||
Interest received on income tax refund | 100,000 | ||||||||||||
Minimum | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Net operating loss carryforward expiration year | 2018 | ||||||||||||
Maximum | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Net operating loss carryforward expiration year | 2034 | ||||||||||||
Available for Future Use | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Annual limit on utilization of carry forwards, amount available | 145,200,000 | 145,200,000 | |||||||||||
Available for Future Use | Minimum | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Net operating loss carryforward expiration year | 2018 | ||||||||||||
Available for Future Use | Maximum | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Net operating loss carryforward expiration year | 2023 | ||||||||||||
MSDSonline One | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Deferred tax assets benefit related to the reduction of the valuation allowance | 3,100,000 | ||||||||||||
Annual limit on utilization of carry forwards, amount available | 1,700,000 | 1,700,000 | |||||||||||
Net operating loss carry forwards | 50,900,000 | ||||||||||||
Annual limitation of expected net operating loss | 47,400,000 | 47,400,000 | |||||||||||
MSDSonline One | Minimum | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Net operating loss carryforward expiration year | 2019 | ||||||||||||
MSDSonline One | Maximum | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Net operating loss carryforward expiration year | 2031 | ||||||||||||
Bolt | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Foreign deferred tax asset | 100,000 | ||||||||||||
FolioDynamix | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Annual limit on utilization of carry forwards, amount available | 8,900,000 | 8,900,000 | 3,300,000 | ||||||||||
Net operating loss carry forwards | 35,500,000 | ||||||||||||
Annual limitations on net operating loss | 5,900,000 | 5,900,000 | |||||||||||
Acquisition of non-goodwill intangible assets | 46,600,000 | 46,600,000 | |||||||||||
Increase in deferred tax liability of the acquired company | 1,600,000 | 1,600,000 | |||||||||||
Federal Income tax (benefit) expense from continuing operations | 1,300,000 | ||||||||||||
Deferred tax liabilities related to state taxes | 300,000 | 300,000 | |||||||||||
FolioDynamix | Minimum | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Net operating loss carryforward expiration year | 2027 | ||||||||||||
FolioDynamix | Maximum | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Net operating loss carryforward expiration year | 2033 | ||||||||||||
Procurian | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Current federal income tax expense in discontinued operations | 1,300,000 | ||||||||||||
Income from discontinued operations, including gain on sale, net of tax | 1,200,000 | ||||||||||||
Income tax (benefit) expense | 1,300,000 | ||||||||||||
InvestorForce | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Net operating loss carry forwards | 24,400,000 | 24,400,000 | |||||||||||
GovDelivery | |||||||||||||
Income Taxes [Line Items] | |||||||||||||
Annual limit on utilization of carry forwards, amount available | 1,000,000 | 1,000,000 | |||||||||||
Net operating loss carry forwards | $2,800,000 | $2,800,000 |
Net_Deferred_Tax_Asset_Liabili
Net Deferred Tax Asset (Liability) (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ||
Net operating loss and capital loss carryforward - 382 limited | $68,210 | $74,220 |
Net operating loss carryforward - not 382 limited | 40,925 | 34,774 |
State net operating loss carryforward, net | 3,114 | |
Capital loss carryforward - not 382 limited | 35,982 | 23,106 |
Company basis difference | 17,978 | 25,176 |
Reserves and accruals | 2,045 | 291 |
Equity-based compensation expense | 8,926 | 5,369 |
AMT and other credits | 81 | |
Other, net | 1,174 | 1,302 |
Total deferred tax assets | 178,435 | 164,238 |
Valuation allowance | -151,389 | -150,408 |
Deferred tax asset | 27,046 | 13,830 |
