UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTSMerger Agreement • April 18th, 2007 • On Assignment Inc • Services-help supply services
On Assignment, Inc., (“On Assignment”), entered into an Agreement and Plan of Merger, dated as of January 3, 2007, as amended January 30, 2007, (the “Agreement”), by and among On Assignment, On Assignment 2007 Acquisition Corp., a wholly-owned subsidiary of On Assignment, Oxford Global Resources, Inc. (“Oxford”) and Thomas F. Ryan, as Indemnification Representative, pursuant to which On Assignment acquired all of the outstanding shares of Oxford (the “Merger”). The Merger was completed on January 31, 2007. According to the terms of the Agreement, the purchase price paid by On Assignment was $190.1 million in cash and $10.0 million in common stock. The former stockholders of Oxford have the opportunity to achieve an earn-out of up to $12.0 million based on Oxford’s 2007 and 2008 performance. As a result of the Merger, Oxford became a wholly-owned subsidiary of On Assignment.
