|3 Months Ended|
Mar. 31, 2018
|Subsequent Events [Abstract]|
On April 19, 2018, we entered into an acquisition agreement, by which we acquired substantially all of the outstanding membership units of NovelPay, LLC (“NovelPay”), other than those owned by ClickPay Services, Inc. On the same day, we also entered into an agreement and plan of merger, by which we acquired all of the outstanding stock of ClickPay Services, Inc. (collectively with NovelPay, “ClickPay”). Under the acquisition agreement, certain holders retained a portion of their units representing approximately 12% of the membership units of NovelPay, subject to put rights that may be exercised by the holders after September 1, 2018 and call rights that may be exercised by RealPage after October 1, 2018. The exercise price of the put rights and call rights is the same as the per unit price of the membership units purchased at the closing.
The combined purchase price, assuming exercise of the put or call rights, is approximately $218.5 million, consisting of a cash payment of $142.2 million and $76.3 million in shares of our common stock, subject to a working capital adjustment and a holdback of a portion of the purchase price to serve as security in respect of the indemnification and post-closing purchase price adjustments. The holdback will be payable on or shortly after the first and second anniversary dates of the acquisition date.
ClickPay provides for an electronic payment platform servicing resident units across multiple segments of real estate, which offers integrated payment services to increase operational efficiencies for property owners and managers. The acquisition of ClickPay broadens our presence in the real estate industry, and solidifies the integration of our leasing platform with third-party property management systems.
Due to the timing of this acquisition, certain disclosures required by ASC 805, including the allocation of the purchase price, have been omitted because the initial accounting for the business combination was incomplete as of the filing date of this report. Such information will be included in the Company's subsequent Form 10-Q.
The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business.
Reference 1: http://www.xbrl.org/2003/role/presentationRef