-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SrPqByNIxQEXm7HJ7n0goxOIgA4m2Ek93+PhMVqgl+K34OkFa/oQN8FSPKePRo0b NPI3bGZq2toHuKHgqywtqQ== 0000950124-06-003130.txt : 20060605 0000950124-06-003130.hdr.sgml : 20060605 20060605091857 ACCESSION NUMBER: 0000950124-06-003130 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060601 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets FILED AS OF DATE: 20060605 DATE AS OF CHANGE: 20060605 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COVANSYS CORP CENTRAL INDEX KEY: 0001028461 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 382606945 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22141 FILM NUMBER: 06884866 BUSINESS ADDRESS: STREET 1: 32605 W TWELVE MILE RD STREET 2: STE 250 CITY: FARMINGTON HILLS STATE: MI ZIP: 48334 BUSINESS PHONE: 2484882088 MAIL ADDRESS: STREET 1: 32605 WEST TWELVE MILE ROAD STREET 2: SUITE 250 CITY: FARMINGTON HILLS STATE: MI ZIP: 48334 FORMER COMPANY: FORMER CONFORMED NAME: COMPLETE BUSINESS SOLUTIONS INC DATE OF NAME CHANGE: 19961206 8-K 1 k05791e8vk.txt CURRENT REPORT, DATED JUNE 1, 2006 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 1, 2006 COVANSYS CORPORATION (Exact Name of Registrant as Specified in its Charter) MICHIGAN (State or Other Jurisdiction of Incorporation)
0-22141 38-2606945 (Commission File Number) (I.R.S. Employee Identification Number)
32605 WEST TWELVE MILE ROAD, SUITE 250, FARMINGTON HILLS, MI 48334 (Address of Principal Executive Office) (Zip Code) (248) 488-2088 (Registrant's Telephone Number, Including Area Code) None (Former Name and Former Address, if Change Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 140.14a.12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS On June 1, 2006, Covansys Corporation announced it had completed the previously announced sale of the assets and certain liabilities of its state and local consulting practice to Saber Solutions, Inc. Saber Solutions, Inc. is a portfolio company of Accel-KKR, a leading technology-focused private equity firm. Proceeds from the sale were $33.8 million subject to normal post closing adjustments. A copy of the press release is attached as Exhibit 99.1. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned duly authorized. Covansys Corporation Dated: June 5, 2006 By: /s/ James S. Trouba Vice President and Chief Financial Officer EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION 99.1 Press Release Dated June 1, 2006
EX-99.1 2 k05791exv99w1.txt PRESS RELEASE, DATED JUNE 1, 2006 EXHIBIT 99.1 COVANSYS ANNOUNCES THE SALE OF ITS STATE AND LOCAL GOVERNMENT PRACTICE TO SABER CORP. COVANSYS FOCUSES ON HIGHER-GROWTH, HIGHER-MARGIN GLOBAL OUTSOURCING FARMINGTON HILLS, MICH. (JUNE 1, 2006) - Covansys Corporation (NASDAQ: CVNS), a global consulting and technology services company, today announced that it has completed the previously announced sale of its State and Local Government practice to Saber Corp., a privately-held, leading provider of software and services to state and local governments. Saber is a portfolio company of Accel-KKR, a leading technology-focused private equity firm. Raj Vattikuti, Covansys' President and Chief Executive Officer, said, "We are pleased to announce the completion of this sale because it allows Covansys to fully focus on its global outsourcing business. We look forward to delivering improved IT services and creating additional value for our shareholders." The State and Local Government practice had revenue and income (loss) from operations of $75.7 million and $2.8 million for the year ended December 31, 2005 and $12.4 million and ($2.3 million) for the three months ended March 31, 2006, respectively. Pro-forma revenue and income from operations of Covansys without the State and Local Government practice were $358.4 million and $43.1 million for the year ended December 31, 2005 and $97.0 million and $7.8 million for the three months ended March 31, 2006, respectively. The agreement does not include Covansys' business process outsourcing (BPO) business or any of the assets or contracts that Covansys acquired with its acquisition of PDA Software Services in 2002. ABOUT SABER Saber, founded in 1997, is headquartered in Portland, OR. The privately held company has deep customer relationships with state and local government entities across the country, providing software and services that underpin essential functions such as voter registration, election management, public retirement programs, human services, public health services, motor vehicles, unemployment insurance, and forms and document processing. For more information, please visit www.sabercorp.com. ABOUT ACCEL-KKR Accel-KKR is a technology-focused private equity firm that invests primarily in technology businesses with $15 million to $150 million in revenue that are well positioned for top-line and bottom-line growth. At the core of Accel-KKR's investment strategy is a commitment to developing strong partnerships with the management teams of its portfolio companies and a focus on building value through the contribution of unique financial, strategic, technical, and operational resources. Accel-KKR has a particular focus on the following transactions: Recapitalizations of family-owned or closely-held private companies, divisional buyouts of larger companies, and going-private transactions. For more information, please visit www.accel-kkr.com. ABOUT COVANSYS Headquartered in Michigan, Covansys Corporation (NASDAQ: CVNS) is a global consulting and technology services company specializing in industry-specific solutions, strategic outsourcing and integration services. Clients gain competitive advantage by leveraging our unique global delivery capability to achieve rapid deployment, world-class quality and reduced costs. Covansys is known for strategic outsourcing and technology solutions in the healthcare, financial services, retail and distribution, manufacturing, telecommunications and high-tech industries. Founded in 1985, Covansys now has more than 8,000 consultants and employees worldwide. Covansys was one of the first U.S.-based IT services companies to establish offshore facilities in India, and is a pioneer in seamlessly integrating offshore capabilities into its offerings. Two of the company's three wholly owned development centers in India are assessed at Level 5 in SEI CMM(R). All three are ISO 9001:2000 certified and assessed at Level 5 in PCMM(R), and five global facilities are BS7799-2:2002 certified. For more information, please visit: www.covansys.com. CONTACTS: FOR ACCEL-KKR: Joseph Kuo / Andrea Calise Kekst and Company 212-521-4800 FOR SABER: Bob Patterson MKTX, Inc. 503-646-6589 bobp@mktx.com FOR COVANSYS CORPORATION: INVESTORS: James S. Trouba (248) 848-2267 jtrouba@covansys.com MEDIA: Dorothy Chisholm (248) 848-2283 dchisholm@covansys.com
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