Acquisitions

6 Months Ended

Jun. 30, 2011

3. Acquisitions. On February 28, 2011, the Company acquired Valesta, a privately-owned provider of specialized clinical research staffing headquartered in Belgium. The primary reasons for the acquisition were to expand the Life Sciences business operations and to leverage the Company's existing selling, general and administrative (SG&A) infrastructure. The financial results for Valesta from the date of the acquisition are included in the Life Sciences segment. From the date of acquisition through June 30, 2011, revenues and net income from Valesta were $8.5 million and $0.2 million, respectively.

The estimated purchase price for Valesta was approximately $23.6 million consisting of the initial $16.8 million paid in cash and future estimated earn-out payments of $6.8 million (the maximum earn-out is capped at a Euro value of 5.0 million or approximately $7.3 million at current exchange rates) based on estimated financial performance of Valesta through 2013. The estimated future earn-out payments are included in other long-term liabilities in the accompanying Consolidated Balance Sheets. Transaction costs related to this transaction totaled approximately $0.4 million and were included in SG&A expense. Goodwill is not expected to be deductible for tax purposes. The Company utilized its existing cash and proceeds from its senior credit facility to fund the acquisition. See Note 4 for further information on the credit facility.

The Company's allocation of the purchase price for Valesta is preliminary as the amounts related to certain liabilities and income taxes are still being finalized. Any measurement period adjustments will be recorded retrospectively to the acquisition date.

The following table summarizes (in thousands) our preliminary allocation, subject to finalization during the allocation period, of the purchase price for the Valesta acquisition:


Current assets	$	6,551
Property and equipment		299
Goodwill		15,878
Identifiable intangible assets		5,679
Long-term deposits		26
Total assets acquired	$	28,433

Current liabilities	$	4,774
Total liabilities assumed		4,774
Total purchase price	$	23,659

Intangible assets allocated in connection with the preliminary purchase allocation, subject to finalization during the measurement period as necessary, consisted of the following amounts (in thousands):

	Useful life		Intangible asset value
Contractor relations	2 years		$	266
Customer relations	10 years			2,395
Non-compete agreements	2 years			440
Trademarks		N/A		2,578
Total intangible assets acquired			$	5,679

The summary below (in thousands, except for per share data) presents pro forma consolidated results of operations for the six months ended June 30, 2011 and 2010 as if the acquisition of Valesta had occurred on January 1, 2010. The pro forma financial information gives effect to certain adjustments, including: the amortization of intangible assets and interest expense on acquisition-related debt and changes in the management fees as a result of the acquisition and exclusion of $0.4 million of acquisition-related costs, which were expensed in the three months ended March 31, 2011. The pro-forma financial information is not necessarily indicative of the operating results that would have occurred if the acquisition had been consummated as of the date indicated, nor are they necessarily indicative of future operating results.

	Six Months Ended June 30,
	2011		2010
Revenues	$	276,879	$	210,536
Operating income	$	17,955	$	4,364
Net income	$	9,433	$	896

Basic earnings per share	$	0.26	$	0.02
Diluted earnings per share	$	0.25	$	0.02
Weighted average number of shares outstanding		36,798		36,394
Weighted average number of shares and dilutive shares outstanding		37,623		37,165

On July 31, 2011, the Company completed its acquisition of HealthCare Partners, a privately-owned provider of physician staffing headquartered in Atlanta, Georgia. The cash purchase price of $15.0 million was paid on August 1, 2011 and there is an additional earn-out opportunity of $3.7 million included in the total cost of acquisition. The primary reasons for this acquisition were to expand the Physicians business operations and to leverage the Company's existing selling, general and administrative (SG&A) infrastructure. Not all disclosures related to the acquisition have been made as the accounting related to the business combination is incomplete. Additionally, insufficient time after the acquisition has made it impracticable to provide supplemental pro forma information for the combined entity.