Guarantor Footnote | 13. Guarantor and Non-Guarantor Supplemental Financial Information On November 4, 2015, HomeAway, Inc. (“HomeAway” or the “Company”), Expedia, Inc., a Delaware corporation (“Expedia”), and HMS 1 Inc., a Delaware corporation and a direct 100 percent owned subsidiary of Expedia (“Purchaser”), entered into an Agreement and Plan of Reorganization (the “Merger Agreement”). Pursuant to the Merger Agreement, on the terms and subject to the conditions set forth in the Merger Agreement, Purchaser commenced an exchange offer (the “Offer”) to purchase any and all of the outstanding shares of HomeAway common stock. The exchange offer is scheduled to expire at 12:00 midnight, Eastern Standard Time, at the end of December 14, 2015. As soon as practicable following the consummation of the Offer, on the terms and subject to the conditions set forth in the Merger Agreement, (i) Purchaser will be merged with and into HomeAway (the “First Merger”), with HomeAway surviving the First Merger and (ii) immediately following the First Merger, HomeAway will be merged with and into Expedia (the “Second Merger” and together with the First Merger, the “Mergers”), with Expedia surviving the Second Merger. On December 1, 2015, Expedia entered into an agreement for the private placement of $750 million of 5.000% senior unsecured notes due 2026 (the “Notes”). The private placement of the Notes was completed on December 8, 2015. The Notes were issued pursuant to an indenture dated as of December 8, 2015 (the “Indenture”) between Expedia, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee of the Notes (the “Trustee”). Pursuant to the Indenture, the Notes are required to be guaranteed by certain of Expedia’s domestic subsidiaries and certain future domestic subsidiaries of Expedia. At the effective time of the First Merger, HomeAway’s 100 percent owned domestic subsidiaries (other than Dwellable, Inc.) will enter into a supplement to the Indenture (the “Supplemental Indenture”) whereby HomeAway’s 100 percent owned domestic subsidiaries (other than Dwellable, Inc.) will become guarantors of the Notes. At the effective time of the Second Merger, HomeAway’s 100 percent owned domestic subsidiaries (other than Dwellable, Inc.) will remain guarantors of the Notes. HomeAway will have merged with and into Expedia, which is an obligor under the Notes. Under the Indenture, the guarantees are full, unconditional and joint and several with the exception of certain customary automatic subsidiary release conditions. Pursuant to a registration rights agreement dated as of December 8, 2015 (the “Registration Rights Agreement”) among Expedia, Goldman, Sachs & Co., J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several initial purchasers of the Notes, Expedia agreed to use commercially reasonable best efforts to (i) file an exchange offer registration statement with respect to an offer to exchange the Notes and the guarantees thereof for substantially identical Notes and guarantees that are registered under the Securities Act (the “Exchange Offer”); (ii) cause the Exchange Offer registration statement to become effective; and (iii) consummate the Exchange Offer or, if required in lieu thereof, file a shelf registration statement and have it declared effective, in each case, within 365 days of issuance of the Notes. If Expedia fails to satisfy certain of its obligations under the Registration Rights Agreement (a “Registration Default”), it will be required to pay additional interest of 0.25% per annum to the holders of the Notes until such Registration Default is cured. In contemplation of the closing of the Mergers and the ultimate registration of the Notes, the Company has prepared the condensed consolidated financial information shown below to reflect the effectiveness of the Mergers and HomeAway’s 100 percent owned domestic subsidiaries (other than Dwellable, Inc.) as guarantors of the Notes (and HomeAway as an obligor of the Notes as a result of its merger with and into Expedia). Condensed Consolidating Balance Sheet September 30, 2015 (In thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 160,444 $ 16,647 $ 124,202 $ — $ 301,293 Short-term investments 618,343 — — — 618,343 Accounts receivable, net — 14,976 9,043 — 24,019 Income tax receivable 796 — 884 — 1,680 Prepaid expenses and other current assets 4,525 10,532 3,212 — 18,269 Deferred tax assets 7,660 123 1,601 — 9,384 Intercompany receivable 790 13,700 2,482 (16,972 ) — Total current assets 792,558 55,978 141,424 (16,972 ) 972,988 Investment in subsidiaries 360,176 — — (360,176 ) — Property and equipment, net 11,259 43,695 5,819 — 60,773 Goodwill — 210,300 249,749 — 460,049 Intangible assets, net 1,628 29,234 27,141 — 58,003 Non-marketable investments 37,506 — 2,043 — 39,549 Deferred tax assets — — 880 — 880 Other non-current assets 188 318 5,789 — 6,295 Intercompany loans receivable 109,620 18,336 — (127,956 ) — Total assets $ 1,312,935 $ 357,861 $ 432,845 $ (505,104 ) $ 1,598,537 Liabilities, redeemable noncontrolling interests and stockholders’ equity Current liabilities: Accounts payable $ — $ 4,280 $ 3,207 $ — $ 7,487 Income tax payable 307 (307 ) 907 — 907 Accrued expenses 183 28,800 21,463 — 50,446 Deferred revenue — 125,982 67,787 — 193,769 Intercompany payable 231 3,051 13,690 (16,972 ) — Total current liabilities 721 161,806 107,054 (16,972 ) 252,609 Convertible senior notes, net 329,905 — — — 329,905 Deferred revenue, less current portion — 2,943 38 — 2,981 Deferred tax liabilities 20,167 1,775 2,434 — 24,376 Other non-current liabilities 2,326 8,918 8,573 — 19,817 Intercompany loans payable — — 127,956 (127,956 ) — Total liabilities 353,119 175,442 246,055 (144,928 ) 629,688 Redeemable noncontrolling interests — — 9,033 — 9,033 Total stockholders’ equity 959,816 182,419 177,757 (360,176 ) 959,816 Total liabilities, redeemable noncontrolling interests and stockholders’ equity $ 1,312,935 $ 357,861 $ 432,845 $ (505,104 ) $ 1,598,537 Condensed Consolidating Statement of Operations Three months ended September 30, 2015 (In thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated Revenue: Listing $ — $ 64,319 $ 43,962 $ (1,797 ) $ 106,484 Other — 22,688 2,217 (707 ) 24,198 Total revenue — 87,007 46,179 (2,504 ) 130,682 Costs and expenses: Cost of revenue (exclusive of amortization shown separately below) 40 16,671 5,154 (2,504 ) 19,361 Product development 17 19,307 2,734 — 22,058 Sales and marketing 110 20,028 22,825 — 42,963 General and administrative 1,126 17,451 5,297 — 23,874 Amortization expense 63 1,327 1,429 — 2,819 Intercompany (income) expense, net — (3,541 ) 3,541 — — Operating income (loss) (1,356 ) 15,764 5,199 — 19,607 Other income (expense): Equity in earnings of consolidated subsidiaries 14,092 — — (14,092 ) — Interest expense (4,718 ) — (288 ) 288 (4,718 ) Interest income 999 86 130 (288 ) 927 Other expense, net 151 (185 ) (304 ) — (338 ) Total other income (expense), net 10,524 (99 ) (462 ) (14,092 ) (4,129 ) Income before income taxes 9,168 15,665 4,737 (14,092 ) 15,478 Income tax (expense) benefit 1,249 (5,962 ) (912 ) — (5,625 ) Net income 10,417 9,703 3,825 (14,092 ) 9,853 Less: Impact of noncontrolling interests, net of tax — — (564 ) — (564 ) Net income attributable to HomeAway, Inc. $ 10,417 $ 9,703 $ 4,389 $ (14,092 ) $ 10,417 Comprehensive income (loss) attributable to HomeAway, Inc. $ 10,693 $ 9,703 $ (15,314 ) $ (14,092 ) $ (9,010 ) Condensed Consolidating Statement of Operations Three months ended September 30, 2014 (In thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated Revenue: Listing $ — $ 51,232 $ 46,792 $ (1,423 ) $ 96,601 Other — 19,687 1,884 (1,060 ) 20,511 Total revenue — 70,919 48,676 (2,483 ) 117,112 Costs and expenses: Cost of revenue (exclusive of amortization shown separately below) 37 13,993 5,379 (2,483 ) 16,926 Product development 23 17,024 3,165 — 20,212 Sales and marketing 98 18,218 23,918 — 42,234 General and administrative 744 16,383 5,868 — 22,995 Amortization expense 63 1,370 1,964 — 3,397 Intercompany (income) expense, net — (6,311 ) 6,311 — — Operating income (965 ) 10,242 2,071 — 11,348 Other income (expense): Equity in earnings of consolidated subsidiaries 