Federal Services Acquisition Corporation Completes Acquisition of Advanced Technology Systems, Inc. and Announces Name Change to "ATS Corporation" and Stock and Warrant Repurchase Program
NEW YORK, NY -- (MARKET WIRE) -- January 16, 2007 -- Federal Services Acquisition Corporation
(OTCBB: FDSA) (OTCBB: FDSAU) (OTCBB: FDSAW) today announced the completion
of its acquisition of Advanced Technology Systems, Inc. ("ATS"). The
Company acquired all of the outstanding capital stock of ATS, and ATS has
become a wholly-owned subsidiary of the Company.
Dr. Edward H. Bersoff, who became the Company's Chairman, President and
Chief Executive Officer immediately following the completion of the
acquisition, commented, "We are extremely pleased to complete this
acquisition. Getting to this point has been difficult and time-consuming,
but we believe the completion of the acquisition of ATS and the
implementation of our business strategy will be rewarding for all of our
core constituents -- stockholders, employees and customers."
The Company is changing its name to ATS Corporation from Federal Services
Acquisition Corporation effective today. However, the Company's common
stock, units and warrants will continue to trade on the over-the-counter
bulletin board (OTCBB) under the symbols FDSA, FDSAU, and FDSAW,
respectively.
The Company also announced that its Board of Directors has authorized a
repurchase program involving the purchase of up to $15,000,000 worth of its
common stock and warrants in the open market from time to time over the
next twelve months. Following completion of the previously announced
redemption of 2,625,000 founders' shares at a price of $0.0011 per share
and the conversion of approximately 3,625,000 shares into cash in
connection with the vote to approve the acquisition of ATS, the Company
will have a total of approximately 20,000,000 shares of common stock
outstanding. This total does not include any shares issuable upon the
exercise of the Company's outstanding warrants to purchase 42,000,000
shares of common stock at an exercise price of $5.00 per share. The
warrants become exercisable today.
The timing of the share and warrant repurchases under the program will
depend on a variety of factors, including market conditions, but will begin
on or about the third business day following this announcement, and may be
suspended or discontinued at any time. Common stock acquired through the
repurchase program will be held as treasury shares and may be used for
general corporate purposes, including reissuances in connection with
acquisitions, employee stock option exercises or other employee stock
plans. The Company currently expects the repurchase program to focus on
purchases of common stock rather than warrants. Any warrants acquired
through the repurchase program will be cancelled.
FORWARD-LOOKING STATEMENTS
This document may contain "forward-looking statements" -- that is,
statements related to future -- not past -- events, plans, and prospects.
In this context, forward-looking statements may address matters such as our
expected future business and financial performance, and often contain words
such as "guidance," "expects," "anticipates," "intends," "plans,"
"believes," "seeks," "should," or "will." Forward-looking statements by
their nature address matters that are, to different degrees, uncertain.
For ATS Corporation, particular uncertainties that could adversely or
positively affect the Company's future results include: risks related to
the government contracting industry, including possible changes in
government spending priorities; risks related to the Company's business,
including its dependence on contracts with U.S. Federal Government agencies
and departments and continued good relations, and being successful in
competitive bidding, with those customers; uncertainties as to whether
revenues corresponding to the Company's contract backlog will actually be
received; risks related to the implementation of its strategic plan,
including the ability to make acquisitions and the performance and future
integration of acquired businesses; and other risks and uncertainties
disclosed in the Company's filings with the Securities and Exchange
Commission. These uncertainties may cause ATS Corporation's actual future
results to be materially different than those expressed in the Company's
forward-looking statements. ATS Corporation does not undertake to update
its forward-looking statements.
ABOUT ATS CORPORATION AND ADVANCED TECHNOLOGY SYSTEMS, INC.
ATS Corporation (formerly Federal Services Acquisition Corporation) 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.
Advanced Technology Systems, Inc. ("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 140 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) and fixed price 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.
Additional information about ATS may be found at http://www.atsva.com.
Contact Information: Company Contact:
Dr. Edward H. Bersoff
Chairman, President and Chief Executive Officer
ATS Corporation
(703) 288-1949
Investor Relations Contact:
Laura Kowalcyk
Investor Relations
CJP Communications for ATS Corporation
(212) 279-3115 ext. 209
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