Acquisitions

9 Months Ended

Sep. 30, 2011

Acquisitions [Abstract]

ACQUISITIONS

NOTE 3 — ACQUISITIONS

The results of operations of the following acquisitions have been included in our consolidated results from the respective acquisition dates. The acquisitions did not have a material effect on our financial position, results of operations or cash flows.

Acquisition-related transaction costs are included in Selling, General and Administrative Expenses in the Consolidated Statements of Operations.

Springhouse

In April 2011, we acquired Springhouse an appraisal management company that utilizes a nationwide panel of appraisers to provide real estate appraisals principally to mortgage originators, including the members of Lenders One, and real estate asset managers.

Consideration for the transaction consisted of the amounts provided in the table below. The working capital amount is subject to additional revision in the fourth quarter which is not expected to be material:

(in thousands)	Consideration
Cash	$	1,900
Non-compete agreement		100
Working Capital Adjustment		(215	)
Total Consideration	$	1,785

The purchase consideration based on estimates of fair value of the assets acquired and the liabilities assumed is follows:

(in thousands)
Accounts Receivable	$	108
Premises and Equipment		16
Identifiable Intangible Assets		1,180
Goodwill		701
		2,005
Accounts Payable and Accrued Expenses		(220	)
Total Purchase Price	$	1,785

Management has assigned the following lives to identified assets acquired as a result of the acquisition:

	Estimated Life
	(in Years)
Premises and Equipment		2 – 5
Trademarks(1)		4
Customer Lists(1)		6
Non-compete(1)		2
Goodwill	Indefinite

⁽¹⁾ The identifiable assets are subject to amortization on a straight-line basis as this best approximates the benefit period related to these assets.

The goodwill arising from the Springhouse acquisition assigned to our Mortgage Services segment relates principally to in-place workforce and our ability to go to market more quickly with a retail origination appraisal business. All goodwill and intangible assets related to the acquisition are expected to be amortizable and deductible for income tax purposes.

Tracmail

In July 2011, we acquired the assembled workforce of a sub-contractror in India that performed asset recovery services. Prior to acquisition, the costs paid to the sub-contractor were included in Outside Fees and Services (included in Cost of Revenue in the Condensed Consolidated Financial Statements).

Consideration for the transaction consisted of:

(in thousands)	Consideration
Total Consideration	$	2,378
Obligations Assumed, net		(1,648	)
Cash Consideration, net	$	730

The purchase consideration based on estimates of fair value of the assets acquired and the liabilities assumed is follows:

(in thousands)
Accounts Receivable	$	181
Goodwill		2,378
		2,559
Accounts Payable and Accrued Expenses		(1,829	)
Cash Consideration, net	$	730

Management has assigned the following lives to identified assets acquired as a result of the acquisition:

	Estimated Life
	(in Years)
Goodwill	Indefinite

The goodwill arising from the Tracmail acquisition assigned to our Financial Services segment relates principally to in-place workforce and is expected to be amortizable and deductible for income tax purposes.