Deferred tax liabilities: | ||
Intangible assets | 24,132 | -13,830 |
Total deferred tax liabilities | 24,132 | -13,830 |
Total net deferred tax assets | $2,914 |
Differences_in_Effective_Tax_R
Differences in Effective Tax Rate and Federal Statutory Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Tax Disclosure [Abstract] | |||
Tax expense (benefit) at statutory rate | 35.00% | 35.00% | 35.00% |
Foreign and state taxes | 10.40% | -2.30% | 4.60% |
Non-deductible expenses and other | -4.80% | 0.60% | 0.10% |
Valuation allowance | -24.40% | ||
Prior period adjustment | -3.60% | ||
Acquisition of MSDSonline | -6.30% | ||
Effective Income Tax Rate, Continuing Operations, Total | 40.60% | 33.30% | 5.40% |
Calculations_of_Net_Income_Los
Calculations of Net Income (Loss) Per Share (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||||||||
Basic and Diluted: | |||||||||||||||||||
Income (loss) from continuing operations | ($69) | ($13,106) | ($14,209) | ($10,198) | $2,804 | ($8,022) | ($9,025) | ($11,426) | ($37,582) | ($25,669) | $12,703 | ||||||||
Income (loss) from discontinued operations | 10,237 | 2,426 | 1,315 | 48 | 197,377 | 4,690 | 2,167 | 30,494 | 14,026 | 234,728 | 10,286 | ||||||||
Net income (loss) attributable to Actua Corporation | $10,168 | ($10,680) | ($12,894) | ($10,150) | $200,181 | ($3,332) | ($6,858) | $19,068 | ($23,556) | $209,059 | $22,989 | ||||||||
Basic: | |||||||||||||||||||
Income (loss) from continuing operations per share | $0 | [1] | ($0.35) | [1] | ($0.38) | [1] | ($0.27) | [1] | $0.08 | [1] | ($0.22) | [1] | ($0.25) | [1] | ($0.31) | [1] | ($1.01) | ($0.70) | $0.35 |
Income (loss) from discontinued operations per share | $0.28 | [1] | $0.06 | [1] | $0.03 | [1] | $0 | [1] | $5.38 | [1] | $0.13 | [1] | $0.06 | [1] | $0.83 | [1] | $0.38 | $6.42 | $0.29 |
Net income (loss) attributable to Actua Corporation per share | $0.28 | [1] | ($0.29) | [1] | ($0.35) | [1] | ($0.27) | [1] | $5.46 | [1] | ($0.09) | [1] | ($0.19) | [1] | $0.52 | [1] | ($0.63) | $5.72 | $0.64 |
Diluted: | |||||||||||||||||||
Income (loss) from continuing operations per share | $0 | [1] | ($0.35) | [1] | ($0.38) | [1] | ($0.27) | [1] | $0.08 | [1] | ($0.22) | [1] | ($0.25) | [1] | ($0.31) | [1] | ($1.01) | ($0.70) | $0.35 |
Income (loss) from discontinued operations per share | $0.28 | [1] | $0.06 | [1] | $0.03 | [1] | $0 | [1] | $5.10 | [1] | $0.13 | [1] | $0.06 | [1] | $0.83 | [1] | $0.38 | $6.42 | $0.28 |
Net income (loss) attributable to Actua Corporation per share | $0.28 | [1] | ($0.29) | [1] | ($0.35) | [1] | ($0.27) | [1] | $5.18 | [1] | ($0.09) | [1] | ($0.19) | [1] | $0.52 | [1] | ($0.63) | $5.72 | $0.63 |
Shares used in computation of basic income (loss) per share | 36,780 | [1] | 37,335 | [1] | 37,313 | [1] | 37,096 | [1] | 36,664 | [1] | 36,303 | [1] | 36,468 | [1] | 36,713 | [1] | 37,130 | 36,536 | 35,890 |
Incremental Diluted Shares Impact: | |||||||||||||||||||
Shares used in computation of diluted income (loss) per share | 36,780 | [1] | 37,335 | [1] | 37,313 | [1] | 37,096 | [1] | 38,680 | [1] | 36,303 | [1] | 36,468 | [1] | 36,713 | [1] | 37,130 | 36,536 | 36,543 |
DSUs | |||||||||||||||||||
Incremental Diluted Shares Impact: | |||||||||||||||||||
Shares used in computation of diluted income (loss) per share | 26 | ||||||||||||||||||
Stock Options | |||||||||||||||||||
Incremental Diluted Shares Impact: | |||||||||||||||||||
Shares used in computation of diluted income (loss) per share | 41 | ||||||||||||||||||
SARs | |||||||||||||||||||
Incremental Diluted Shares Impact: | |||||||||||||||||||
Shares used in computation of diluted income (loss) per share | 546 | ||||||||||||||||||
Restricted Stock | |||||||||||||||||||
Incremental Diluted Shares Impact: | |||||||||||||||||||
Shares used in computation of diluted income (loss) per share | 40 | ||||||||||||||||||
[1] | The sum of quarterly income (loss) per share differs from the full year amount due to changes in the number of shares outstanding during the year. |
