Form 8-K MAXIMUS INC For: Apr 01

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report:  April 6, 2015
Date of earliest event reported:  April 1, 2015
______________

MAXIMUS, INC.
(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code:  (703) 251-8500

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

As previously announced in a Form 8-K filed on March 9, 2015, MAXIMUS Federal Services, Inc., a wholly-owned subsidiary of MAXIMUS, Inc. (the “Company”), entered into a definitive Equity Purchase Agreement (the “Purchase Agreement”) on March 6, 2015 to acquire Acentia, LLC (“Acentia”) for a cash purchase price of $300 million, subject to certain reductions and adjustments (the “Acquisition”).  The Acquisition was completed on April 1, 2015.  The Company funded the Acquisition and related costs and expenses with cash on hand and a borrowing of $225 million under its revolving credit facility.

The foregoing does not constitute a complete summary of the terms of the Purchase Agreement, and reference is made to the complete text of the Purchase Agreement filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 9, 2015 and incorporated by reference herein.

The information included in Item 2.01 above is incorporated herein by reference.

On April 6, 2015, the Company issued a press release announcing the completion of the Acquisition.  The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 7.01 and in Exhibit 99.1 to this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into future filings by the Company under the Exchange Act or under the Securities Act of 1933, except to the extent specifically provided in any such filing.

The Company will furnish the financial statements of the business acquired as required by Item 9.01(a) by amendment not later than 71 calendar days after the date on which the initial Current Report on Form 8-K with respect to the consummation of the Acquisition reported under Item 2.01 of this report is required to have been filed with the SEC pursuant to SEC rules.

The Company will furnish the pro forma financial information required by Item 9.01(b) by amendment not later than 71 calendar days after the date on which the initial Current Report on Form 8-K with respect to the consummation of the Acquisition reported under Item 2.01 of this report is required to have been filed with the SEC pursuant to SEC rules.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EXHIBITS

5

Exhibit 99.1

MAXIMUS Completes Acentia Combination and Expands U.S. Federal Services Business

RESTON, Va.--(BUSINESS WIRE)--April 6, 2015--MAXIMUS (NYSE: MMS), a leading provider of government services worldwide, announced today that on April 1, 2015, it completed the acquisition of Acentia, a provider of systems modernization, software development, program management, and other information technology services and solutions to U.S. federal government civilian and health agencies. The acquisition expands the Company’s U.S. federal services business through additional contract vehicles and access to federal government agencies that are core to the MAXIMUS business model.

The all-cash transaction is valued at approximately $300 million. MAXIMUS funded the acquisition and related costs and expenses with cash on hand and $225 million borrowed under its revolving credit facility.

MAXIMUS will provide additional financial details and make any updates to guidance on May 7, 2015 concurrent with the reporting of its results for the fiscal 2015 second quarter ending March 31, 2015.

“We are pleased to report the completion of the combination with Acentia. The combination better positions MAXIMUS as a full-service provider of business process management services coupled with technology solutions to serve U.S. federal civilian and health agencies. The acquired client relationships and contract vehicles serve as an additional growth platform for our U.S. federal business,” commented Richard A. Montoni, Chief Executive Officer of MAXIMUS. “We welcome the approximately 1,000 employees joining us from Acentia and are very appreciative of their strong commitment to excellent client service.”

About MAXIMUS

MAXIMUS is a leading operator of government health and human services programs in the United States, United Kingdom, Canada, Australia and Saudi Arabia. The Company delivers business process services to improve the cost effectiveness, efficiency and quality of government-sponsored benefit programs, such as the Affordable Care Act, Medicaid, Medicare, Children's Health Insurance Program (CHIP), Health Insurance BC (British Columbia), as well as welfare-to-work and child support programs around the globe. The Company's primary customer base includes federal, provincial, state, county and municipal governments. Operating under its founding mission of Helping Government Serve the People^®, MAXIMUS has approximately 16,000 employees worldwide. For more information, visit www.maximus.com.

Statements that are not historical facts, including statements about the Company's confidence and strategies and the Company's expectations about revenues, results of operations, profitability, future contracts, market opportunities, market demand or acceptance of the Company's products or the Company’s ability to leverage the technology, expertise and resources of Acentia are forward-looking statements that involve risks and uncertainties. These uncertainties could cause the Company's actual results to differ materially from those indicated by such forward-looking statements and include reliance on government clients; risks associated with government contracting; risks involved in managing government projects; legislative changes and political developments; opposition from government unions; challenges resulting from growth; adverse publicity; and legal, economic, and other risks detailed in Exhibit 99.1 to the Company's most recent Quarterly Report filed with the Securities and Exchange Commission, found on www.maximus.com.

CONTACT:
MAXIMUS
Investors:
Lisa Miles, 703-251-8637
or
Media:
Jessica Klenk, 415-247-1672

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