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Quotes & Info
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| TRCR > SEC Filings for TRCR > Form 8-K on 7-Jan-2009 | All Recent SEC Filings |
7-Jan-2009
Completion of Acquisition or Disposition of Assets, Financial Statements a
On January 1, 2009, Transcend Services, Inc. ("Transcend") completed the acquisition of DeVenture Global Partners, Inc. ("DeVenture") according to the Asset Purchase Agreement entered into on December 26, 2008.
Transcend purchased the DeVenture assets to capitalize on the potential for the acquired business to grow and leverage Transcend's fixed overhead costs across a larger revenue base. Under the terms of the asset purchase agreement, Transcend paid $4,250,000 in cash to acquire substantially all of the net assets of DeVenture, including $3,450,000 payable at closing. None of DeVenture's debt was assumed. The purchase price was funded using cash on hand. In addition, Transcend may pay an earn-out based on revenue realized over the first six months of 2009. Transcend currently expects the transaction to have no impact on its internal earnings per share projections in the first quarter of 2009 and to be slightly accretive to those projections for the remainder of 2009.
Transcend expects to allocate the purchase price between goodwill, customer relationships, covenants not to compete, property and equipment and working capital. All goodwill and intangible asset amortization related to the acquisition of the DeVenture assets is expected to be deductible for income tax purposes. Transcend will include the results of DeVenture operations in its financial statements from the close date forward.
(d) Exhibits.
Exhibit 99.1 Press release of Transcend Services, Inc. dated January 7, 2009.
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