Federal Services Acquisition Corporation Announces New Directors
03 Maio 2006 - 7:18PM
PR Newswire (US)
Government Services and Industry Veterans to Join as Directors NEW
YORK, May 3 /PRNewswire-FirstCall/ -- Federal Services Acquisition
Corporation ("Federal Services") (OTC:FDSAOTC:FDSAUOTC:FDSAW)
(BULLETIN BOARD: FDSA, FDSAU, FDSAW) , a Special Purpose
Acquisition Company formed to acquire an operating business in the
federal services and defense industries, today announced that it
has expanded its Board of Directors to include two new independent
directors: Joseph A. Saponaro and Edward J. Smith. Joseph A.
Saponaro has over 40 years of experience, including more than 25
years in a senior management role, in information technology
software systems, services and products for the U.S. government and
the commercial markets. Most recently, Saponaro was president of
L-3 Government Services, Inc. (L-3GSI), a division of L-3
Communications (NYSE:LLL). Prior to joining L-3GSI, Saponaro served
as sector president and general manager of The Titan Corporation.
He was also previously the president of AverStar, Inc., a provider
of information technology services and software products for the
mission-critical systems of federal civilian and defense agencies
and large commercial companies that was acquired by The Titan
Corporation from a group of investors that included CM Equity
Partners, L.P. for $205 million in June 2000. Edward J. Smith is
currently the president of Barnegat Bay Capital Inc., a corporate
finance advisory services and consulting firm. He currently sits on
the Boards of Directors of Global Imaging Systems, Inc.
(NASDAQ:GISX), a leading office imaging solutions company, and
Fargo Electronics, Inc (NASDAQ:FRGO), a global leader in creating
secure technologies for card identity systems. During approximately
30 years in major securities firms, he has held managing director
roles in investment banking at Prudential Securities Incorporated,
Kidder, Peabody & Co. Incorporated, Merrill Lynch Capital
Markets and Shearson Lehman Brothers Inc. In those capacities he
was a senior investment banker leading a large number of financial
transactions in the technology sector. "We are very much looking
forward to working with Joe and Ed," stated Joel Jacks, Chairman
and CEO of Federal Services. "We have known both of these
individuals for a number of years and have been impressed by their
business acumen and relationships within the government, IT and
federal services industries. We have worked closely with Joe
Saponaro in the past, and we expect him to make a major
contribution to the growth of Federal Services, particularly after
the deal with ATS is completed. Similarly, Ed Smith's extensive
business governance and financial experience will provide instant
value and guidance, supporting the growth of our company." Federal
Services also announced that director Art Money has submitted his
resignation from its Board effective May 3, 2006, due to time
constraints. Art Money will continue to serve as a Special Advisor
to the Federal Services Board of Directors. On April 20, 2006,
Federal Services announced that it had signed a definitive stock
purchase agreement with privately-owned Advanced Technology
Systems, Inc. ("ATS") pursuant to which Federal Services will
purchase all of the outstanding capital stock of ATS for $84
million in cash and $1 million in stock at closing, and up to an
additional $39 million in contingent payments. ABOUT ATS ATS,
headquartered in McLean, Virginia, is a leading provider of systems
integration and application development, IT infrastructure
management and strategic IT consulting services to U.S. federal
government agencies. Since its founding in 1978, ATS has been
recognized for its custom software development and software
integration capabilities and its deep domain expertise in federal
government financial, human resource and data management systems.
ATS is currently executing on over 120 contracts for multiple
civilian and defense agencies including: The Department of Homeland
Security; The Office of the Secretary of Defense; Defense Logistics
Agency; The U.S. Air Force; The Department of Housing and Urban
Development; and Pension Benefit Guarantee Corporation. The
majority of ATS' contractual relationships are long-term in nature,
and many of its customer relationships have been in place for over
a decade. ATS is the prime contractor on over 75% of its federal
services contract revenue. The majority of its work is performed
under time and material (T&M) contracts. Over the past 28
years, ATS has built and implemented over 100 mission- critical
systems for clients. This large installed base of work provides
continuous opportunities for maintenance and upgrades, and
positions ATS to address legacy software and systems issues and
perform complex migration projects as clients move to next
generation technologies. With over 600 employees possessing
diverse, hard-to-replicate technical skills, institutional
knowledge and insight accumulated over nearly three decades, ATS
competes effectively for prime and sole source service contracts
and has succeeded in recent years in expanding its reach and
presence in the federal services market. ATS' financial management
software expertise assists clients preparing for the government's
increased financial accountability standards. ATS' data management
systems expertise allows clients to increase efficiency with better
human resource and case management tracking capabilities, while
also allowing them to organize and track information easily.
