Attached files
| file | filename |
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| 8-K - KEYW HOLDING CORP | v205828_8k.htm |
| EX-2.1 - KEYW HOLDING CORP | v205828_ex2-1.htm |
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FOR
IMMEDIATE RELEASE
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Contact:
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Ed Jaehne
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Chief Strategy Officer
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443-270-5300
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KEYW
Completes Acquisition of Everest Technology Solutions
Hanover,
MD, December 13, 2010 (GlobeNewswire) – KEYW Corporation
(NASDAQ: KEYW) is pleased to announce completion of the acquisition
of Everest Technology Solutions, Inc. (www.everesttsi.com)
that was announced on December 2, 2010. As previously
disclosed, Everest brings added depth of capabilities and experience with our
largest Intelligence Community (IC) customer, as well as expanded breadth of
contracts and experience with other members of the IC.
KEYW has
now completed 9 acquisitions since the founding of the Company in August
2008. Everest joins KEYW’s strategic platform for agile cyber
superiority solutions. With the addition of the Everest team, KEYW
now has over 700 employees with approximately 600 holding the highest clearance
level, TS/SCI.
Under the
previously disclosed terms of the purchase agreement, KEYW has purchased all of
the outstanding capital stock of Everest for $28 million in cash (exclusive of
accounting and attorney fees and customary closing costs and adjustments) and
149,054 shares of KEYW Common Stock. The number of shares of KEYW
stock issued was calculated by dividing $2.0 million by the average closing
price of KEYW common stock for the ten trading days immediately preceding
closing. KEYW expects that the acquisition will be accretive, subject
to a final purchase price accounting analysis. Bluestone Capital
Partners (www.bluestonecapitalpartners.com)
provided Everest with merger and acquisition advice and support and was
instrumental in completing this transaction quickly and
efficiently.
About KEYW: KEYW provides
agile cyber superiority and cybersecurity solutions, primarily for U.S.
Government intelligence and defense customers. We create our
solutions by combining our services and expertise with hardware, software, and
proprietary technology to meet our customers’ requirements. For more
information contact KEYW Corporation, 1334 Ashton Road, Hanover, Maryland 21076;
Phone 443-270-5300; Fax 443-270-5301; E-mail investor@keywcorp.com, or on the
Web at www.keywcorp.com.
Forward-Looking
Statements: Statements made in this press release that are not historical facts
constitute forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Such statements
include but are not limited to statements about our future expectations, plans
and prospects, and other statements containing the words “estimates,”
“believes,” “anticipates,” “plans,” “expects,” “will,” “potential,” and similar
expressions. Our actual results, performance or achievements or
industry results may differ materially from those expressed or implied in these
forward-looking statements. These statements involve numerous risks
and uncertainties, including but not limited to those risk factors set forth in
our prospectus, dated September 30, 2010 and filed with the Securities and
Exchange Commission (SEC) on October 1, 2010 pursuant to Rule 424(b)(4) under
the Securities Act of 1933, and other filings that we make with the SEC from
time to time. Due to such uncertainties and risks, readers are
cautioned not to place undue reliance on such forward-looking
statements. KEYW is under no obligation to (and expressly disclaims
any such obligation to) update or alter its forward-looking statements whether
as a result of new information, future events or otherwise.
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