AFFILIATED COMPUTER SERVICES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
and disbursement of student aid as well as other support services related to student financial aid processing. The acquisition
was valued at $65.2 million plus related transaction costs, with assets acquired of $79.0 million and liabilities assumed of
$13.8 million. We recorded goodwill of $58.7 million (which is fully deductible for tax purposes) and $9.1 million in
customer related intangible assets, which are attributable to customer relationships with lives of three to ten years. Andersen's
operating results are included in our consolidated financial statements from the effective date of the acquisition, May 1, 2002
for the domestic operations and June 1, 2002 for the foreign operations. This acquisition is not considered material to our
results of operations; therefore, no pro forma information is presented.
In August 2001, we acquired the business process outsourcing services unit of National Processing Company ( NPC ). NPC
provides healthcare claims processing, credit card application processing, and airline lift ticket processing. As part of the
transaction, we acquired all of NPC's offshore operations in Jamaica, the Dominican Republic, Barbados, and a majority of
NPC's Mexican operations. The transaction value was $43 million plus related transaction costs, with assets acquired of $50.3
million and liabilities assumed of $7.3 million. We recorded goodwill of $25.8 million of which 61% is fully deductible for
tax purposes and $2.8 million in customer related intangible assets, which are attributable to customer relationships with an
aggregate anticipated useful life of approximately 3 years. NPC's operating results are included in our consolidated financial
statements from the effective date of the acquisition, August 1, 2001. This acquisition is not considered material to our results
of operations; therefore, no pro forma information is presented.
We completed four other acquisitions during fiscal 2002, two of which were included in our commercial segment, one in our
state and local governments segment, and one in our federal government segment. These acquisitions are not considered
material to our results of operations either individually or in the aggregate; therefore, no pro forma information is presented.
During fiscal year 2001, we acquired five companies. The most significant of these increased our presence in the state and
local government sector. We acquired the Global Government Solutions division of Systems & Computer Technology
Corporation, which delivers state and local government outsourcing solutions. We also acquired Business Resources
Corporation, which provides outsourced records management, document workflow imaging systems and services, and real
estate title plant services to state and local governments. These acquisitions are not considered material to our results of
operations either individually or in the aggregate; therefore, no pro forma information is presented.
We are obligated to make certain contingent payments to former owners based on the achievement of specified profit levels in
conjunction with certain acquisitions. During fiscal 2003, we made contingent consideration payments of $8.0 million related
to acquisitions completed in prior years. During fiscal 2002, we made no contingent consideration payments related to
acquisitions completed in prior years. As of June 30, 2003, the maximum aggregate amount of the outstanding contingent
obligations is approximately $30.9 million, none of which has been earned to date. Any such payments result in a
corresponding increase in goodwill.
Unaudited Pro Forma Financial Information
The following unaudited pro forma financial information presents a summary of our consolidated results of operations as if the
IMS and AFSA acquisitions had occurred at the beginning of the periods presented and are not necessarily indicative of future
results or actual results that would have been achieved had the acquisitions occurred at the beginning of the periods presented
(in thousands, except per share amounts). Pro forma information for these acquisitions is not presented for fiscal year 2003
because there is no difference between pro forma and reported financial information.
For the years ended
June 30,
2002
2001
Revenue
$
3,267,517
$ 2,835,551
Net income
256,268
181,811
Earnings per common share:
Basic
$
2.16
$ 1.82
Diluted
$
1.96
$ 1.64
42