Annual report pursuant to Section 13 and 15(d)

Subsequent Events

v2.4.1.9
Subsequent Events
 12 Months Ended
Jan. 31, 2015
Subsequent Events [Abstract]  
Subsequent Events

16. Subsequent Events

Acquisition of Timeline Labs

On February 2, 2015, we acquired TLL, LLC (“Timeline Labs”), pursuant to an Agreement and Plan of Merger (the “Merger Agreement”) dated December 22, 2014 for:

 

  •   $12.6 million in cash paid at closing reduced by any indebtedness and any amounts withdrawn by Timeline Labs from the escrow established for working capital purposes;

 

  •   $1.9 million in shares of our common stock paid at closing (344,055 shares);

 

  •   $1.4 million in cash and $0.5 million in shares of our common stock deposited in escrow at closing with respect to specified indemnification matters;

 

  •   Deferred stock consideration aggregating $5.6 million in shares of our common stock, paid six months from closing and one year from closing with an aggregate $0.6 million in value of such shares deposited in escrow with respect to specified indemnification matters; and

 

  •   Earnout payments totaling up to $2.5 million to be settled in shares of our common stock, based on the operations of Timeline Labs, measured by qualifying revenue, on a cumulative and one-year performance target basis for the periods ended January 31, 2016 and 2017.

Timeline Labs is a California-based Software-as-a-service (“SaaS”) company that enables local broadcasters, national news organizations and other media companies and brands to analyze social media messages in real-time, find and broadcast social trends, and measure viewing audience engagement across television, mobile and personal computers. Results of operations for Timeline Labs will be included in SeaChange’s consolidated financial statements from the date of acquisition.