-----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, CWMj+AHtluhisxM3drWWe8Jrf2MnbuWCfVgzrnd8fiVeA548owOL2t9S9AP7jgDf YLZtPThzLla84fjVWHQnNg== 0000950123-98-010746.txt : 19981221 0000950123-98-010746.hdr.sgml : 19981221 ACCESSION NUMBER: 0000950123-98-010746 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981202 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981218 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VOLT INFORMATION SCIENCES INC CENTRAL INDEX KEY: 0000103872 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 135658129 STATE OF INCORPORATION: NY FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-09232 FILM NUMBER: 98771628 BUSINESS ADDRESS: STREET 1: 1221 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 2127042400 MAIL ADDRESS: STREET 1: 1221 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10020 FORMER COMPANY: FORMER CONFORMED NAME: VOLT TECHNICAL CORP DATE OF NAME CHANGE: 19680913 8-K 1 VOLT INFORMATION SCIENCES, INC. 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------------- FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of report (Date of earliest event reported): December 2, 1998 VOLT INFORMATION SCIENCES, INC. ---------------------------------------- Exact Name of Registrant as Specified in Its Charter New York 1-9232 13-5658129 - ---------------------------- ------------ ------------------- (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 1221 Avenue of the Americas, New York, New York 10020 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (212) 704-2400 ------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Not Applicable ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 2 Item 5. Other Events - ------- ------------ On December 2, 1998, the Company acquired Gatton Computing Group Limited, a leading provider of IT contractor resourcing services and IT managed services in the United Kingdom and mainland Europe. The purchase price was approximately $35 million of cash. The Company's press release announcing this transaction is attached to this report as Exhibit 99.01. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits - ------- ------------------------------------------------------------------ (a) Financial statements of business acquired: Not applicable. (b) Pro forma financial information: Not applicable. (c) Exhibits: 99.01 Volt Information Sciences, Inc. Press Release dated December 3, 1998. 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 hereunto duly authorized. VOLT INFORMATION SCIENCES, INC. Date: December 17, 1998 By: /s/ James J. Groberg ------------------------------------------- James J. Groberg, Senior Vice President 3 EXHIBIT INDEX ------------- Exhibit Number Description - ------- ----------- 99.01 Volt Information Sciences, Inc. Press Release dated December 3, 1998. EX-99.01 2 PRESS RELEASE DATED DECEMBER 3, 1998 1 VOLT INFORMATION SCIENCES, INC. 1221 Avenue of the Americas New York, New York 10020-1579 (212) 704-2400 Writer's Direct Dial Number FOR IMMEDIATE RELEASE CONTACTS: - -------- James J. Groberg Stacy Lipschitz Volt Information Sciences Ruder Finn, Inc. (212) 704-2400 (212) 583-2757 jgroberg@volt.com lipschitzs@ruderfinn.com Jon Tyler Janet Wood Gatton Consulting Group Profile 011-44-173-777-4100 011-44-171-385-1848 jmt@gatton.co.uk jwood@profile.demon.co.uk VOLT ANNOUNCES ACQUISITION OF UK-BASED IT STAFFING COMPANY NEW YORK, NY, December 3, 1998 -- Volt Information Sciences, Inc. (NYSE:VOL) today announced that it has completed the acquisition of Gatton Computing Group Limited ("Gatton"), a leading provider of IT contractor resourcing services and IT managed services in the United Kingdom and mainland Europe. The purchase price was approximately $35 million of cash and the acquisition is expected to be accretive in fiscal 1999. Headquartered near London, in Surrey, England, Gatton offers IT services through three main operating divisions, Gatton Computastaff (UK), Gatton Computastaff (International) and Gatton Synthesis. Gatton Computastaff (UK and International) provides temporary IT contract consultants and specifically tailored recruitment services, while Gatton Synthesis provides a range of IT services, including systems development, maintenance and technical support services. Gatton reported revenues in fiscal 1998 of approximately $68 million. They currently have more than 100 permanent staff members and approximately 600 contract consultants on assignment. The company's impressive client base encompasses computer manufacturers and software houses, as well as many blue chip companies, including Burberrys, Cap Gemini, Compaq, Exxon Chemical, Legal & General Insurance, Lombards, Lucent Technologies, Safeway, Virgin Atlantic Airways, Wang Global and Zurich Insurance. The parent company's name will be changed to Gatton Volt Computing Group, while the operating divisions will continue to operate under their present names. The Company will become a wholly owned subsidiary of Volt Information Sciences, under the leadership of Jon Tyler, current Managing Director of Gatton. Mr. Tyler (Page 1 of 2) 2 has been with Gatton since 1992 and has over twenty years of experience in the IT industry. In addition, Volt's recently established UK staffing company, Volt Management (UK), will become part of the wholly owned subsidiary. The Board of Directors of Gatton Volt Computing will consist of Messrs. Jerome Shaw, Executive Vice President of Volt; Jon Tyler and James Groberg, CFO of Volt. "We are particularly excited about this strategic acquisition, as it represents a major step toward positioning Volt in the international IT marketplace, while simultaneously enhancing our customer group and skills set," commented Jerome Shaw. "Gatton's extensive database of over 38,000 consultants, combined with Volt Management's (UK) database of 20,000 consultants will enable us to better meet the staffing needs of Volt's U.S. customers who are increasingly requesting European staffing services. Further, by merging the two companies' operations, we now have the ability to serve our customers more effectively under a single structure, both in the U.S. and Europe, with worldwide staffing operations utilizing a database of over one-half million resumes," he concluded. Jon Tyler added, "For some time, we have been seeking more effective ways to offer broader recruitment services in what is rapidly becoming a global resourcing village. We believe our new relationship with Volt will provide us with the resources to extend our reach, while also enabling us to continue the process of introducing new offerings to our clients." For nearly half a century, Volt Information Sciences, Inc. has been a leading national provider of Staffing Services, Telecommunications and Information Solutions, and Electronic Publication and Typesetting Systems for its Fortune 100 customer base. Operating through a network of 301 branch offices, the Staffing Services Segment fulfills the IT, other technical, commercial, and industrial placement requirements of its customers, on both a temporary and permanent basis. Telecommunications and Information Solutions provides complete telephone directory production, printing and publishing; a full spectrum of telecommunications construction, installation and engineering services; and information and operator services systems for telephone companies. Electronic Publication and Typesetting Systems provides digital prepress publishing solutions for its high circulation customers, primarily newspapers. Revenue for fiscal 1998 ended October 31 was approximately $1.7 billion. For additional information, please visit the Volt Information Sciences, Inc. web site at www.volt.com. ### This press release contains forward-looking statements which, in addition to assuming a continuation of the degree and timing of customer utilization and rate of renewals of contracts with the Company at historical levels, are subject to a number of known and unknown risks that, in addition to general economic, competitive and other business conditions, could cause actual results, performance and achievements to differ materially from those described or implied in the forward-looking statements. Additional information concerning the factors that could cause actual results to differ materially from those in the forward-looking statements is contained in Company reports filed with the Securities and Exchange Commission. (Page 2 of 2) -----END PRIVACY-ENHANCED MESSAGE-----