agreed to make additional payments of up to $2,500 to the former owners of Cat Daddy, based on a percentage of Cat Daddy’s profits for the first three years after acquisition, which will be recorded as compensation expense if the targets are met. In connection with the acquisitions, the Company recorded goodwill of $1,267 and net  liabilities of $191. In November 2002, the Company acquired all of the outstanding capital stock of Angel Studios, Inc. (“Angel”), the developer of the Midnight Club and  Smuggler’s Run franchises. The purchase price consisted of 235,679 shares of restricted common stock (valued at $6,557), $28,512 in cash and $5,931 (net of $801 of royalties payable to Angel) of prepaid royalties previously advanced to Angel. In con- nection with the acquisition, the Company recorded identifiable intan- gibles of $4,720 (comprised of intellectual property of $2,810, tech- nology of $1,600 and non-competition agreements of $310), goodwill of $37,425 and net liabilities of $1,145. In April 2003, the Company entered into an agreement with Desti- neer Publishing Corp. (“Destineer”), a publisher of PC games, under which Destineer granted the Company exclusive distribution rights to eight PC games and two console ports to be published by Destineer. The Company agreed to make recoupable advances to Destineer of approximately $6,700 and to pay Destineer with respect to product sales under the distribution agreement. In addition, the Company agreed to make a loan to Destineer of $1,000. Destineer granted the Company an immediately exercisable option to purchase a 19.9% interest in Destineer and a second option to purchase the remaining interest for a price equal to a multiple of Destineer’s EBIT, exercisable during a period following April 2005. The fair value of these options was not significant. Pursuant to the requirements of FIN 46, since Destineer is a variable interest entity and the Company is considered to be the primary beneficiary (as defined in FIN 46), the results of Destineer’s operations have been consolidated in the accompanying financial statements. The 2003 acquisitions did not have a material effect on the  Company’s fiscal 2003 results of operations. In connection with the sale of a subsidiary to Gameplay.com plc (“Gameplay”) in October 2000, the Company agreed to acquire Gameplay’s game software development and publishing business, Neo Software Produktions GMBH (“Neo”). Such acquisition was  completed in January of 2001 and the Company assumed net liabili- ties of $808, in addition to the prepaid purchase price of $17,266. In connection with the acquisition, the Company recorded goodwill and intangibles of $18,183. In November 2000, the Company acquired all of the outstanding capital stock of VLM Entertainment Group, Inc. (“VLM”), a company engaged in the distribution of third-party software products. In  connection with this transaction, the Company paid the former stock- holders of VLM $2,000 in cash and issued 875,000 shares of the  Company’s common stock (valued at $8,039) and assumed net liabili- ties of approximately $10,627. In connection with this transaction,  the Company recorded intangible assets of approximately $20,693. In July 2001, the Company acquired all of the outstanding capital stock of Techcorp Limited (“Techcorp”), a Hong Kong-based design and engineering firm specializing in video game accessories. In con- sideration, the Company issued 30,000 shares of the Company’s restricted common stock (valued at $572), paid $100 in cash and assumed net liabilities of approximately $2,856. In connection with the acquisition, the Company recorded goodwill of $3,558. In August 2002, the Company acquired all of the outstanding capital stock of Barking Dog Studios Ltd. (“Barking Dog”), a Canadian-based development studio. The purchase price consisted of 242,450 shares  of restricted common stock (valued at $3,801), $3,000 in cash, $825  of prepaid royalties previously advanced to Barking Dog and assumed net liabilities of $70. In connection with the acquisition, the Company recorded identifiable intangibles of $1,800, comprised of non-competi- tion agreements of $1,600 and intellectual property of $200, and good- will of $6,772. The acquisition of Barking Dog did not have a significant effect on the Company’s fiscal 2002 results of operations. 2002 Transaction 2001 Transactions The following table sets forth the components of the purchase price of the 2001 acquisitions: Neo VLM Techcorp Total Cost of the acquisition: Value of business sold (Prepaid purchase price—Neo) or stock issued $17,266 $ 8,039 $ 572 $ 25,877 Cash — 2,000 100 2,100 Transaction costs 109 27 30 166 Total $17,375 $ 10,066 $ 702 $ 28,143 Allocation of purchase price: Current assets $ 2 $ 9,852 $ 894 $ 10,748 Non-current assets 71 201 498 770 Liabilities (881) (20,680) (4,248) (25,809) Goodwill 8,207 12,416 3,558 24,181 Customer lists — 8,277 — 8,277 Technology 8,037 — — 8,037 Trademarks 1,939 — — 1,939 Total $17,375 $ 10,066 $ 702 $ 28,143 38 (Dollars in thousands, except per share amounts) TAKE-TWO INTERACTIVE SOFTWARE, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements  (continued)