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Business Combinations | 12 Months Ended
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Dec. 31, 2018
Business Combinations [Abstract] |
Business Combinations | NOTE 15 – BUSINESS COMBINATIONS In January 2018, the Company acquired TFC, a leading boutique loyalty strategy and marketing company based in London, United Kingdom. The acquisition of TFC enhanced and extended the Company’s customer loyalty business to Europe. In August 2018, the Company acquired DMS Disaster Consultants (“DMS”), a disaster management and recovery firm based in Florida. DMS assists public sector clients with man-made and natural disaster planning and preparedness, and post-disaster response and recovery efforts by assisting clients in obtaining funding from Federal Emergency Management Agency, insurance companies, and other sources. In October 2018, the Company acquired We Are Vista (“Vista”), a communication company headquartered in Leeds, U.K., with an additional presence in London. Vista provides advisory services and solutions to clients in the financial, retail, automobile, and energy industries. The combined purchase consideration for these acquisitions totaled $51.2 million, which included $34.6 million of initial cash payments, net of cash acquired. The Company recognized the fair value of the assets acquired and liabilities assumed and allocated $32.1 million to goodwill, $10.6 million to intangible assets consisting primarily of customer relationships that will be amortize on an accelerated basis based on projected customer payments and $1.2 million in contingent consideration to be paid to a former owner if certain objectives are achieved (Level 3 fair value.). As of December 31, 2018, the Company has recorded $6.5 million of extended purchase commitments under the acquisition agreements. The Company determined the fair value of the contingent liability as of the acquisition date using a valuation model which included the most likely outcome and the application of an appropriate discount rate. At December 31, 2018, the Company remeasured the contingent liability and, as a result of the remeasurement, recorded $0.5 million charge. As part of one of the acquisitions, the purchase agreement includes additional consideration in the form of two warranty and indemnity hold back payments, one for approximately $2.0 million scheduled to be released in 18 months following the close date and the other for $1.2 million scheduled to be released four years from the close date. The two warranty and indemnity liabilities were recorded at their fair value discounting the liabilities at 3.0% and 3.25%, respectively. Separately or in the aggregate, the acquisitions were not significant to the Company’s financial statements taken as a whole.

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
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