Potentially_Dilutive_Securitie
Potentially Dilutive Securities Not Included in Computation of Diluted Net Loss Per Share (Detail) (USD $) | 12 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Stock Options | ||||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||||
Anti dilutive Securities Excluded from Computation of Earnings Per Share, Shares | 250 | 2 | ||||
Anti Dilutive Securities Excluded from Computation of Earnings Per Share, Weighted Average Price | $4.30 | $15.80 | ||||
SARs | ||||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||||
Anti dilutive Securities Excluded from Computation of Earnings Per Share, Shares | 548,482 | 28 | 2,201 | |||
Anti Dilutive Securities Excluded from Computation of Earnings Per Share, Weighted Average Price | $10.72 | $12.47 | $8.03 | |||
Restricted Stock | ||||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||||
Anti dilutive Securities Excluded from Computation of Earnings Per Share, Shares | 3,755,275 | [1] | 748 | [1] | 1,195 | [1] |
Anti Dilutive Securities Excluded from Computation of Earnings Per Share, Weighted Average Price | $8.22 | [1] | $9.18 | [1] | ||
DSUs | ||||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||||
Anti dilutive Securities Excluded from Computation of Earnings Per Share, Shares | 22,500 | 0 | ||||
[1] | Anti-dilutive securities include contingently issuable shares unvested as of December 31, 2014, the vesting of which is based on performance conditions and market conditions that have not yet been achieved. See Note 12, “Equity-Based Compensation.†|
Future_Minimum_Lease_Payments_
Future Minimum Lease Payments under Leases (Detail) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Leases [Abstract] | |
2015 | $2,598 |
2016 | 2,449 |
2017 | 1,212 |
2018 | 486 |
2019 | 382 |
Thereafter | $84 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Commitments And Contingencies Disclosure [Abstract] | |||
Rent expense under the non-cancelable operating leases | $1.30 | $2.40 | $1.40 |
Segment_Information_Additional
Segment Information - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Number of reporting segments | 2 | ||||||||||
Revenue | $26,624 | $20,762 | $19,029 | $18,422 | $17,680 | $16,071 | $13,476 | $11,974 | $84,837 | $59,201 | $26,640 |
Procurian | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Segments disposal date | 4-Dec-13 | ||||||||||
Channel Intelligence | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Segments disposal date | 20-Feb-13 | ||||||||||
InvestorForce | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Segments disposal date | 29-Jan-13 | ||||||||||
WhiteFence | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Segments disposal date | 28-Oct-13 | ||||||||||
Free Borders | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Segments disposal date | 18-Oct-13 | ||||||||||
Go Industry | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Segments disposal date | 5-Jul-12 | ||||||||||
Europe and Canada | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $2,500 | $2,500 | $1,000 |
Summary_of_Selected_Informatio
Summary of Selected Information Related to Segments (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $26,624 | $20,762 | $19,029 | $18,422 | $17,680 | $16,071 | $13,476 | $11,974 | $84,837 | $59,201 | $26,640 |
Net income (loss) attributable to Actua Corporation | 10,168 | -10,680 | -12,894 | -10,150 | 200,181 | -3,332 | -6,858 | 19,068 | -23,556 | 209,059 | 22,989 |
Assets | 528,341 | 529,718 | 528,341 | 529,718 | 447,059 | ||||||
Capital expenditures, net | -3,677 | -1,243 | -6,990 | ||||||||
Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 84,837 | 59,201 | 26,640 | ||||||||
Net income (loss) attributable to Actua Corporation | -20,029 | -20,346 | -21,079 | ||||||||
Assets | 433,423 | 195,680 | 433,423 | 195,680 | 188,120 | ||||||
Capital expenditures, net | -3,334 | -1,209 | -5,487 | ||||||||
Vertical Cloud | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 84,837 | 58,772 | 26,026 | ||||||||
