Federal Services Acquisition Announces Chief Financial Officer Appointment
May 18 2006 - 6:39PM
PR Newswire (US)
NEW YORK, May 18 /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 Stuart R. Lloyd, will join the Company as
Chief Financial Officer effective at the closing of the acquisition
of Advanced Technology Systems, Inc. Prior to the acquisition
closing, Mr. Lloyd, through a firm owned by him, will consult with
Federal Services in its acquisition process and be paid for such
services at the closing. Lloyd has over 30 years of experience in
corporate accounting. Most recently with PEC Solutions, Inc.
(NASDAQ:PECS), a public company with estimated 2005 revenue of more
than $270 million and over 1,700 employees, that was acquired by
Nortel Networks in June 2005. Lloyd held the titles of Senior Vice
President, Chief Financial Officer and Treasurer and served on the
Company's Board of Directors. Prior to PEC, Lloyd was a partner at
Gelman, Rosenberg & Freedman, a certified public accounting
firm, and, earlier, was the principal at his own certified public
accounting firm. In both of these roles, he specialized in working
with government contractors, clients in Defense Contract Audit
Agency (DCAA) audits and contract negotiations with other
government agencies. Lloyd is a certified public accountant and
received his B.S. in business administration from The American
University. "We are very pleased to welcome Stuart Lloyd to the
Federal Services' management team," stated Joel Jacks, Chairman and
CEO of Federal Services. "His experience in accounting for
government and federal services companies, as well as his role in
managing a public company, will surely add significant and
immediate value. His guidance will prove important both through the
proxy and merger process, as well as after the merger is
completed." 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 $84.0 million in cash and 173,913 shares
of our common stock at closing, and up to an additional $39.0
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 derived
approximately 90% of its total revenue in fiscal 2005 from
contracts with the U.S. government and government-sponsored
enterprises. 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 Alan Katz, Investor
Relations of CJP Communications for Federal Services Acquisition
Corporation, +1-212-279-3115 ext. 211, Web site:
http://www.fedsac.com/ http://www.atsva.com/
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