7,163 — — (7,163 ) — Interest expense (4,373 ) — (266 ) 266 (4,373 ) Interest income 585 87 146 (266 ) 552 Other expense, net (2 ) (92 ) (1,340 ) — (1,434 ) Total other income (expense), net 3,373 (5 ) (1,460 ) (7,163 ) (5,255 ) Income before income taxes 2,408 10,237 611 (7,163 ) 6,093 Income tax (expense) benefit 2,504 (4,196 ) 847 — (845 ) Net income 4,912 6,041 1,458 (7,163 ) 5,248 Less: Impact of noncontrolling interests, net of tax — — 336 — 336 Net income attributable to HomeAway, Inc. $ 4,912 $ 6,041 $ 1,122 $ (7,163 ) $ 4,912 Comprehensive income loss attributable to HomeAway, Inc. $ 4,421 $ 6,041 $ (12,808 ) $ (7,163 ) $ (9,509 ) Condensed Consolidating Statement of Operations Nine months ended September 30, 2015 (In thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated Revenue: Listing $ — $ 177,996 $ 128,445 $ (5,160 ) $ 301,281 Other — 70,278 6,356 (2,362 ) 74,272 Total revenue — 248,274 134,801 (7,522 ) 375,553 Costs and expenses: Cost of revenue (exclusive of amortization shown separately below) 120 50,039 15,835 (7,522 ) 58,472 Product development 87 56,508 8,640 — 65,235 Sales and marketing 485 67,498 75,867 — 143,850 General and administrative 3,210 52,476 16,429 — 72,115 Amortization expense 188 3,980 4,545 — 8,713 Intercompany (income) expense, net — (14,905 ) 14,905 — — Operating income (loss) (4,090 ) 32,678 (1,420 ) — 27,168 Other income (expense): Equity in earnings of consolidated subsidiaries 14,994 — — (14,994 ) — Interest expense (13,971 ) — (802 ) 802 (13,971 ) Interest income 2,567 244 417 (802 ) 2,426 Other expense, net 785 (182 ) (1,236 ) — (633 ) Total other income (expense), net 4,375 62 (1,621 ) (14,994 ) (12,178 ) Income before income taxes 285 32,740 (3,041 ) (14,994 ) 14,990 Income tax (expense) benefit 5,657 (12,808 ) (2,606 ) — (9,757 ) Net income (loss) 5,942 19,932 (5,647 ) (14,994 ) 5,233 Less: Impact of noncontrolling interests, net of tax — — (709 ) — (709 ) Net income attributable to HomeAway, Inc. $ 5,942 $ 19,932 $ (4,938 ) $ (14,994 ) $ 5,942 Comprehensive income (loss) attributable to HomeAway, Inc. $ 6,593 $ 19,932 $ (37,230 ) $ (14,994 ) $ (25,699 ) Condensed Consolidating Statement of Operations Nine months ended September 30, 2014 (In thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated Revenue: Listing $ — $ 143,882 $ 138,365 $ (3,788 ) $ 278,459 Other — 56,098 5,466 (2,973 ) 58,591 Total revenue — 199,980 143,831 (6,761 ) 337,050 Costs and expenses: Cost of revenue (exclusive of amortization shown separately below) 191 40,560 16,301 (6,761 ) 50,291 Product development 348 48,060 8,544 — 56,952 Sales and marketing 1,237 50,430 65,584 — 117,251 General and administrative 2,300 50,645 16,522 — 69,467 Amortization expense 188 4,038 5,937 — 10,163 Intercompany (income) expense, net — (18,064 ) 18,064 — — Operating income (loss) (4,264 ) 24,311 12,879 — 32,926 Other income (expense): Equity in earnings of consolidated subsidiaries 17,831 — — (17,831 ) — Interest expense (8,800 ) — (804 ) 762 (8,842 ) Interest income 1,342 143 394 (762 ) 1,117 Other expense, net (46 ) (145 ) (6,261 ) — (6,452 ) Total other income (expense), net 10,327 (2 ) (6,671 ) (17,831 ) (14,177 ) Income before income taxes 6,063 24,309 6,208 (17,831 ) 18,749 Income tax (expense) benefit 7,159 (10,833 ) (2,235 ) — (5,909 ) Net income 13,222 13,476 3,973 (17,831 ) 12,840 Less: Impact of noncontrolling interests, net of tax — — (382 ) — (382 ) Net income attributable to HomeAway, Inc. $ 13,222 $ 13,476 $ 4,355 $ (17,831 ) $ 13,222 Comprehensive income (loss) attributable to HomeAway, Inc. $ 12,580 $ 13,476 $ (1,228 ) $ (17,831 ) $ 6,997 Condensed Consolidating Statement of Cash Flows Nine months ended September 30, 2015 (In thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Total Cash flows from operating activities Net cash provided by (used in) operating activities $ (8,137 ) $ 92,525 $ 34,706 $ 119,094 Cash flows from investing activities Change in restricted cash — — 122 122 Purchases of intangibles and other assets — (278 ) — (278 ) Purchases and sales of non-marketable investments (1,866 ) — (2,000 ) (3,866 ) Purchases of short-term investments (379,387 ) — — (379,387 ) Proceeds from maturities and redemptions of marketable securities 272,022 — — 272,022 Proceeds from sales of marketable securities 1,525 — — 1,525 Net settlement of foreign currency forwards 11,459 — 3,622 15,081 Purchases of property and equipment (5,188 ) (15,322 ) (3,282 ) (23,792 ) Net cash provided by (used in) investing activities (101,435 ) (15,600 ) (1,538 ) (118,573 ) Cash flows from financing activities Proceeds from exercise of options to purchase common stock 9,640 — — 9,640 Excess tax benefit from stock-based compensation 8,161 — — 8,161 Intercompany transfers 77,878 (80,159 ) 2,281 — Net cash provided by (used in) financing activities 95,679 (80,159 ) 2,281 17,801 Effect of exchange rate changes on cash and cash equivalents — (96 ) (9,258 ) (9,354 ) Net increase (decrease) in cash and cash equivalents (13,893 ) (3,330 ) 26,191 8,968 Cash and cash equivalents at beginning of period 174,337 19,977 98,011 292,325 Cash and cash equivalents at end of period $ 160,444 $ 16,647 $ 124,202 $ 301,293 Condensed Consolidating Statement of Cash Flows Nine months ended September 30, 2014 (In thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Total Cash flows from operating activities Net cash provided by (used in) operating activities $ 12,047 $ 77,820 $ 21,548 $ 111,415 Cash flows from investing activities Acquisition of businesses, net of cash acquired — (17,847 ) — (17,847 ) Change in restricted cash — — 166 166 Purchases of intangibles and other assets — (303 ) — (303 ) Purchases and sales of non-marketable investments (10,135 ) — — (10,135 ) Purchases of short-term investments (473,331 ) — — (473,331 ) Proceeds from maturities and redemptions of marketable securities 23,048 — — 23,048 Proceeds from sales of marketable securities 4,358 — — 4,358 Net settlement of foreign currency forwards (113 ) — (11,898 ) (12,011 ) Purchases of property and equipment (276 ) (19,486 ) (694 ) (20,456 ) Net cash used in investing activities (456,449 ) (37,636 ) (12,426 ) (506,511 ) Cash flows from financing activities Proceeds from borrowings on convertible senior notes, net 390,978 — — 390,978 Proceeds from issuance of warrants 38,278 — — 38,278 Purchase of convertible note hedge (85,853 ) — — (85,853 ) Other financing activities (919 ) — — (919 ) Proceeds from exercise of options to purchase common stock 22,827 — — 22,827 Excess tax benefit from stock-based compensation 2,583 — — 2,583 Intercompany tranfers 34,000 (37,500 ) 3,500 — Net cash provided by (used in) financing activities 401,894 (37,500 ) 3,500 367,894 Effect of exchange rate changes on cash and cash equivalents — (16 ) (5,287 ) (5,303 ) Net increase (decrease) in cash and cash equivalents (42,508 ) 2,668 7,335 (32,505 ) Cash and cash equivalents at beginning of period 213,213 22,613 88,782 324,608 Cash and cash equivalents at end of period $ 170,705 $ 25,281 $ 96,117 $ 292,103 | 16. Guarantor and Non-Guarantor Supplemental Financial Information On November 4, 2015, HomeAway, Inc. (“HomeAway” or the “Company”), Expedia, Inc., a Delaware corporation (“Expedia”), and HMS 1 Inc., a Delaware corporation and a direct 100 percent owned subsidiary of Expedia (“Purchaser”), entered into an Agreement and Plan of Reorganization (the “Merger Agreement”). Pursuant to the Merger Agreement, on the terms and subject to the conditions set forth in the Merger Agreement, Purchaser commenced an exchange offer (the “Offer”) to purchase any and all of the outstanding shares of HomeAway common stock. The exchange offer is scheduled to expire at 12:00 midnight, Eastern Standard Time, at the end of December 14, 2015. As soon as practicable following the consummation of the Offer, on the terms and subject to the conditions set forth in the Merger Agreement, (i) Purchaser will be merged with and into HomeAway (the “First Merger”), with HomeAway surviving the First Merger and (ii) immediately following the First Merger, HomeAway will be merged with and into Expedia (the “Second Merger” and together with the First Merger, the “Mergers”), with Expedia surviving the Second Merger. On December 1, 2015, Expedia entered into an agreement for the private placement of $750 million of 5.000% senior unsecured notes due 2026 (the “Notes”). The private placement of the Notes was completed on December 8, 2015. The Notes were issued pursuant to an indenture dated as of December 8, 2015 (the “Indenture”) between Expedia, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee of the Notes (the “Trustee”). Pursuant to the Indenture, the Notes are required to be guaranteed by certain of Expedia’s domestic subsidiaries and certain future domestic subsidiaries of Expedia. At the effective time of the First Merger, HomeAway’s 100 percent owned domestic subsidiaries (other than Dwellable, Inc.) will enter into a supplement to the Indenture (the “Supplemental Indenture”) whereby HomeAway’s 100 percent owned domestic subsidiaries (other than Dwellable, Inc.) will become guarantors of the Notes. At the effective time of the Second Merger, HomeAway’s 100 percent owned domestic subsidiaries (other than Dwellable, Inc.) will remain guarantors of the Notes. HomeAway will have merged with and into Expedia, which is an obligor under the Notes. Under the Indenture, the guarantees are full, unconditional and joint and several with the exception of certain customary automatic subsidiary release conditions. Pursuant to a registration rights agreement dated as of December 8, 2015 (the “Registration Rights Agreement”) among Expedia, Goldman, Sachs & Co., J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several initial purchasers of the Notes, Expedia agreed to use commercially reasonable best efforts to (i) file an exchange offer registration statement with respect to an offer to exchange the Notes and the guarantees thereof for substantially identical Notes and guarantees that are registered under the Securities Act (the “Exchange Offer”); (ii) cause the Exchange Offer registration statement to become effective; and (iii) consummate the Exchange Offer or, if required in lieu thereof, file a shelf registration statement and have it declared effective, in each case, within 365 days of issuance of the Notes. If Expedia fails to satisfy certain of its obligations under the Registration Rights Agreement (a “Registration Default”), it will be required to pay additional interest of 0.25% per annum to the holders of the Notes until such Registration Default is cured. In contemplation of the closing of the Mergers and the ultimate registration of the Notes, the Company has prepared the condensed consolidated financial information shown below to reflect the effectiveness of the Mergers and HomeAway’s 100 percent owned domestic subsidiaries (other than Dwellable, Inc.) as guarantors of the Notes (and HomeAway as an obligor of the Notes as a result of its merger with and into Expedia). Condensed Consolidating Balance Sheet December 31, 2014 (In thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 174,337 $ 19,977 $ 98,011 $ — $ 292,325 Short-term investments 520,844 — — — 520,844 Accounts receivable, net — 12,113 11,076 — 23,189 Income tax receivable 1,168 — 732 — 1,900 Prepaid expenses and other current assets 6,935 7,972 3,006 — 17,913 Deferred tax assets 6,875 123 1,776 — 8,774 Intercompany receivable 324 7,156 3 (7,483 ) — Total current assets 710,483 47,341 114,604 (7,483 ) 864,945 Investment in subsidiaries 399,286 — — (399,286 ) — Property and equipment, net 7,457 42,022 6,694 — 56,173 Goodwill — 210,300 283,371 — 493,671 Intangible assets, net 1,816 32,938 35,702 — 70,456 Non-marketable investments 35,285 — — — 35,285 Deferred tax assets — — 1,545 — 1,545 Other non-current assets 228 351 7,474 — 8,053 Intercompany loans receivable 117,480 18,336 — (135,816 ) — Total assets $ 1,272,035 $ 351,288 $ 449,390 $ (542,585 ) $ 1,530,128 Liabilities, redeemable noncontrolling interests and stockholders’ equity Current liabilities: Accounts payable $ — $ 6,765 $ 1,516 $ — $ 8,281 Income tax payable (153 ) 153 1,344 — 1,344 Accrued expenses 202 29,837 20,216 — 50,255 Deferred revenue — 103,571 66,951 — 