Acquisitions (Tables)

3 Months Ended

Mar. 31, 2013

ORCC

Preliminary Purchase Price Allocation

In connection with the acquisition, the Company recorded the following amounts based upon its preliminary purchase price allocation during the three months ended March 31, 2013, which are subject to completion of the valuation and other analyses (in thousands, except weighted-average useful lives):

	Amount		Weighted-Average Useful Lives
Current assets:
Cash and cash equivalents	$	9,930
Billed and accrued receivables, net		19,394
Deferred income taxes, net		19,105
Other current assets		10,262
Total current assets acquired		58,691
Noncurrent assets:
Property and equipment		8,074
Goodwill		98,495
Software		67,844	10 years
Customer relationships		99,150	15 years
Trademarks		3,050	5 years
Other noncurrent assets		459
Total assets acquired		335,763
Current liabilities:
Accounts payable		15,375
Accrued employee compensation		10,538
Note payable		7,500
Other current liabilities		4,333
Total current liabilities acquired		37,746
Noncurrent liabilities:
Deferred income taxes, net		35,437
Other noncurrent liabilities acquired		2,462
Total liabilities acquired		75,645
Net assets acquired	$	260,118

Distra Pty Ltd

Preliminary Purchase Price Allocation

In connection with the acquisition, the Company recorded the following amounts based upon its preliminary purchase price allocation as of the date of the acquisition, which are subject to completion of the valuation and other analyses (in thousands, except weighted-average useful lives):

	Amount		Weighted-Average Useful Lives
Total current assets acquired:	$	1,857
Noncurrent assets:
Goodwill		22,139
Software		18,802	7 years
Customer relationships		6,200	10 years
Deferred income taxes		4,075
Other noncurrent assets		96
Total assets acquired		53,169
Current liabilities acquired		3,419
Net assets acquired	$	49,750

S1 Corporation

Preliminary Purchase Price Allocation

In connection with the acquisition, the Company recorded the following amounts based upon its purchase price allocation during the year ended December 31, 2012 (in thousands, except weighted-average useful lives):

	Amount		Weighted-Average Useful Lives
Current assets:
Cash and cash equivalents	$	97,748
Billed and accrued receivables, net		65,329
Other current assets		16,791
Total current assets acquired		179,868
Noncurrent assets:
Property and equipment		18,440
Goodwill		256,244
Software		87,517	5 – 10 years
Customer relationships		108,690	10 –20 years
Trademarks		4,500	3 years
Covenant not to compete		360	3 years
Deferred income tax		40,634
Other noncurrent assets		11,004
Total assets acquired		707,257
Current liabilities:
Deferred revenue		34,671
Accrued employee compensation		34,689
Other current liabilities		28,387
Total current liabilities acquired		97,747
Noncurrent liabilities:
Deferred income tax		15,795
Other noncurrent liabilities acquired		6,431
Total liabilities acquired		119,973
Net assets acquired	$	587,284

ORCC and S1 Corporation

Pro Forma Results of Combined Company Operations

The pro forma financial information in the table below presents the combined results of operations for ACI, ORCC and S1 as if the acquisitions had occurred January 1, 2012 (in thousands, except per share data). The pro forma information is shown for illustrative purposes only and is not necessarily indicative of future results of operations of the Company or results of operations of the Company that would have actually occurred had the transactions been in effect for the periods presented. This pro forma information is not intended to represent or be indicative of actual results had the acquisition occurred as of the beginning of each period, nor is it necessarily indicative of future results and does not reflect potential synergies, integration costs, or other such costs or savings. Certain pro forma adjustments have been made to net loss for the three months ended March 31, 2013 and 2012 to give effect to estimated adjustments to expenses to remove the amortization on eliminated ORCC and S1 historical identifiable intangible assets and added amortization expense for the value of identified intangibles acquired in the acquisitions (primarily acquired software, customer relationships, trade names, and covenants not to compete), adjustments to interest expense to reflect the elimination of preexisting ORCC and S1 debt and added estimated interest expense on the Company’s additional Term Credit Facility and Revolving Credit Facility borrowings and to eliminate share-based compensation expense for eliminated positions. Additionally, certain one-time transaction expenses that are a direct result of the acquisitions have been excluded from the three-months ended March 31, 2013 and 2012.

	Pro Forma Results of Operations for the Three Months Ended March 31,
	2013			2012
Total Revenues	$	195,446		$	211,682
Net loss		(2,721	)		(519	)
Loss per share
Basic	$	(0.07	)	$	(0.01	)
Diluted		(0.07	)		(0.01	)