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Subsequent Events
9 Months Ended
Sep. 30, 2016
Subsequent Events [Abstract]  
Subsequent Events
Subsequent Events
On October 6, 2016, the Company entered into an Asset Purchase Agreement with Cost & Compliance Associates, LLC, Cost & Compliance Associates Limited (collectively, “C&CA” or the “Sellers”) and Robert F. Donohue, pursuant to which the Company agreed to purchase substantially all of the assets of C&CA . C&CA is engaged in the business of marketing and providing accounts payable recovery audit services, contract compliance audit services and related advisory and data analytics services to commercial enterprises. The closing of the transactions contemplated by the Purchase Agreement is subject to certain closing conditions, including obtaining various third party consents.
Under the terms of the Asset Purchase Agreement, the Company will pay up to $11.0 million in cash at closing subject to a calculation based on the extent to which specified third party consents are obtained and a customary working capital adjustment. The Company may be required to pay earnout consideration in cash over a period of two years, based on the performance of the acquired businesses following closing. The aggregate consideration to be paid to the Sellers under the terms of the Asset Purchase Agreement cannot exceed $18.0 million.
On October 31, 2016, the Company completed the acquisition of Lavante, Inc. ("Lavante") pursuant to an Agreement and Plan of Merger with Lavante, PointGuard Ventures I, L.P. and Krish Panu, as Stockholder Representative, pursuant to which the Company acquired Lavante for a purchase price of $4.25 million in cash as adjusted for Lavante's current working capital and as further adjusted for amounts withheld for potential future payment to Lavante stockholders upon the receipt of specified third party consents and waivers. Under the terms of the Agreement and Plan of Merger, the Company also may be required to pay earnout consideration in cash based on revenue received by PRGX and its subsidiaries (including Lavante) from SIM services from closing through December 31, 2018.
Lavante is a software-as-a-service-based procure-to-pay supplier information management (SIM) and recovery audit services firm, based in San Jose, California.