Net income (loss) attributable to Actua Corporation | -19,253 | -18,026 | -18,244 | ||||||||
Assets | 417,306 | 179,801 | 417,306 | 179,801 | 173,300 | ||||||
Capital expenditures, net | -3,334 | -1,183 | -5,487 | ||||||||
Vertical Cloud Venture | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 429 | 614 | |||||||||
Net income (loss) attributable to Actua Corporation | -776 | -2,320 | -2,835 | ||||||||
Assets | 16,117 | 15,879 | 16,117 | 15,879 | 14,820 | ||||||
Capital expenditures, net | -26 | ||||||||||
Dispositions | Reconciling Items | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) attributable to Actua Corporation | 14,026 | 230,773 | 10,440 | ||||||||
Assets | 2,998 | 2,998 | 242,938 | ||||||||
Other | Reconciling Items | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) attributable to Actua Corporation | -17,553 | -1,368 | 33,628 | ||||||||
Assets | 91,920 | 334,038 | 91,920 | 334,038 | 16,001 | ||||||
Capital expenditures, net | ($343) | ($34) | ($1,503) |
Summary_of_Selected_Informatio1
Summary of Selected Information Related to Segments (Parenthetical) (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) attributable to Actua Corporation | $10,168 | ($10,680) | ($12,894) | ($10,150) | $200,181 | ($3,332) | ($6,858) | $19,068 | ($23,556) | $209,059 | $22,989 |
Impairment related and other | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) attributable to Actua Corporation | -1,114 | -2,953 | -865 | ||||||||
Corporate other income (loss) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) attributable to Actua Corporation | 5,427 | -4,102 | 57,824 | ||||||||
Income Tax Benefit | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) attributable to Actua Corporation | 8,934 | 17,630 | 1 | ||||||||
Equity loss | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) attributable to Actua Corporation | -1 | ||||||||||
Noncontrolling interest (income) loss | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) attributable to Actua Corporation | 4,264 | 7,018 | -592 | ||||||||
Other | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) attributable to Actua Corporation | -17,553 | -1,368 | 33,628 | ||||||||
General and administrative | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) attributable to Actua Corporation | -35,498 | -19,132 | -23,113 | ||||||||
Interest income | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) attributable to Actua Corporation | $434 | $171 | $374 |
Selected_Quarterly_Consolidate
Selected Quarterly Consolidated Financial Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||||
Revenue | $26,624 | $20,762 | $19,029 | $18,422 | $17,680 | $16,071 | $13,476 | $11,974 | $84,837 | $59,201 | $26,640 | ||||||||
Operating expenses | |||||||||||||||||||
Cost of Revenue | 8,091 | 5,911 | 5,519 | 4,899 | 4,935 | 4,501 | 4,123 | 4,198 | 24,420 | 17,757 | 9,459 | ||||||||
Sales and marketing | 10,876 | 10,718 | 9,585 | 8,531 | 8,335 | 7,571 | 6,541 | 5,682 | 39,710 | 28,129 | 12,355 | ||||||||
General and administrative | 15,009 | 13,798 | 12,915 | 10,009 | 7,085 | 7,852 | 7,220 | 8,803 | 51,731 | 30,960 | 28,408 | ||||||||
Research and development | 4,648 | 3,960 | 3,547 | 3,253 | 2,306 | 2,149 | 2,331 | 2,246 | 15,408 | 9,032 | 8,807 | ||||||||
Amortization of intangibles assets | 3,569 | 2,369 | 2,293 | 2,301 | 2,259 | 2,176 | 1,544 | 2,491 | 10,532 | 8,470 | 4,837 | ||||||||
Impairment related and other | 95 | 256 | 836 | 3,525 | 470 | 127 | 170 | 1,092 | 1,130 | ||||||||||
Total operating expenses | 42,288 | 37,012 | 34,695 | 28,993 | 28,445 | 24,719 | 21,886 | 23,590 | 142,988 | 98,640 | 64,996 | ||||||||
Operating income (loss) | -15,664 | -16,250 | -15,666 | -10,571 | -10,765 | -8,648 | -8,410 | -11,616 | -58,151 | -39,439 | -38,356 | ||||||||
Other income (loss), net | 4,280 | 83 | 637 | 300 | -4,032 | -68 | -46 | -64 | 5,300 | -4,210 | 57,820 | ||||||||
Interest income | 71 | 160 | 146 | 86 | 77 | 63 | 56 | 31 | 463 | 227 | 439 | ||||||||
Interest expense | -13 | -9 | -1,080 | -511 | -408 | -370 | -385 | -321 | -1,613 | -1,484 | -25 | ||||||||
