DALLAS, March 20 /PRNewswire/ -- Darwin Deason, the founder and Chairman of Affiliated Computer Services, Inc. (NYSE: ACS), today announced that he, together with his investment partner Cerberus Capital Management, L.P., has submitted a proposal to acquire, for a cash purchase price of $59.25 per share, all of the outstanding shares of common stock of Affiliated Computer Services, Inc. The total transaction value (including debt that would either be refinanced or remain outstanding) is approximately $8.2 billion. Citigroup Global Markets Inc. has provided a "highly confident" letter stating that it is highly confident of its ability to raise the debt necessary to complete the transaction. The proposed price represents a premium of 15.5% over the closing price of the Company's class A common stock on March 19, 2007 and an 18.3% premium over the 90-day average closing price. "I believe that this offer and our proposed process will maximize value for all of ACS's shareholders, and I am very pleased to be working with Cerberus to bring this proposal to the ACS Board of Directors," said Deason. "I would continue as Executive Chairman following the transaction, and the business would continue to be run in accordance with ACS's current practice while maintaining its valuable employee base, which Cerberus and I view as one of its most important assets. We also intend for ACS to continue to provide an uninterrupted high level of service to its commercial and governmental customers in the United States and internationally." The investment partners are prepared to enter into negotiations with the Company immediately and are ready to move quickly to complete the transaction, which remains subject to customary conditions, including completion of confirmatory due diligence. Deason and Cerberus do not anticipate that any regulatory approvals or other impediments will preclude a timely closing. Deason and Cerberus have agreed to submit this proposal and work together exclusively to negotiate a transaction with the ACS Board of Directors or a Special Committee of its independent directors. The investment partners believe that a robust process is in the best interests of ACS, its public shareholders and the transaction, and expect the proposal to undergo a customary market check process following execution by the investment partners of a definitive agreement with ACS. The proposal is subject to the negotiation of mutually satisfactory definitive transaction agreements. The investment partners have engaged Citigroup Global Markets Inc. to provide financial advice and arrange financing in connection with the transaction. About Cerberus Capital Management Established in 1992, Cerberus Capital Management, L.P. is one of the world's leading private investment firms with approximately $25 billion of capital under management in funds and accounts. Through its team of investment and operations professionals, Cerberus specializes in providing both financial resources and operational expertise to help transform its portfolio companies into industry leaders for long-term success and value creation. Cerberus is headquartered in New York City, with offices in Los Angeles, Chicago and Atlanta, as well as advisory offices in London, Baan, Frankfurt, Tokyo, Osaka and Taipei. All statements in this news release that are not based on historical fact are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (which Sections were adopted as part of the Private Securities Litigation Reform Act of 1995). While any forward-looking statements contained herein are based on Deason's and Cerberus's current expectations, the information on which such expectations were based may change. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of risks, uncertainties, and other factors that could cause actual results to differ materially from such statements. Such risks, uncertainties, and other factors include, but are not necessarily limited to, those set forth in ACS's prior filings with the Securities and Exchange Commission, including those set forth under Item 1A "Risks Factors" in the most recent Annual Report on Form 10-K/A filed on February 1, 2007.
SOURCE Darwin Deason