Subsequent Events

3 Months Ended

Mar. 31, 2018

19.	Subsequent Events

On May 14, 2018, we announced that the Company acquired True North Consulting, LLC (True North) on May 11, 2018, a leading provider of specialty engineering solutions to the nuclear power industry. Founded in 1999 in Montrose, Colorado, True North generated revenue of approximately $11 million for the year ended December 31, 2017, of which over 85% came from the nuclear power industry. True North employs roughly 60 full-time and part-time professionals with expertise in areas such as in-service testing for engineering programs focused on ASME OM code including Appendix J, balance of plant programs, thermal performance, in-service inspection for specialty engineering including ASME Section XI and software solutions.

The Company acquired True North for approximately $9.8 million in cash, consisting of approximately $8.3 million paid at close and approximately $1.5 million held in escrow for indemnity and leadership retention purposes. The transaction closed on May 11, 2018. Due to the timing and complexity of the acquisition, the Company had not completed the purchase accounting for the acquisition on the report issuance date.

On May 11, 2018, the Company entered into an amended and restated credit agreement with Citizen's Bank, consisting of a five-year $5 million revolving line of credit and a five-year $25 million delayed draw term loan facility to fund acquisitions approved by the Lender. We drew down approximately $10.3 million to fund the acquisition of True North. Interest is based on a LIBOR spread of 200 to 275 basis points, depending on pre-defined leverage thresholds defined in the agreement.