Income (loss) before income taxes, equity loss and noncontrolling interest | -11,326 | -16,016 | -15,963 | -10,696 | -15,128 | -9,023 | -8,785 | -11,970 | -54,001 | -44,906 | 19,878 | ||||||||
Income tax (expense) benefit | 10,556 | 1,870 | 599 | -94 | 17,601 | 99 | -56 | -73 | 12,931 | 17,571 | -1,336 | ||||||||
Equity loss | -144 | -320 | -312 | -1,044 | -295 | -923 | -701 | -776 | -2,963 | -8,672 | |||||||||
Income (loss) from continuing operations | -770 | -14,290 | -15,684 | -11,102 | 1,429 | -9,219 | -9,764 | -12,744 | -41,846 | -30,298 | 11,098 | ||||||||
Income (loss) from discontinued operations | 10,237 | 2,426 | 1,315 | 48 | 196,685 | 4,980 | 2,448 | 28,226 | 14,026 | 232,339 | 12,483 | ||||||||
Net income (loss) | 9,467 | -11,864 | -14,369 | -11,054 | 198,114 | -4,239 | -7,316 | 15,482 | -27,820 | 202,041 | 23,581 | ||||||||
Less: Net income (loss) attributable to the noncontrolling interest | -701 | -1,184 | -1,475 | -904 | -2,067 | -907 | -458 | -3,586 | -4,264 | -7,018 | 592 | ||||||||
Net income (loss) attributable to Actua Corporation | 10,168 | -10,680 | -12,894 | -10,150 | 200,181 | -3,332 | -6,858 | 19,068 | -23,556 | 209,059 | 22,989 | ||||||||
Amounts attributable to Actua Corporation: | |||||||||||||||||||
Net income (loss) from continuing operations | -69 | -13,106 | -14,209 | -10,198 | 2,804 | -8,022 | -9,025 | -11,426 | -37,582 | -25,669 | 12,703 | ||||||||
Net income (loss) from discontinued operations | 10,237 | 2,426 | 1,315 | 48 | 197,377 | 4,690 | 2,167 | 30,494 | 14,026 | 234,728 | 10,286 | ||||||||
Net income (loss) attributable to Actua Corporation | $10,168 | ($10,680) | ($12,894) | ($10,150) | $200,181 | ($3,332) | ($6,858) | $19,068 | ($23,556) | $209,059 | $22,989 | ||||||||
Basic income (loss) per share attributable to Actua Corporation: | |||||||||||||||||||
Income (loss) from continuing operations | $0 | [1] | ($0.35) | [1] | ($0.38) | [1] | ($0.27) | [1] | $0.08 | [1] | ($0.22) | [1] | ($0.25) | [1] | ($0.31) | [1] | ($1.01) | ($0.70) | $0.35 |
Income from discontinued operations | $0.28 | [1] | $0.06 | [1] | $0.03 | [1] | $0 | [1] | $5.38 | [1] | $0.13 | [1] | $0.06 | [1] | $0.83 | [1] | $0.38 | $6.42 | $0.29 |
Net income (loss) | $0.28 | [1] | ($0.29) | [1] | ($0.35) | [1] | ($0.27) | [1] | $5.46 | [1] | ($0.09) | [1] | ($0.19) | [1] | $0.52 | [1] | ($0.63) | $5.72 | $0.64 |
Shares used in computation of basic income (loss) per share | 36,780 | [1] | 37,335 | [1] | 37,313 | [1] | 37,096 | [1] | 36,664 | [1] | 36,303 | [1] | 36,468 | [1] | 36,713 | [1] | 37,130 | 36,536 | 35,890 |
Diluted income (loss) per share attributable to Actua Corporation: | |||||||||||||||||||
Income (loss) from continuing operations | $0 | [1] | ($0.35) | [1] | ($0.38) | [1] | ($0.27) | [1] | $0.08 | [1] | ($0.22) | [1] | ($0.25) | [1] | ($0.31) | [1] | ($1.01) | ($0.70) | $0.35 |
Income (loss) from discontinued operations | $0.28 | [1] | $0.06 | [1] | $0.03 | [1] | $0 | [1] | $5.10 | [1] | $0.13 | [1] | $0.06 | [1] | $0.83 | [1] | $0.38 | $6.42 | $0.28 |
Net income (loss) | $0.28 | [1] | ($0.29) | [1] | ($0.35) | [1] | ($0.27) | [1] | $5.18 | [1] | ($0.09) | [1] | ($0.19) | [1] | $0.52 | [1] | ($0.63) | $5.72 | $0.63 |
Shares used in computation of diluted income (loss) per share | 36,780 | [1] | 37,335 | [1] | 37,313 | [1] | 37,096 | [1] | 38,680 | [1] | 36,303 | [1] | 36,468 | [1] | 36,713 | [1] | 37,130 | 36,536 | 36,543 |
[1] | The sum of quarterly income (loss) per share differs from the full year amount due to changes in the number of shares outstanding during the year. |
Valuation_and_Qualifying_Accou
Valuation and Qualifying Accounts (Detail) (Allowance for Doubtful Accounts, USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for Doubtful Accounts | |||
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Balance at the beginning of the year | $200 | $202 | $36 |
Charged to costs and expenses | 689 | 56 | 237 |
Write-offs | -99 | -58 | -71 |
Balance at the end of the year | $790 | $200 | $202 |