REDEEMABLE NONCONTROLLING INTERESTS
On May 18, 2010, the Company, through its wholly-owned subsidiary, priceline.com International Ltd. ("PIL"), paid $108.5 million, net of cash acquired, to purchase a controlling interest of the outstanding equity of TravelJigsaw Holdings Limited (now known as rentalcars.com), a Manchester, U.K.-based international rental car reservation service. Transaction costs of $1.9 million were expensed during the three months ended June 30, 2010.
Certain key members of rentalcars.com's management team retained a noncontrolling ownership interest in rentalcars.com. In addition, certain key members of the management team of Booking.com purchased a 3% ownership interest in rentalcars.com from PIL in June 2010 (together with rentalcars.com management's investment, the "Redeemable Shares"). The holders of the Redeemable Shares had the right to put their shares to PIL and PIL had the right to call the shares in each case at a purchase price reflecting the fair value of the Redeemable Shares at the time of exercise. Subject to certain exceptions, one-third of the Redeemable Shares were subject to the put and call options in each of 2011, 2012 and 2013, respectively, during specified option exercise periods. In April 2012 and 2011, in connection with the exercise of call and put options, PIL purchased a portion of the shares underlying redeemable noncontrolling interests for an aggregate purchase price of approximately $61.1 million and $13.0 million, respectively. As a result of the April 2011 purchase, the redeemable noncontrolling interests in rentalcars.com were reduced from 24.4% to 19.0%. As a result of the April 2012 purchase, the redeemable noncontrolling interests in rentalcars.com were further reduced to 12.7%. In April 2013, in connection with the exercise of the March 2013 call and put options, PIL purchased the remaining outstanding shares underlying redeemable noncontrolling interests for an aggregate purchase price of approximately $192.5 million.
Redeemable noncontrolling interests are measured at fair value, both at the date of acquisition and subsequently at each reporting period. The redeemable noncontrolling interests are reported on the Consolidated Balance Sheets in mezzanine equity in "Redeemable noncontrolling interests."
A reconciliation of redeemable noncontrolling interests for the years ended December 31, 2013, 2012 and 2011 is as follows (in thousands):
|
| | | | | | | | | | | |
| 2013 | | 2012 | | 2011 |
Balance, beginning of period | $ | 160,287 |
| | $ | 127,045 |
| | $ | 45,751 |
|
Net income attributable to noncontrolling interests | 135 |
| | 4,471 |
| | 2,760 |
|
Fair value adjustments(1) | 42,522 |
| | 84,693 |
| | 91,743 |
|
Purchase of subsidiary shares at fair value(1) | (192,530 | ) | | (61,079 | ) | | (12,986 | ) |
Currency translation adjustments | (10,414 | ) | | 5,157 |
| | (223 | ) |
Balance, end of period | $ | — |
| | $ | 160,287 |
| | $ | 127,045 |
|
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(1) The fair value of the redeemable noncontrolling interests was determined by industry peer comparable analysis and a discounted cash flow valuation model.
