Virtusa
Corporation (NASDAQ: VRTU), a global IT services company that offers
a broad spectrum of business consulting and outsourcing services,
announced that on July 1, 2011, Virtusa acquired substantially all of
the assets of ALaS Consulting LLC ("ALaS”), a leading provider of
consulting and advisory services to financial services companies.
The acquisition expands Virtusa’s leading position within the banking
and financial services industries (BFS) by adding capital markets and
investment banking domain expertise, consulting and program management
skills. ALaS provides Virtusa with approximately 150 practitioners,
including former senior Wall Street professionals with significant
industry experience, driving critical initiatives in areas such as
regulatory compliance; trading desk operations improvement and controls;
software package selection, program management and functional testing;
and increasing automation to reduce costs.
ALaS currently works with leading global financial institutions and
maintains relationships with key decision makers within these
organizations. Virtusa will provide the combined client base an
integrated offering, including deep domain knowledge, consulting-led
solutions, technology implementation and industry leading global
delivery execution. Virtusa will target this integrated offering to
simplify complexities and accelerate business outcomes for banking and
financial services institutions.
Kris Canekeratne, Virtusa’s Chairman and CEO, stated, "We are pleased to
welcome the ALaS team to Virtusa. Erik DiGiacomo, President of ALaS,
will lead our new capital markets line of business. This acquisition
will further enable Virtusa to identify and execute transformational
programs, take on the downstream technology implementation and
strengthen Virtusa’s strategic position across its BFSI client base.”
Financial Overview of Transaction
Under the terms of the asset purchase agreement, Virtusa acquired
substantially all of the assets of ALaS for an aggregate cash
consideration of $27.8 million, of which 10% has been held back by
Virtusa for a period of 12 months as security for the sellers'
indemnification obligations under the asset purchase agreement. As part
of the transaction, substantially all of the employees of ALaS,
including the management team, accepted employment with Virtusa. Virtusa
has agreed to issue an aggregate of up to $4,000,000 in shares of
restricted stock from Virtusa’s stock option and incentive plan, not to
exceed 250,000 shares, to these new Virtusa employees. The shares will
vest annually over a four year period.
For the fiscal year ended March 31, 2012, Virtusa management currently
expects ALaS to contribute revenue of approximately $24.0 million to
$26.0 million. Virtusa also currently expects the acquisition to be
accretive to fiscal year 2012 earnings per diluted share by $0.01 to
$0.05, inclusive of transaction and amortization expenses. Transaction
expenses are expected to be approximately $450,000 of which
approximately $375,000 have been incurred in the first fiscal quarter
ended June 30, 2011.
About Virtusa Corporation
Virtusa provides end-to-end information technology (IT) services to
Global 2000 companies. These services, which include IT consulting,
application maintenance, development, systems integration and managed
services, leverage a unique Platforming methodology that transforms
clients’ businesses through IT rationalization. Virtusa helps customers
accelerate business outcomes by consolidating, rationalizing and
modernizing their core customer facing processes into one or more core
systems.
Virtusa delivers cost-effective solutions through a global delivery
model, applying advanced methods such as Agile and Accelerated Solution
Design to ensure that its solutions meet the clients’ requirements. As a
result, its clients simultaneously reduce their IT operations cost while
increasing their ability to meet changing business needs.
Founded in 1996 and headquartered in Massachusetts, Virtusa has
operations in North America, Europe and Asia.
© 2011 All rights reserved. Virtusa, Accelerating Business OutcomesSM and
all other related logos/service names are either registered trademarks
or trademarks of Virtusa Corporation in the US, UK, EU, India and/or Sri
Lanka. All other company and service names are the property of their
respective holders.
About ALaS Consulting
ALaS, www.alascorp.com,
provides financial services consulting for leading global financial
institutions. ALaS is organized to address and resolve the critical
business issues faced by global capital markets firms, investment and
retail banks, broker-dealers, wealth management and alternative
investment companies as well as the vendors that serve them. Advisory
practices include: Strategy and Business Development; Sales, Trading and
Product Control; Compliance and Regulatory; and Operations Process
Improvement.
Forward-Looking Statements
Certain statements made in this press release that are not based on
historical information are forward-looking statements which are made
pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. This press release contains express or
implied forward-looking statements relating to, among other things,
Virtusa's expectations concerning management's forecast of financial
performance, the expected benefits of the ALaS Consulting LLC ("ALaS”)
acquisition, the forecast of financial performance for ALaS, the growth
of Virtusa’s business, and management's plans, objectives, and
strategies. These statements are neither promises nor guarantees, but
are subject to a variety of risks and uncertainties, many of which are
beyond Virtusa's control, which could cause actual results to differ
materially from those contemplated in these forward-looking statements.
In particular, the risks and uncertainties include, among other things:
Virtusa's dependence on a limited number of clients as well as clients
located principally in the United States and United Kingdom and in
concentrated industries; Virtusa's ability to hire and retain enough
sufficiently trained IT professionals to support its operations;
Virtusa's ability to expand its business or effectively manage growth;
restrictions on immigration or changes in immigration laws; the loss of
any key member of Virtusa's senior management team, increasing
competition in the IT services outsourcing industry; Virtusa's ability
to attract and retain clients and meet their expectations; Virtusa's
ability to sustain profitability or maintain profitable engagements;
Virtusa's ability to assimilate and integrate the operations of ALaS ;
unanticipated acquisition related costs and negative effects on
Virtusa's reported results of operations from acquisition-related
charges; Virtusa's ability to achieve expected synergies and operating
efficiencies in the acquisitions the Company has consummated, including
the ALaS acquisition, within expected time-frames or at all; quarterly
fluctuations in Virtusa's earnings; client terminations or contracting
delays, or delays in revenue recognition in any reporting period;
Virtusa's ability to successfully manage its billing and utilization
rates and its targeted on-site to offshore delivery mix; technological
innovation; Virtusa's ability to effectively manage its facility,
infrastructure and capacity needs; regulatory, legislative and judicial
developments in Virtusa's operations areas; political or economic
instability in India or Sri Lanka; any reduction or withdrawal of tax
benefits provided to Virtusa by the governments of India and Sri Lanka,
or new legislation by such governments which could be harmful to
Virtusa; wage inflation and increases in government mandated benefits in
India and Sri Lanka; telecommunications or technology disruptions;
worldwide economic and business conditions; currency exchange rate
fluctuations of the Indian and Sri Lankan rupee, the U.S. dollar and the
U.K. pound sterling; and the volatility of the market price of Virtusa's
common stock. Existing and prospective investors are cautioned not to
place undue reliance on these forward-looking statements, which speak
only as of the date hereof. Virtusa undertakes no obligation to update
or revise the information contained in this press release, whether as a
result of new information, future events or circumstances or otherwise.
For additional disclosure regarding these and other risks faced by
Virtusa, see the disclosure contained in Virtusa's public filings with
the Securities and Exchange Commission, including Virtusa's Annual
Report on Form 10-K for the fiscal year ended March 31, 2011, and
subsequent Quarterly Reports on Form 10-Q, as filed with the Securities
and Exchange Commission.
