To: Charly who wrote (2256 ) 5/5/1999 10:44:00 AM From: Charly Respond to of 3541
Wednesday May 5, 10:24 am Eastern Time Company Press Release International Fibercom, Inc. Purchases BlueRidge Solutions, LLC BlueRidge Brings E-commerce Application Development to IFCI PHOENIX--(BUSINESS WIRE)--May 5, 1999--INTERNATIONAL FIBERCOM, INC. (NASDAQ:IFCI - news) and its Chairman and CEO Joseph P. Kealy today announced that the Company has purchased the net assets of privately owned BlueRidge Solutions, LLC for up to $3.3 million in cash and common stock. On a preliminary unaudited basis, BlueRidge reported sales of $917,000 for year ended December 31, 1998, and pretax income for that period of $490,000. This acquisition will be accounted for as a purchase. BlueRidge will operate as a wholly owned subsidiary of IFCI. BlueRidge, based in Phoenix is a young consulting and software development firm specializing in the development of internet based applications and network design. It provides e-Commerce site development, interactive web based application development, web design, custom software development and network hardware architecture and system design. It has technology partnership agreements with Microsoft (MSFT), Sybase (SYBS) and Netscape. The purchase agreement called for a total purchase price of up to $3.3 million, $1.3 million of which was paid at closing. This initial payment consisted of $963,750 in cash with the balance paid in common stock of the Company. BlueRidge's principals can earn up to an additional $2.0 million if BlueRidge achieves certain after tax income targets, including at least $500,000 annually or $2.0 million cumulatively over the next three years. Subsequent payments may be in cash or in stock, at the discretion of the Blue Ridge principals, however with at least 25% must be paid in stock and 25% in cash. Shares issued have piggyback registration rights. Joseph P. Kealy, CEO and Chairman stated, ''Blueridge is a small but very profitable and fast growing technology company with significant expertise in the development of internet based technology. Blueridge's expertise covers both hardware and system design as well as software application development. Coupled with the recently acquired Inform Worldwide, we believe that IFCI is well positioned to bring internet application development to IFCI internally and to our customer base. We see great synergy for Blueridge with our systems integration company, Concepts in Communications, Inc. We also intend to use Blueridge internally to develop internet based applications for IFC Staffing, Inc., our newly developed telecommunications temporary staffing company, and to address the needs of our telecommunications equipment resale customers.'' This press release contains certain forward-looking statements and information within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements, by their very nature, include risks and uncertainties. Accordingly, the Company's actual results could differ materially from those discussed in this release. A wide variety of factors could cause or contribute to such differences and could adversely impact revenues, profitability, cash flows and capital needs. Such factors, many of which are beyond the control of the Company, include the following: the Company's success in obtaining new contracts; the volume and type of work orders that are received under such contracts; the accuracy of the cost estimates for projects; the Company's ability to complete its projects on time and within budget; levels of, and ability to collect accounts receivable; availability of trained personnel and utilization of the Company's capacity to complete work; the Company's ability to complete proposed acquisitions and, upon their completion, to integrate the acquisitions into its organization and manage its growth; competition and competitive pressures on pricing; and economic conditions in the United States and in the regions served by the Company. A more complete listing of cautionary statements and risk factors is contained in the Company's report on Form 10-KSB for the year ended December 31, 1998 filed with the Securities and Exchange Commission. -------------------------------------------------------------------------------- Contact: International FiberCom, Inc. Joseph P. Kealy or Douglas N. Kimball, 602/941-1900 --------------------------------------------------------------------------------