UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
______________
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report: April
12, 2012
Date
of Earliest Event Reported: April 9, 2012
______________
MAXIMUS, INC.
(Exact
name of registrant as specified in its charter)
|
Virginia |
1-12997 |
54-1000588 |
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
11419 Sunset Hills Road, Reston, Virginia |
20190-5207 |
|
(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (703) 251-8500
Not
Applicable
(Former
name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Item 8.01 |
Other Events. |
On April 9, 2012 MAXIMUS, Inc. (“Company”) signed a definitive Agreement and Plan of Merger (“Agreement”) to acquire 100% of the stock of PSI Services Holding Inc. and its wholly-owned subsidiary, Policy Studies Inc. (collectively “PSI”) for a cash purchase price of $67 million. The acquisition is anticipated to close on April 30, 2012. Under the terms of the Agreement, which contains customary representation and warranties, the purchase price is subject to adjustment based on PSI’s closing date working capital.
The completion of the acquisition is subject to certain conditions, including among others, (1) the parties’ compliance with their respective obligations under the Agreement and their obtaining of certain consents, (2) the accuracy of the representations and warranties made by the parties, subject to certain materiality exceptions and (3) the absence of certain material adverse events with respect to the business being acquired. The parties may terminate the Agreement by mutual consent, or either party may terminate the Agreement if the transaction has not closed by July 31, 2012.
On April 12, 2012, the Company issued a press release announcing the Agreement. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference into this Item 8.01.
|
Item 9.01 |
Financial Statements and Exhibits. |
|
(d) |
Exhibits. The following exhibit is being furnished pursuant to Item 8.01 above. |
| Exhibit No. | Description |
| 99.1 | Press release dated April 12, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
MAXIMUS, Inc. |
||||
|
|
||||
| Date: | April 12, 2012 | By: |
/s/ David R. Francis |
|
|
David R. Francis |
||||
|
General Counsel and Secretary |
||||
EXHIBIT INDEX
|
Exhibit No. |
Description |
| 99.1 |
Press release dated April 12, 2012 |
Exhibit 99.1
MAXIMUS Signs Definitive Agreement to Acquire Policy Studies Inc. for $67 Million Cash
Acquisition to Strengthen the Company’s Leadership in the Administration of U.S. Health and Human Services Programs
RESTON, Va.--(BUSINESS WIRE)--April 12, 2012--MAXIMUS (NYSE:MMS) announced today that it has signed a definitive agreement to acquire Policy Studies Inc. (PSI), a government health and human services provider. The acquisition is expected to strengthen MAXIMUS’ leadership in the administration of health and human services programs across the United States. The acquisition is expected to close on April 30, 2012 and is subject to certain closing conditions.
For more than 25 years, Denver-based Policy Studies Inc. has supported government clients in the administration of public programs that include public health insurance programs, such as Medicaid and the Children’s Health Insurance Program (CHIP), welfare-to-work services, and child support enforcement. Policy Studies Inc. has approximately 1,300 employees across the United States.
The all-cash transaction is valued at approximately $67 million. Policy Studies Inc. had revenue of approximately $137 million for the year ended December 31, 2011. Excluding acquisition-related and one-time charges, MAXIMUS expects the acquisition to be slightly accretive for the remainder of its fiscal 2012 year and fully accretive in fiscal 2013.
“The acquisition of Policy Studies Inc. strengthens our core health and human services reach within the United States and brings added resources and new customers,” commented Richard Montoni, Chief Executive Officer of MAXIMUS. “MAXIMUS and Policy Studies Inc. have known and respected each other for many years and the high degree of overlap between the operations of MAXIMUS and Policy Studies Inc. make this step a natural fit for both companies. The acquisition brings together extensive experience and knowledge in the domestic health and human services markets, offers the ability to leverage infrastructure and innovation, and focuses business development resources as macro trends continue to increase demand for our core services.”
MAXIMUS will update its financial guidance on May 3, 2012, concurrent with reporting its results for the quarter ended March 31, 2012.
Morgan Stanley & Co. advised Policy Studies Inc. on the transaction.
About MAXIMUS
MAXIMUS is a leading health and human services administrator for governments in the United States, United Kingdom, Canada and Australia. The Company delivers administrative solutions to improve the cost effectiveness, efficiency and quality of government-sponsored benefit programs, such as Medicaid, Medicare, Children's Health Insurance Program (CHIP), Health Insurance BC (British Columbia), as well as welfare-to-work and child support enforcement programs across the globe. The Company's primary customer base includes federal, provincial, state, county and municipal governments. Operating under its founding mission of Helping Government Serve the People®, MAXIMUS has more than 7,000 employees located in more than 220 offices worldwide. For more information, visit www.maximus.com.
About Policy Studies
From consulting engagements through program implementation and operation, Policy Studies works with clients to develop effective, affordable solutions for connecting people to programs — and to transform public policy like child support enforcement and healthcare reform into programs that achieve tangible results. For more information, visit www.policy-studies.com.
CONTACT:
MAXIMUS
Lisa Miles, 703-251-8637
or
Blake
Travis, 703-251-8398