In the news release, Ciber Files For Chapter 11 Protection And
Secures $45 Million In DIP Financing
To Fund Ongoing Operations During Process And Agree To An Asset
Purchase Agreement With Capgemini America, issued 10-Apr-2017 by Ciber, Inc. over PR Newswire, we
are advised by the company that the headline and second paragraph,
should read "$41 million" rather than
"$45 million" as originally issued
inadvertently. The complete, corrected release follows:
Ciber Files For Chapter 11 Protection And Secures $41 Million In
DIP Financing To Fund Ongoing Operations During Process And Agree
To An Asset Purchase Agreement With Capgemini America
SECTION 363 SALE PLANNED
GREENWOOD VILLAGE, Colorado,
April 10, 2017 /PRNewswire/
-- Ciber, Inc. (NYSE: CBR), a leading global information
technology consulting, services and outsourcing company, today
announced that it and certain U.S. subsidiaries filed voluntary
petitions seeking relief under Chapter 11 of the United States
Bankruptcy Code in the United
States Bankruptcy Court in the District of Delaware. This initiates a process intended to
preserve value and accommodate an orderly going-concern sale of the
Company's business operations.
Ciber has a commitment for up to $41
million in debtor-in-possession ("DIP") financing, subject
to bankruptcy court approval, which is expected to provide the
Company with liquidity to maintain its U.S. operations in the
ordinary course of business during the Chapter 11 process.
Prior to the Chapter 11 filing, and subject to Bankruptcy Court
approval, Ciber entered into a "stalking horse" Purchase Agreement
with Capgemini to acquire substantially all of the assets of the
Company in North America and
India in a sale process under
Section 363 of the Bankruptcy Code that will be subject to higher
and better offers. Through this proposed transaction Ciber's
clients will benefit from the high levels of service Capgemini is
known to provide its clients. Ciber's employees, who bring with
them a wide range of highly valued skills and expertise, will
benefit from joining a global leader in its markets.
In accordance with the sale process under Section 363 of the
Bankruptcy Code, notice of the proposed sale to Capgemini will be
given to third parties and competing bids will be
solicited. Ciber will manage the bidding process and evaluate
the bids, in consultation with independent professional advisors
and as overseen by the Bankruptcy Court.
President and Chief Executive Officer Michael Boustridge commented, "With the advice
and support of outside advisors, we've explored multiple paths,
including selling the Company outside the bankruptcy process,
selling certain assets of the Company, and other transactions to
restructure the balance sheet or raise capital, while also focusing
on attempting to improve sales, reduce costs, and exit
underperforming operations. After careful consideration of the
alternatives available to maximize the value of the
Company, it's become clear that the best path forward for the
Company, its employees, customers and stakeholders is to accomplish
a sale through the bankruptcy process."
Mr. Boustridge continued, "We are keenly focused on minimizing
disruption to our customers, partners, and employees during the
Chapter 11 process. The proposed sale will preserve jobs, ensure
customers can benefit from continuity of services, and enable a
smooth transition of Ciber's U.S. business to Capgemini or any
other bidder providing a higher and better offer in accordance with
Court approved procedures."
In order to help facilitate the Company's financial
restructuring, Ciber's Board of Directors has named Jon Goulding as Chief Restructuring
Officer. Mr. Goulding is a noted financial restructuring
expert and a Managing Director of Alvarez and Marsal, a leading
restructuring firm.
Interested parties must sign a confidentiality and
non-disclosure agreement to gain access to confidential detailed
due diligence materials, and must demonstrate financial ability to
be considered qualified bidders. Parties interested in the
sale process may contact Adam
Dunayer, Managing Director, Houlihan
Lokey at 214-220-8483.
About Ciber, Inc.
Ciber partners with organizations to develop technology
strategies and solutions that deliver tangible business value.
Founded in 1974, the company trades on the New York Stock Exchange
(NYSE: CBR). For more information, visit www.ciber.com and follow
us on Twitter, LinkedIn, Facebook, Google Plus and our blog.
Ciber's Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
relating to Ciber's operations, results of operations and other
matters that are based on Ciber's current expectations, estimates,
forecasts and projections. Words, such as "anticipate," "believe,"
"could," "expect," "estimate," "intend," "may," "opportunity,"
"plan," "positioned," "potential," "project," "should," and "will"
and similar expressions, are intended to identify these
forward-looking statements. These statements are not guarantees of
future performance and involve risks, uncertainties and assumptions
that are difficult to predict. Forward-looking statements are based
on assumptions as to future events that may not prove to be
accurate. For a more detailed discussion of these risks, see the
information under the "Risk Factors" heading in Ciber's Annual
Report on Form 10-K for the year ended December 31, 2015, Ciber's Quarterly Report on
Form 10-Q for the three months ended September 30, 2016 and Ciber's Annual Report on
Form 10-K for the year ended December 31,
2016, when filed with the SEC, and other documents filed
with or furnished to the SEC. Other than as required by law, Ciber
undertakes no obligation to publicly update any forward-looking
statements in light of new information or future events. Readers
are cautioned not to put undue reliance on forward-looking
statements.
Contact:
Scott Kozak
Global Communications, Investor and Industry Relations
303-967-1379
skozak@ciber.com
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