Contingent Liabilities

3 Months Ended

Oct. 31, 2016

Contingent Liabilities [Abstract]

Contingent Liabilities

4. Contingent Liabilities 

Consideration for the April 2015 TASCO acquisition included a $138,000 (as adjusted) holdback which was paid in April 2016. 

Consideration for the September 2014 TCS acquisition includes a contingent earn-out purchase price, originally contingent upon the attainment of specific revenue goals. The fair value of the earn-out was originally estimated at $711,000. On March 7, 2016, the TCS Asset Purchase Agreement was amended in relation to the contingent earn-out, whereas four quarterly payments of $120,905 commenced on December 31, 2015, followed by four quarterly payments of $70,000, commencing December 31, 2016. Payments for the quarter ended October 31, 2015 included the final earn-out payment related to the Ready2Ride acquisition, composed of $125,000 and 15,000 shares of common stock.

The following table shows changes in the holdback and earn-out payable related to the TCS and TASCO acquisitions (in thousands):

	Three months ended October 31
	2016		2015
Beginning balance	$	391	$	1,116
Adjustments		-		(62)
Payments		(121)		(186)
Imputed interest recognized		3		8
Gain on change in fair value of earn-out		-		8
Ending balance	$	273	$	884
Less current portion	$	(273)	$	(639)
Ending balance, long-term	$	0	$	245

The following table shows the remaining estimated payments of contingent liabilities related to the TCS acquisition at October 31, 2016, (in thousands):

2017	$	210
2018		70
Total estimated payments		280
Less imputed interest		(7)
Present value of contingent liabilities	$	273