170,522 Intercompany payable 1,074 137 6,272 (7,483 ) — Total current liabilities 1,123 140,463 96,299 (7,483 ) 230,402 Convertible senior notes, net 316,181 — — — 316,181 Deferred revenue, less current portion — 3,133 46 — 3,179 Deferred tax liabilities 20,812 1,777 4,035 — 26,624 Other non-current liabilities 2,111 6,407 3,674 — 12,192 Intercompany loans payable — — 135,816 (135,816 ) — Total liabilities 340,227 151,780 239,870 (143,299 ) 588,578 Redeemable noncontrolling interests — — 9,742 — 9,742 Total stockholders’ equity 931,808 199,508 199,778 (399,286 ) 931,808 Total liabilities, redeemable noncontrolling interests and stockholders’ equity $ 1,272,035 $ 351,288 $ 449,390 $ (542,585 ) $ 1,530,128 Condensed Consolidating Statement of Operations Fiscal year ended December 31, 2014 (In thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated Revenue: Listing $ — $ 195,882 $ 181,241 $ (5,184 ) $ 371,939 Other — 71,664 6,545 (3,386 ) 74,823 Total revenue — 267,546 187,786 (8,570 ) 446,762 Costs and expenses: Cost of revenue (exclusive of amortization shown separately below) 230 53,983 21,969 (8,570 ) 67,612 Product development 391 65,087 11,604 — 77,082 Sales and marketing 1,483 66,628 86,884 — 154,995 General and administrative 3,220 68,039 21,872 — 93,131 Amortization expense 251 5,381 8,284 — 13,916 Intercompany (income) expense, net — (19,105 ) 19,105 — — Operating income (5,575 ) 27,533 18,068 — 40,026 Other income (expense): Equity in earnings of consolidated subsidiaries 23,176 — — (23,176 ) — Interest expense (13,290 ) — (1,108 ) 1,065 (13,333 ) Interest income 2,026 227 540 (1,065 ) 1,728 Other expense, net (234 ) (166 ) (6,782 ) — (7,182 ) Total other income (expense), net 11,678 61 (7,350 ) (23,176 ) (18,787 ) Income before income taxes 6,103 27,594 10,718 (23,176 ) 21,239 Income tax (expense) benefit 7,281 (12,476 ) (2,077 ) — (7,272 ) Net income 13,384 15,118 8,641 (23,176 ) 13,967 Less: Impact of noncontrolling interests, net of tax — — 583 — 583 Net income attributable to HomeAway, Inc. $ 13,384 $ 15,118 $ 8,058 $ (23,176 ) $ 13,384 Comprehensive income (loss) attributable to HomeAway, Inc. $ 12,017 $ 15,118 $ (9,496 ) $ (23,176 ) $ (5,537 ) Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2014 (In thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Total Cash flows from operating activities Net cash provided by operating activities $ 21,249 $ 99,158 $ 24,957 $ 145,364 Cash flows from investing activities Acquisition of businesses, net of cash acquired — (17,847 ) — (17,847 ) Change in restricted cash — — (501 ) (501 ) Purchases of intangibles and other assets — (473 ) — (473 ) Purchases and sales of non-marketable investments (25,148 ) — — (25,148 ) Purchases of short-term investments (575,606 ) — — (575,606 ) Proceeds from maturities and redemptions of marketable securities 109,516 — — 109,516 Proceeds from sales of marketable securities 4,358 — — 4,358 Net settlement of foreign currency forwards 1,424 — (1,752 ) (328 ) Purchases of property and equipment (5,498 ) (24,931 ) (1,218 ) (31,647 ) Net cash used in investing activities (490,954 ) (43,251 ) (3,471 ) (537,676 ) Cash flows from financing activities Repurchase of redeemable noncontrolling interest — — (1,461 ) (1,461 ) Proceeds from borrowings on convertible senior notes, net 390,978 — — 390,978 Proceeds from issuance of warrants 38,278 — — 38,278 Purchase of convertible note hedge (85,853 ) — — (85,853 ) Other financing activities (919 ) — — (919 ) Proceeds from exercise of options to purchase common stock 25,386 — — 25,386 Excess tax benefit from stock-based compensation 3,092 — — 3,092 Intercompany transfers 59,867 (58,500 ) (1,367 ) — Net cash provided by (used in) financing activities 430,829 (58,500 ) (2,828 ) 369,501 Effect of exchange rate changes on cash and cash equivalents — (43 ) (9,429 ) (9,472 ) Net increase (decrease) in cash and cash equivalents (38,876 ) (2,636 ) 9,229 (32,283 ) Cash and cash equivalents at beginning of period 213,213 22,613 88,782 324,608 Cash and cash equivalents at end of period $ 174,337 $ 19,977 $ 98,011 $ 292,325 |