THEY BOUGHT em>>>rock and roll heres newsTuesday August 10, 08:32 AM Eastern time
Company Press Release
SOURCE:Lucent Technologies
Lucent Technologies to Merge with INS, a Global Leader In Network Consulting, Design and Integration
Creates a Clear Leader in the Rapidly Growing Professional Services And Support Market for Communications Networks
MURRAY HILL, N.J., Aug. 10 /PRNewswire/ -- Targeting the rapidly growing market for consulting, design, integration and support for next-generation networks, Lucent Technologies (NYSE: LU) today announced it has signed a definitive agreement to merge with International Network Services (Nasdaq: INSS).
Under terms of the agreement, each share of INS will be converted into 0.8473 shares of Lucent. Based on Lucent's closing stock price of 63-5/8 on Aug. 9, the merger would be valued at approximately 3.7 billion, or about 54 an INS share, on a fully diluted basis.
The merger is expected to be completed during Lucent's first quarter of fiscal 2000, which ends on Dec. 31, 1999, and will be accounted for as a pooling of interests. Lucent expects the merger to be neutral to earnings in fiscal 2000.
"Lucent is focused on the fastest growing markets in communications networking," said Rich McGinn, Lucent Technologies chairman and chief executive officer, "and professional services and support is clearly one of them."
"The convergence of voice and data is driving tremendous demand for services and support. Businesses and service providers are looking for help in designing, managing, and evolving their increasingly complex multivendor networks," McGinn said. "Together, Lucent and INS will offer customers the industry's deepest portfolio of network planning, design, integration, maintenance and management solutions.
"INS will significantly expand Lucent's NetCare offerings, adding enhanced network design and consulting capabilities and nearly a decade of Internet protocol integration experience to our already deep array of services and support, which include remote diagnostic and round-the-clock monitoring services," McGinn explained. "Moreover, INS' INSoft performance management software complements Lucent's advanced communications software portfolio."
Based in Sunnyvale, Calif., INS is the world's largest independent network consulting provider. Customers include more than 50 of the Fortune 100 companies, one-third of the Fortune 1000, and many established and emerging telecommunications service providers and technology vendors.
The market for services and support for communications networks is estimated to be growing at more than 16 percent annually from 96 billion in 1999 to 153 billion in 2002. In fiscal 1999, INS' revenues grew at five times that rate.
Founded in 1991, INS was organized to consult with large-scale clients with complex, multi-vendor data networks. The company went public in 1996 and is now the largest publicly traded network services organization in the world. Today there are about 2,200 employees working at INS worldwide. Among INS' major customers are AT&T, MCI WorldCom, Cisco Systems, Sprint, Microsoft, Compaq Computers and First Union.
Through its INSoft Division, INS also offers industry-leading software solutions for managing and optimizing distributed applications on networks. INS will become part of Lucent's NetCare organization. John Drew, currently president and chief executive officer of INS, will lead the combined organization of 5,500 people. Drew joined INS in 1994 and became president and chief operating officer in 1996, and CEO in 1997. Prior to joining INS, Drew spent 10 years at Unisys Corporation, where he was instrumental in creating the fourth largest network integration business in the U.S.
"As successful as INS has been as a stand-alone company, this merger takes us to a new level," said Drew. "Lucent adds its strength with service providers, an already world-class NetCare organization, its unparalleled Bell Labs research and the industry's broadest portfolio of complete networking solutions. Our combined companies will offer customers a level of service in designing, integrating and managing next-generation networks that is simply unmatched."
Currently NetCare has more than 10,000 enterprise and service provider customers including Bell Atlantic, U S WEST, Northpoint, Covad, Jato, Rythyms, Splitrock, UUNET/MCI WorldCom, AT&T, Retevision, Telstra-Australia and KPN Telcom. Its enterprise customers include Georgia Pacific, Comdisco, The Associates and Promus Hotels.
Lucent Technologies' NetCare(R) Professional Services network lifecycle support services include customer training and certification, professional consulting, design, engineering and integration, maintenance and network management services for voice, data and video networks.
About INS
INS is a global provider of network consulting and software solutions. INS provides professional services for the full life cycle of a network, including planning, design, implementation, operations and optimization, and maintains expertise in the most complex network technologies and multi-vendor environments. Through its INSoft Division, INS offers industry-leading software solutions for managing and optimizing application-ready networks. As of June 30, INS had 2,169 employees and provided service from 43 locations. INS headquarters are located at 1213 Innsbruck Drive, Sunnyvale, California 94089. The INS Web site is located at ins.com. INS is a public company, trading under the Nasdaq symbol INSS.
About Lucent
Lucent Technologies designs, builds and delivers a wide range of public and private networks, communications systems and software, business telephone systems and microelectronics components. Bell Labs is the research and development arm for the company. More information about Lucent Technologies, headquartered in Murray Hill, N.J., is available on its web site at lucent.com.
This news release contains forward-looking statements based on current expectations, forecasts and assumptions that involve risks and uncertainties that could cause actual outcomes and results to differ materially. These risks and uncertainties include future stock market returns, price and product competition, dependence on new product development, reliance on major customers, readiness for Year 2000, control of costs and expenses, international growth, general industry and market conditions and growth rates and general domestic and international economic conditions including interest rate and currency exchange rate fluctuations. For a further list and description of such risks and uncertainties, see the reports filed by Lucent with the Securities and Exchange Commission. Lucent disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. |
