Affiliated Computer Services Inc: Key Developments

Review Period Expires For Xerox Corporation Acquisition Of ACS
November 17, 2009
Xerox Corporation announced that the Hart-Scott-Rodino review period for its acquisition of Affiliated Computer Services, Inc. (ACS)has expired. Xerox announced on September 28, 2009, that it had entered into an Agreement and Plan of Merger to acquire ACS in a cash and stock transaction. The expiration of the HSR waiting period satisfies one of the conditions to the closing of the acquisition.
ACS Awarded Contract to Administer Hurricane Ike Relief Grant
November 5, 2009
ACS announced that Residents of Galveston County, Texas, who are still rebuilding from Hurricane Ike now have the opportunity for additional financial help through a federal grant program. The county has selected ACS to administer the relief program under a two-year contract. The program will award grants to fund repair, replacement and relocation for homes and rental property damaged from Hurricane Ike. The storm hit Galveston County in September 2008 as the third-most destructive hurricane ever in the United States, washing away 3,600 structures and causing billions of dollars in damage.
ACS Receives Contract Extension To Service Federal Student Loan Programs
October 22, 2009
ACS announced that it has been awarded a 12-month contract extension to support servicing and collections for the federal government`s Student Loan Programs. The extension from the U.S. Department of Education is valued at $200 million and covers the 2010, calendar year. ACS now enters the seventh year of the Common Services for Borrowers (CSB) contract, which consists of a five-year base period followed by three potential performance-based award years and two option years. Under the CSB contract, ACS provides services including new loan bookings, loan consolidations, collection services, mailroom, customer care and payment processing.
ACS Signs Contract For Real-Time Passenger Information System With San Mateo County Transit
October 20, 2009
ACS announced that it has been selected by San Mateo County Transit District (SamTrans) to install a Predictive Bus Arrival / Departure System (PADS) system to provide real-time bus arrival/departure information to their customers via the Web, telephone systems, and on dynamic message signs at major SamTrans terminals. Utilizing Global Positioning System (commonly referred to as GPS) reports from SamTrans buses, the new system will provide riders with updated and real-time schedule information increasing their overall experience. Bus arrival and departure information will be delivered to message signs located at the Daly City, Millbrae and Colma Bay Area Rapid Transit (BART) Stations along with the Redwood City and Palo Alto Caltrain Stations.
ACS Receives Contract To Develop Health Information Exchange For The Commonwealth of Kentucky
October 14, 2009
ACS announced that it has been awarded a contract that will help improve the quality of healthcare in Kentucky by providing physicians with a more complete picture of a patient`s medical history. ACS will develop and maintain the initial phases of the Kentucky Health Information Exchange (KHIE), a system that will allow electronic medical data to be exchanged between hospitals, health care practitioners and the Kentucky Department for Medicaid Services. The three-year contract is valued at $4.5 million. The system will connect healthcare providers by providing instantaneous access to items such as laboratory and image reports, medication histories, allergy histories, past medical diagnoses, hospital stays and immunizations.
ACS Receives $21 Million Contract To Process Child Support Payments In South Carolina
October 13, 2009
ACS announced it has been awarded a contract from the South Carolina Department of Social Services (DSS) to manage and operate the state`s child support payment processing center. ACS will work with the state to modernize and centralize its method of collecting and distributing child support by creating a state disbursement unit (SDU) for payment processing and customer care, expected to handle approximately 3.5 million transactions each year. Custodial parents will now have the option to receive child support payments on a debit card, which offers fast, convenient and safe access to funds and is accepted at thousands of retailers and ATMs. ACS will also provide call center services to respond to general child support questions. The program will begin in October 2011 as a pilot in a small number of South Carolina counties, and scheduled to be fully operational across the state later that year. South Carolina is the final state in the country to move to a centralized child support structure. The seven-year contract is valued at $21 million.
ACS Awarded Total Benefits Administration Contract By Ford Motor Company
October 8, 2009
ACS announced that Ford Motor Company has selected ACS to provide a full spectrum of total benefits administration services to employee and retiree participants. Under the new contract with Ford, ACS will provide the administration of health and welfare, pension, and savings plans. These services are deployed through ACS' call center operations and web portal, the foundation for an integrated, one-stop experience for all Ford participants. In addition, ACS will be investing in the southeastern Michigan community by establishing a customer care center in Allen Park, Michigan to support its benefit administration offerings.
ACS To Implement Electronic Health Records And Health Information Exchange For Wyoming
October 5, 2009
ACS announced a $4 million, three year contract to provide the State of Wyoming with tools to improve care for Medicaid clients and reduce program costs. The state's residents will benefit from the introduction of a Web based Electronic Health Record (EHR) and a Health Information Exchange (HIE) for the Wyoming Department of Health (WDH). As a part of the state's Total Health Record program designed to create a single Web portal for patient data, ACS will coordinate internal and external systems with various agencies to establish EHR interoperability. ACS will also link systems across various divisions and programs within WDH, develop Web applications and collect data that can interoperate with the following systems: Medicaid management information, immunization, vital records, laboratories, and health management.
