Related Party
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9 Months Ended |
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Oct. 31, 2011
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Related Party |
15. Related Party
On
September 1, 2009, SeaChange completed its acquisition of eventIS
from a holding company in which Erwin van Dommelen, elected
President of SeaChange Software in March 2010, has a 31.5%
interest. On closing the transaction, SeaChange made cash payments
to the holding company totaling $37.0 million and issued $1.1
million of restricted shares. SeaChange is obligated to make
additional fixed payments to the holding company of deferred
purchase price under the eventIS share purchase agreement, each
such payment to be in an aggregate amount of $2.8 million with $1.7
million payable in cash and $1.1 million payable by the issuance of
restricted shares of SeaChange common stock, which will vest in
equal installments over three years starting on the first
anniversary date of the purchase agreement for three years. At the
option of the former shareholder of eventIS, up to forty percent of
each payment otherwise to be made in restricted stock may be
payable in cash on the vesting dates of the restricted shares. On
September 1, 2010, the Company paid the first installment of the
fixed deferred purchase price by paying $1.8 million in cash,
issuing 75,000 shares (approximate value $615,000) of restricted
stock that vest annually over three years and providing for a cash
payment of $410,000 to be paid out in equal installments on
September 1, 2011, 2012, and 2013. On September 1, 2011,
the Company paid the second installment of the fixed deferred
purchase price by paying $1.7 million in cash and issuing 152,023
shares (approximate value $1.1 million) of restricted stock that
will vest annually over three years. Under the earn-out
provisions of the share purchase
agreement a payment of $340,000 for fiscal 2011 will be paid in
fiscal 2012. Additional earn-out payments may be earned over each
of the next two years ended January 31, 2012 and 2013 if certain
performance goals are met.
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