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Subsequent Events
6 Months Ended
Jun. 30, 2014
Subsequent Events [Abstract]  
Subsequent Events

(11)    Subsequent Events

 

 Amendment to Credit Agreement

 

On July 21, 2014, the Company, entered into a First Amendment to the Credit Agreement with MUFG Union Bank, N.A. (formerly Union Bank, N.A.), which amends that certain Credit Agreement dated as of December 31, 2012. The First Amendment provides for, among other things, an increase in the revolving credit facility to $125.0 million from $75.0 million and extends the maturity date of the revolving credit facility to July 21, 2017.  

 Acquisition of CONEXIS 

 

On August 1, 2014, the Company acquired the assets of CONEXIS Benefits Administrators, L.P. (CONEXIS), a  subsidiary of The Word & Brown Companies (seller), for $118.0 million in cash, subject to customary working capital adjustments. CONEXIS is a leader in employee benefits administration and serves approximately 16,000 organizations of all sizes. The Company has not completed its initial accounting for this business combination as the valuation of the assets, including intangibles and goodwill acquired, as well as the liabilities assumed, have not been finalized.

 

The acquisition was made as part of the Company’s acquisition growth strategy and will expand the Company’s Consumer-Directed Benefits business.

 

As part of the transaction the Company will retain $10.0 million in cash to satisfy unidentified claims arising post acquisition. If no claims arise within 12 months, the full $10.0 million will be released to seller. The goodwill acquired is expected to be deductible for tax purposes.