CIBER and Business Information Technology agree in principle on merger.ENGLEWOOD, Colo.--(BUSINESS WIRE)--June 19, 1995--Bob G. Stevenson, President and Chief Executive Officer of CIBER CIBER Center for International Business Education and Research (various locations) CIBER Center for International Business and Research (Michigan State University) CIBER Cellular Inter-Carrier Billing Exchange Record , Inc. (Nasdaq - CIBR) announced today the execution of a letter of intent to merge into CIBER privately-held Business Information Technology, Inc. ("BIT"), Wilmington, Delaware Wilmington is the largest city in the state of Delaware and is located at the confluence of the Christina River and Brandywine Creek, near where the Christina flows into the Delaware River. . The acquisition will be structured as a tax-free exchange tax-free exchange An exchange of assets between taxpayers in which any gain or loss is not recognized in the period during which the exchange takes place. Rather, taxpayers are required to adjust the basis of assets exchanged. and will be accounted for using the "pooling of interests Pooling of Interests An accounting method, used in mergers and acquisitions, where the balance sheet items of the two companies are simply added together. Notes: The opposite of pooling of interests is the purchase acquisition method. " accounting method. Under the letter of intent, CIBER will acquire BIT in exchange for approximately 700,000 restricted shares of CIBER's common stock. The transaction is subject to the execution of a definitive agreement and customary conditions. Both parties expect to execute a definitive agreement shortly and to close the transaction by the end of June, 1995. BIT's current running rate of revenues (consulting fees and reimbursable expenses) is approximately $24,000,000. "Business Information Technology is a material, strategic addition for CIBER. BIT is PeopleSoft's largest Implementation Partner and is a leading integrator of client/server systems. With principal offices in the metropolitan areas of Philadelphia, Chicago and San Francisco San Francisco (săn frănsĭs`kō), city (1990 pop. 723,959), coextensive with San Francisco co., W Calif., on the tip of a peninsula between the Pacific Ocean and San Francisco Bay, which are connected by the strait known as the Golden , as well as Toronto, Ontario, BIT represents a sizeable statement in CIBER's strategy to become a serious system integration participant," stated Bob Stevenson. The acquisition of BIT will assist CIBER in implementing its strategy to expand into other significant markets as well as to continue its thrust into a greater proportion of project related activities. "BIT adds more than a decade of human resource packages expertise and a highly experienced team of systems managers and consultants. John Maitland John Maitland can refer to-
BIT's corporate operations will be headquartered in Concord, Calif. It will operate as a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of CIBER. The combined CIBER and BIT operations will represent over $100 million in revenue annually and approximately 1,500 employees operating in over 25 cities in 20 states from coast to coast, plus Toronto. "BIT will continue its strong relationship with PeopleSoft, which is the leader in Human Resources The fancy word for "people." The human resources department within an organization, years ago known as the "personnel department," manages the administrative aspects of the employees. client/server packaged software. PeopleSoft's other packaged products include its Financials, Distribution and Education systems, and its recently announced Manufacturing modules," stated John Maitland, who will continue as President of BIT. "Additionally, BIT implements packaged products of other major manufactures such as ADP (1) (Automatic Data Processing) Synonymous with data processing (DP), electronic data processing (EDP) and information processing. (2) (Automatic Data Processing, Inc., Roseland, NJ, www.adp. and Integral. BIT also has project management templates and proprietary software tools and services that make it a preferred software package implementation partner. Our consulting managers may be our real competitive advantage; their experience and ability to problem-solve have built our reputation for successful implementations." Maitland also added that PeopleSoft's latest independently conducted survey of its clients ranked BIT first in quality service for those implementation partners having over a 10% market share. It is expected CIBER's fourth fiscal quarter, ending June 30, 1995, will reflect a charge for merger related costs; however, fiscal 1995 annual earnings per share are not expected to change materially from analysts' projections. The new operations are expected to be accretive beginning July 1. CIBER, Inc. is a leading national provider of computer-related information technology services. Through a nationwide network of branch offices, CIBER's employees help clients design, program, implement and maintain customized and packaged application software systems. CIBER's services are generally provided on-site to large commercial clients who have substantial data processing operations. CIBER also provides project management and outsourcing services. CONTACT: CIBER, Inc., Englewood Kara Kara (kär`ə), river, c.140 mi (230 km) long, NE European and NW Siberian Russia. It flows N from the N Urals into the Kara Sea, forming part of the traditional border between European and Asian Russia. It is navigable in its lower course. Kennedy, 303/220-0100 |
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