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and related hedged items affect a company’s financial position, financial performance and cash flows. The
provisions of SFAS 161 are effective for financial statements issued for fiscal years and interim periods beginning
after November 15, 2008. SFAS 161 requires us to expand certain disclosures. We do not anticipate that the adoption
of SFAS 161 will have a material impact on our consolidated financial position, results of operations or cash flows.
Reclassifications: Certain reclassifications have been made to the prior year amounts to conform to the
current year presentation.
NOTE 3: ACQUISITIONS
In connection with our acquisitions, we have allocated the respective purchase prices plus transaction costs to
the estimated fair values of the tangible and intangible assets acquired and liabilities assumed. These purchase price
allocation estimates were based on our estimates of fair values.
Coinstar Money Transfer
During the second quarter of 2006, we acquired Coinstar Money Transfer (“CMT”) for $27.5 million in cash.
The acquisition was effected pursuant to the Agreement for the Sale and Purchase of the Entire Issued Share Capital
of Travelex Money Transfer Limited dated April 30, 2006, between Travelex Limited, Travelex Group Limited, and
Coinstar. CMT is one of the leading money transfer networks in terms of agent locations and countries in which we
do business. In addition to company-owned locations, CMT has agreements with banks, post offices, and other retail
locations to offer its service. CMT was established in mid-2003 and uses leading edge Internet-based technology to
provide consumers with an easy-to-use, reliable and cost-effective way to send money around the world. In addition
to the purchase price, we incurred $2.1 million in transaction costs, including costs relating to legal, accounting and
other directly related charges. The results of operations of CMT since May 31, 2006, are included in our
Consolidated Financial Statements. Of the total purchase price, approximately $23.9 million was allocated to
goodwill, which will not be amortized, and $8.9 million was allocated to intangible assets which will be amortized
over various terms through 2016.
GroupEx
On January 1, 2008, we acquired GroupEx Financial Corporation, JRJ Express Inc. and Kimeco, LLC
(collectively, “GroupEx”), for an aggregate purchase price of $70.0 million. The purchase price included a
$60.0 million cash payment at closing. In addition, there is an additional payment of up to $10.0 million should
certain performance conditions be met in the fifteen months following the closing. As of December 31, 2008, we
believe this payout is probable as the performance conditions have been met. Further, we incurred an estimated
$2.1 million in transaction costs, including legal, accounting, and other directly related charges. The total purchase
price, net of cash acquired, was $45.3 million. The results of operations of GroupEx from January 1, 2008 are
included in our Consolidated Financial Statements.
The acquisition was recorded under the purchase method of accounting and the purchase price was allocated
based on the fair value of the assets acquired and the liabilities assumed.
The total purchase price consideration consists of the following:
(In thousands )
Cash paid for acquisition of GroupEx . . . ................................. $60,000
Additional payout ................................................... 10,000
Acquisition related costs .............................................. 2,100
$72,100
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