Annual report pursuant to section 13 and 15(d)

Acquisitions (Tables)

v2.4.0.8
Acquisitions (Tables)
12 Months Ended
Dec. 31, 2013
Business Combinations [Abstract]  
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The following table summarizes the fair values of assets acquired and liabilities assumed:

 
 
 
Cash
$
24,315

 
Receivables
34,083

 
Identifiable intangible assets
76,458

 
Goodwill
60,493

*
Cash surrender value of life insurance
13,085

 
Other assets
22,591

 
Total assets acquired
231,025

 
Commissions and fees payable
(15,714
)
 
Accounts payable and accrued liabilities
(14,267
)
 
Deferred compensation liability
(19,534
)
 
Deferred taxes payable, net
(19,604
)
*
Deferred fees payable
(4,894
)
 
Total liabilities assumed
(74,013
)
 
Total purchase price
$
157,012

 

*
During 2012, the Company reduced goodwill attributable to the Securities America acquisition by $935 to correct the overstatement of the deferred tax liability originally recorded, and by $99 to reflect the working capital purchase price adjustment.
Schedule of Finite-Lived Intangible Assets
Identifiable intangible assets as of the acquisition date consist of:

 
 
 
 
Useful Life (years)
Technology
 
$
20,996

 
7.7
Relationships with independent contractor financial advisors
 
43,188

 
9.2
Trade names
 
12,267

 
7.2
Non-solicitation agreement
 
7

 
2.2
Total identifiable intangible assets
 
$
76,458

 
 
Unaudited Pro Forma Information Represents Consolidated Results of Operations
The pro forma net loss reflects amortization of the amounts ascribed to intangible assets acquired in the acquisition, compensation related to forgivable loans and stock option grants to independent financial advisors referred to above and interest expense on debt used to finance the acquisition and related cash requirements.

 
 
Year Ended
December 31, 2011
Total revenue
 
$
658,104

Net loss
 
$
(45,133
)
Basic and diluted loss per share
 
$
(0.25
)
Weighted average common shares outstanding – basic and diluted
 
183,023,590

Schedule of Accounts Payable and Accrued Liabilities
Set forth below are changes in the carrying value of contingent consideration included in accounts payable and accrued liabilities.
    
 
 
Fair value of contingent consideration as of December 31, 2011
$
7,111

Change in fair value of contingent consideration
(7,111
)
Fair value of contingent consideration in connection with 2012 acquisition
812

Fair value of contingent consideration as of December 31, 2012
$
812

Payments
(344
)
Change in fair value of contingent consideration
121

Fair value of contingent consideration as of December 31, 2013
$
589