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News Alert from PR Newswire via Quote.com
Topic: (AMEX:KEA) Keane Inc,
Quote.com News Item #5159662
Headline: Keane Signs Agreement to Acquire Omega Systems; Acquisition Will
Expand Keane's Presence in Pittsburgh Marketplace
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PITTSBURGH, Jan. 23 /PRNewswire/ -- Leading software services firm Keane,
Inc. (AMEX:KEA) today announced it has signed a definitive agreement to
acquire Pittsburgh-based Omega Systems, a privately-held, $6 million
application development and software consulting company. The transaction will
be accounted for as a pooling of interests.
The proposed acquisition, which will enable Keane to expand its presence
in Pittsburgh, is consistent with Keane's strategy to achieve critical mass in
markets it serves. Combining operations will increase Keane's Pittsburgh
consulting staff to 130 employees. It will also enable Keane to provide its
full range of application development, integration and outsourcing solutions
to an increased client base.
"Acquiring Omega will be an important step in establishing our leadership
in a market with a strong demand for the types of services Keane provides,"
said Brian Keane, Office of the President for Keane. "Omega's strengths in
application development and support complement Keane's industry-leading
application management, development and integration solutions. We also
believe that there is a strong synergy between the two companies' core values,
culture and project management business philosophy."
It is anticipated that Omega's senior management will assume management
positions within the combined Pittsburgh operation.
"I am very pleased that Omega will become an integral part of Keane, a
national firm with an outstanding reputation," said Bill Mariotti, president
of Omega Systems. "Together, Omega and Keane can address the highly
competitive information services environment by helping our joint clients
evaluate and capitalize on new technologies and delivering on-time and within
budget solutions."
Upon consummation of the merger, Keane will issue or reserve for issuance
approximately 190,000 shares of its Common Stock in exchange for all of the
outstanding shares and vested options to acquire shares of Omega. The
transaction is scheduled to close on or about January 30, 1998.
The consummation of the merger is subject to approval by the stockholders
of Omega and the satisfaction of certain other conditions. In connection with
the merger agreement, certain Omega stockholders, who currently own
approximately 88% of the outstanding shares of Omega, have agreed to vote
their Omega shares in favor of the merger.
Keane, Inc. is a $600 million application development, outsourcing and
integration services firm headquartered in Boston, Massachusetts. Keane helps
Fortune 1000 corporations, government agencies and healthcare institutions
achieve their business objectives by developing, maintaining and applying
information technology. Keane's services, delivered through a North American
network of 40 branch offices, include application development, application
management outsourcing, year 2000 compliance, and help desk outsourcing.
Information about the company is available via the Internet's World Wide Web
at keane.com.
This press release contains forward-looking statements that involve a
number of risks and uncertainties, including statements regarding the expected
consummation of the acquisition of Omega and the future benefits Keane expects
to derive as a result of such acquisition. There are a number of factors that
could cause actual results to differ materially from those indicated. Such
factors include, without limitation, the satisfaction of various customary
closing conditions, Keane's success in integrating Omega into its own
operations, and the various factors set forth under the caption "Certain
Factors That May Affect Future Results" in Keane's annual report or Form 10-K
for the year ended December 31, 1996, which important factors are incorporated
herein by reference. |
