|
9. Income Taxes
The components of income (loss) before income taxes were as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
2011 |
|
2010 |
|
2009 |
|
|
United States |
|
$ |
47,874 |
|
$ |
73,130 |
|
$ |
35,209 |
|
|
Foreign |
|
|
4,883 |
|
|
1,579 |
|
|
(727 |
) |
| |
|
|
|
|
|
|
|
|
Total |
|
$ |
52,757 |
|
$ |
74,709 |
|
$ |
34,482 |
|
| |
|
|
|
|
|
|
|
Components of the provision for income taxes were as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
2011 |
|
2010 |
|
2009 |
|
|
Current: |
|
|
|
|
|
|
|
|
|
|
|
U.S. federal |
|
$ |
11,028 |
|
$ |
11,852 |
|
$ |
869 |
|
|
State |
|
|
5,891 |
|
|
2,593 |
|
|
1,994 |
|
|
Foreign |
|
|
2,312 |
|
|
39 |
|
|
13 |
|
| |
|
|
|
|
|
|
|
|
Total current |
|
|
19,231 |
|
|
14,484 |
|
|
2,876 |
|
| |
|
|
|
|
|
|
|
|
Deferred: |
|
|
|
|
|
|
|
|
|
|
|
U.S. federal |
|
|
7,573 |
|
|
15,380 |
|
|
11,077 |
|
|
State |
|
|
(264 |
) |
|
(457 |
) |
|
605 |
|
|
Foreign |
|
|
(320 |
) |
|
— |
|
|
— |
|
| |
|
|
|
|
|
|
|
|
Total deferred |
|
|
6,989 |
|
|
14,923 |
|
|
11,682 |
|
| |
|
|
|
|
|
|
|
|
Provision for income taxes |
|
$ |
26,220 |
|
$ |
29,407 |
|
$ |
14,558 |
|
| |
|
|
|
|
|
|
|
Components of deferred tax assets were as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2011 |
|
2010 |
|
|
Deferred tax assets: |
|
|
|
|
|
|
|
|
Accounts receivable allowances |
|
$ |
800 |
|
$ |
965 |
|
|
Unearned revenue |
|
|
873 |
|
|
559 |
|
|
Accrued liabilities not yet deductible |
|
|
3,420 |
|
|
981 |
|
|
Federal and State net operating loss ("NOL") carryforwards |
|
|
46,574 |
|
|
42,002 |
|
|
Tax credit carryforwards |
|
|
167 |
|
|
167 |
|
|
Stock-based compensation |
|
|
1,971 |
|
|
1,001 |
|
|
Other |
|
|
1,109 |
|
|
145 |
|
| |
|
|
|
|
|
|
Total deferred tax assets |
|
|
54,914 |
|
|
45,820 |
|
|
Less valuation allowance |
|
|
(667 |
) |
|
(667 |
) |
| |
|
|
|
|
|
|
Deferred tax assets after valuation allowance |
|
|
54,247 |
|
|
45,153 |
|
|
Deferred tax liabilities: |
|
|
|
|
|
|
|
|
Purchased intangibles |
|
|
(41,287 |
) |
|
(21,916 |
) |
|
Property and equipment |
|
|
(11,588 |
) |
|
(8,508 |
) |
|
Other |
|
|
(1,625 |
) |
|
— |
|
| |
|
|
|
|
|
|
Total deferred tax liabilities |
|
|
(54,500 |
) |
|
(30,424 |
) |
| |
|
|
|
|
|
|
Net deferred tax (liabilities) assets |
|
$ |
(253 |
) |
$ |
14,729 |
|
| |
|
|
|
|
|
Reconciliation to consolidated balance sheet (in thousands):
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2011 |
|
2010 |
|
|
Deferred tax assets: |
|
|
|
|
|
|
|
|
Current |
|
$ |
4,796 |
|
$ |
1,955 |
|
|
Noncurrent |
|
|
2,595 |
|
|
12,774 |
|
|
Deferred tax liabilities: |
|
|
|
|
|
|
|
|
Noncurrent |
|
|
(7,644 |
) |
|
— |
|
| |
|
|
|
|
|
|
Net deferred tax (liabilities) assets |
|
$ |
(253 |
) |
$ |
14,729 |
|
| |
|
|
|
|
|
Income tax expense differs from the amounts that would result from applying the federal statutory rate to our income before income taxes as follows (dollars in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
2011 |
|
2010 |
|
2009 |
|
|
Federal statutory tax rate |
|
|
35 |
% |
|
35 |
% |
|
35 |
% |
|
Expected tax expense |
|
$ |
18,465 |
|
$ |
26,148 |
|
$ |
12,069 |
|
|
State and foreign income taxes, net of federal benefit |
|
|
2,955 |
|
|
1,637 |
|
|
1,675 |
|
|
Non-deductible compensation |
|
|
2,830 |
|
|
1,977 |
|
|
627 |
|
|