Additionally, ATS' IT outsourcing capabilities provide ATS with an
opportunity to develop long-term value added partnerships with
clients that allow end-users and government agencies to focus on
core mission priorities, while reducing expenditures on systems
management. In addition, ATS leverages its IT services, management
consulting, and software and systems development solutions
expertise into financial institutions, insurance companies and
government sponsored enterprises through a wholly-owned subsidiary,
Appix, Inc. ("Appix"). Appix is one of the largest providers of
outsourced professional services at Fannie Mae and currently serves
many Fortune 500 financial services and insurance companies. Appix
has experienced strong organic growth, which has been complemented
by small strategic acquisitions. Additional information about ATS
may be found at http://www.atsva.com/. ABOUT FEDERAL SERVICES
Federal Services is a blank check company that was formed to
acquire an operating business in the federal services and defense
industries. Federal Services consummated its initial public
offering on October 25, 2005, receiving net proceeds of
approximately $119 million through the sale of 21,000,000 units of
its securities at $6.00 per unit. The Board of Directors of Federal
Services includes Dr. Edward H. Bersoff, the founder and former CEO
of BTG Inc., a federal services company that was sold to The Titan
Corporation, and Joel R. Jacks and Peter M. Schulte, the
co-founders of CM Equity Partners, a private equity firm that has
completed several federal services acquisitions. Dr. Bersoff will
become Chairman and Chief Executive Officer of Federal Services and
ATS upon consummation of the transaction. Joel Jacks and Peter
Schulte will remain board members of Federal Services following the
closing, and will no longer hold executive management positions.
Additional information about Federal Services may be found at
http://www.fedsac.com/ FORWARD-LOOKING STATEMENTS This press
release contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are statements that are not historical
facts. Such forward-looking statements are based upon the current
beliefs and expectations of Federal Services' management and are
subject to risks and uncertainties which could cause actual results
to differ from the forward-looking statements. The following
factors, among others, could cause actual results to differ from
those set forth in the forward-looking statements: -- Federal
Services being a development stage company with no operating
history; -- Federal Services' dependence on key personnel, some of
whom may not remain with Federal Services following a business
combination; -- risks that the acquisition of ATS or another
business combination may not be completed due to failure of the
conditions to closing being satisfied or other factors; -- Federal
Services personnel allocating their time to other businesses and
potentially having conflicts of interest with our business; --
Federal Services potentially being unable to obtain additional
financing to complete a business combination; -- the ownership of
Federal Services' securities being concentrated; and -- risks
associated with the federal services sector in general and the
defense and homeland security sectors in particular; as well as
other relevant risks detailed in Federal Services' filings with the
U.S. Securities and Exchange Commission. The information set forth
herein should be read in light of such risks. Federal Services does
not assume any obligation to update the information contained in
this press release. ADDITIONAL INFORMATION Stockholders of Federal
Services are urged to read the proxy statement regarding its
proposed acquisition of ATS when it becomes available as it will
contain important information regarding ATS and the transaction.
Copies of the proxy statement and other relevant documents filed by
Federal Services, which will contain information about Federal
Services and ATS, will be available when filed and without charge
at the U.S. Securities and Exchange Commission's Internet site
(http://www.sec.gov/). The definitive proxy statement, when
available, may also be obtained from Federal Services without
charge by directing a request to Federal Services Acquisition
Corporation, 900 Third Avenue, 33rd Floor, New York, New York
10022-4775. Federal Services and its directors and executive
officers may be deemed to be participants in the solicitation of
proxies in respect of the proposed acquisition of ATS. Information
regarding Federal Services' directors and executive officers is
available in its Form 10-K for the year ended December 31, 2005,
filed with the U.S. Securities and Exchange Commission. Other
information regarding the participants in the proxy solicitation
and a description of their direct and indirect interests, by
security holdings or otherwise, will be contained in the proxy
statement to be filed with the U.S. Securities and Exchange
Commission when it becomes available. Company Contact: Joel R.
Jacks Chairman and Chief Executive Officer Federal Services
Acquisition Corporation (646) 403-9765 Investor Relations Contact:
Alan Katz Investor Relations CJP Communications for Federal
Services Acquisition Corporation (212) 279-3115 ext. 211
DATASOURCE: Federal Services Acquisition Corporation CONTACT: Joel
R. Jacks, Chairman and Chief Executive Officer of Federal Services
Acquisition Corporation, +1-646-403-9765; or Investor Relations
Contact - Alan Katz, Investor Relations of CJP Communications for
Federal Services Acquisition Corporation, +1-212-279-3115 ext. 211,
Web site: http://www.atsva.com/ http://www.fedsac.com/
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