Annual report pursuant to Section 13 and 15(d)

Acquisitions and Dispositions

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Acquisitions and Dispositions
12 Months Ended
Dec. 31, 2019
Acquisitions and Dispositions  
Acquisitions and Dispositions

(4) Acquisitions and Dispositions

Acquisitions

During the year ended December 31, 2019, Tripadvisor completed three acquisitions of businesses aggregating total purchase price consideration of $110 million.  Tripadvisor acquired 100% ownership of the following: SinglePlatform, a leading online content management and syndication platform company based in the U.S.; BookaTable, an online restaurant reservation and booking platform company based in the U.K.; and Restorando, an online restaurant reservation and booking platform company based in Argentina.  Tripadvisor paid cash consideration of $108 million, net of $2 million of cash acquired.  

During the year ended December 31, 2018, Tripadvisor acquired one business for a purchase price and net cash consideration of $23 million.

The following table presents the preliminary purchase price allocation for the 2019 acquisitions and the final purchase price allocation for the 2018 acquisition as recorded on our consolidated balance sheet:

Years ended December 31,

2019

2018

    

2017

    

amounts in millions

Goodwill (1)

$

85

11

Intangible assets

 

26

14

Net tangible assets (liabilities)

(1)

Deferred tax liabilities, net

(2)

Total purchase price consideration

$

110

23

(1) Goodwill of $50 million is not deductible for tax purposes.

Intangible assets acquired during 2019 were comprised of trademarks of $2 million, customer lists and supplier relationships of $10 million, subscriber relationships of $6 million and technology and other of $8 million. The overall weighted-average life of the intangible assets acquired in the purchase of these businesses was 6 years, and will be amortized on a straight-line basis over the estimated useful lives from acquisition date.

Intangible assets acquired during 2018 were comprised of supplier relationships of $6 million and technology and other of $8 million. The overall weighted-average life of the intangible assets acquired in the purchase of this business was 8 years, and will be amortized on a straight-line basis over the estimated useful lives from acquisition date.

Dispositions

On June 30, 2017, TripCo sold BuySeasons. The sale resulted in an $18 million loss, which is included in other, net in the accompanying consolidated statement of operations. BuySeasons is not presented as a discontinued operation as the sale did not represent a strategic shift that had a major effect on TripCo’s operations and financial results. Included in other revenue in the accompanying consolidated statements of operations is $13 million for the year ended December 31, 2017, related to BuySeasons. Included in net earnings (loss) in the accompanying consolidated statements of operations are losses of $2 million for the year ended December 31, 2017, related to BuySeasons.