Non-deductible transaction costs incurred for business combinations |
|
|
1,998 |
|
|
— |
|
|
— |
|
|
Change in valuation allowance |
|
|
— |
|
|
(876 |
) |
|
— |
|
|
Other |
|
|
(28 |
) |
|
521 |
|
|
187 |
|
| |
|
|
|
|
|
|
|
|
Provision for income taxes |
|
$ |
26,220 |
|
$ |
29,407 |
|
$ |
14,558 |
|
| |
|
|
|
|
|
|
|
As of December 31, 2011, we had NOL carryforwards with a tax-effected carrying value of approximately $40.8 million and $5.8 million for federal and state purposes, respectively. Our federal NOLs will expire on various dates ranging from 2012 to 2028. Utilization of these carryforwards will be limited on an annual basis as a result of previous business combinations pursuant to Section 382 of the Internal Revenue Code. Expected future annual limitations are as follows (amounts shown in millions and are not tax effected):
|
|
|
|
|
|
Years |
|
Maximum
Amount
which can
be Utilized |
|
|
2012 |
|
$ |
32.8 |
|
|
2013 |
|
|
9.6 |
|
|
2014 - 2019 |
|
|
5.8 |
|
|
2020 - 2027 |
|
|
4.2 |
|
We believe the results of future operations will generate sufficient taxable income to realize the benefits of all of our net deferred tax assets.
We recognize the financial statement benefit of a tax position only after determining that the relevant tax authority would more-likely-than not sustain the position following an audit. For tax positions meeting the more-likely-than not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. During 2011, we recognized a liability for an uncertain tax position in the amount of $0.1 million. The liability was acquired in one of the 2011 business combinations, and there was no other activity in 2011 related to this liability.
Interest and penalties related to uncertain tax positions are recognized in income tax expense. For the three years ended December 31, 2011, we did not recognize any interest or penalties related to uncertain tax positions in our financial statements.
We are subject to U.S. federal income tax, income tax from multiple foreign jurisdictions including Israel and the United Kingdom, and income taxes of multiple state jurisdictions. U.S. federal income tax returns for 2007 through 2010 remain open to examination, and state, local, Israeli and United Kingdom income tax returns for 2006 through 2010 remain open to examination. We do not provide deferred taxes on the undistributed earnings of our non-U.S. subsidiaries because our policy and intention is to reinvest such earnings indefinitely or until such time that they can be distributed in a tax-free manner. Furthermore, both our U.S. and non-U.S. subsidiaries have significant net assets, liquidity, and other financial resources available to meet their operational and capital investment requirements and otherwise allow management to continue to maintain its policy of reinvesting the undistributed earnings of our non-U.S. subsidiaries indefinitely.
As of December 31, 2011, the aggregate undistributed earnings of our non-U.S. subsidiaries totaled $4.1 million and were indefinitely reinvested. Should we make a distribution in the form of dividends or otherwise, we may be subject to additional income taxes. The unrecognized deferred tax liability related to the undistributed earnings of our non-U.S. subsidiaries is estimated to be $0.8 million as of December 31, 2011. |