
The transaction includes the purchase of assets and assumption of certain liabilities of Xtrasource as well as the acquisition of its European operations. As part of the transaction, Xtrasource will be eligible for a five-year earn-out based on a percentage of EBITDA to be generated from its current and future clients. Sento also acquires the senior secured debt of Xtrasource held by an outside party. As the sole secured creditor, Sento intends to renegotiate and pay off the unsecured and secured liabilities using the cash and accounts receivable Xtrasource has at closing. The net liabilities to be assumed by Sento are estimated at $500,000. The transaction has been approved by the Boards of Directors of both companies and the Work Councils in each European facility. It’s subject to final legal and accounting review and normal terms and conditions. The management team and employees of Xtrasource are expected to continue at the company. Sento plans to make capital investments of approximately $1.5 million over the next 18 months related to facility and equipment enhancements for the Xtrasource operations, including the relocation of its offices in Enschede. For more info, www.sento.com.
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