Law Office Of Brodsky & Smith, LLC Announces Investigation On Behalf Of Shareholders Of ACS
October 2, 2009
Law office of Brodsky & Smith, LLC announced that it is investigating potential claims of breach of fiduciary duty against the Board of Directors of ACS related to the announced plan of merger of ACS with Xerox Corporation (Xerox) and Boulder Acquisition Corp., a wholly owned subsidiary of Xerox.
Law Offices of Howard G. Smith Announces Class Action Against ACS
October 2, 2009
Law Offices of Howard G. Smith announced that a class action has been filed against the Board of Directors of ACS, related to the Company's agreement to be acquired by Xerox Corporation in a cash-and-stock transaction valued at approximately $6.4 billion. Under the terms of the definitive agreement entered into by the parties, ACS shareholders will receive a total of $18.60 per share in cash plus 4.935 Xerox shares for each ACS share they own. In addition, Xerox will assume ACS's $2 billion in debt and issue $300 million of convertible preferred stock to ACS's Class B shareholders. The investigation concerns possible breaches of fiduciary duty and other violations of state law related to approval of the acquisition by the ACS Board of Directors. Also, Chairman Darwin Deason will continue to reap his $3.5 million in compensation, plus benefits, until May of 2014. In return, Deason agreed to vote all of his shares in favor of the takeover by Xerox. Deason`s shares comprise a 43.6% ownership of the company. Moreover, ACS stock traded at close to $51 per share as recently as April 9, 2009, while the average target set by analysts for ACS stock is over $54 per share, or $62 according to one analyst. Additionally, the ACS Board agreed to a no-solicitation provision and a termination fee of $194 million, which is designed to discourage any potential bidders.
ACS Sued Over Takeover Agreement With Xerox
October 1, 2009
Kendall Law Group, led by a former Dallas Federal Judge, announced that a lawsuit was filed over the recent buyout announcement of ACS. The Dallas state court petition alleges that the process employed by ACS and its Board of Directors was unfair. For example, the agreement provides that ACS Chairman Darwin Deason will continue to reap his $3.5 million in compensation, plus benefits, until May of 2014. In return, Deason agreed to vote all of his shares in favor of the takeover by Xerox. Deason's shares comprise a 43.6% ownership of the Company. Additionally, the ACS Board agreed to a no-solicitation provision and a termination fee of $194 million, which is designed to discourage any potential bidders. According to the agreement between Xerox and ACS, ACS shareholders will receive only $18.60 per share in cash plus 4.935 Xerox shares per ACS share they currently own. Therefore, shareholder recovery would be valued at approximately $63.11 per share, and the total transaction value is approximately $6.4 billion. Based on the six month average of the closing prices of Xerox shares, ACS shares would be valued at $53.60.
ACS Proposed Acquisition Investigated By Wolf Haldenstein
September 29, 2009
ACS announced that the law firm of Wolf Haldenstein Adler Freeman & Herz LLP is investigating possible breaches of fiduciary duty by the Board of Directors of Affiliated Computer Services, Inc. (ACS) arising out of the proposed acquisition of ACS by Xerox Corporation (Xerox). On September 28, 2009, ACS and Xerox announced that ACS would be acquired by Xerox in a cash and stock transaction. Under the terms of the agreement, ACS stockholders will receive cash of $18.60 and 4.935 Xerox shares in exchange for each share of ACS stock for a total of $6.4 billion. Pursuant to this proposed acquisition, Xerox may be underpaying for ACS, thus unlawfully harming ACS shareholders.
Xerox Corporation To Acquire ACS
September 28, 2009
Xerox Corporation and Affiliated Computer Services, Inc. (ACS) announced a definitive agreement for Xerox to acquire ACS in a cash and stock transaction valued at $63.11 per share or $6.4 billion as of the closing price of Xerox stock on September 25. Under the terms of the agreement, ACS shareholders will receive a total of $18.60 per share in cash plus 4.935 Xerox shares for each ACS share they own. In addition, Xerox will assume ACS's debt of $2 billion and issue $300 million of convertible preferred stock to ACS's Class B shareholder. On an adjusted earnings basis, the transaction is expected to be accretive in the first year. Xerox expects to achieve annualized cost synergies that will increase to the range of $300 million to $400 million in the first three years following the close of the transaction. The synergies are primarily based on expense reductions related to public company costs, procurement and using ACS's expertise in back-office operations to handle some of Xerox's internal functions. The transaction, which has been approved by the Xerox and ACS boards of directors and ACS special committee, is expected to close in the first quarter of 2010. ACS will operate as an independent organization and initially will be branded ACS, a Xerox Company.
ACS Receives Contract To Provide Electronic Benefit Transfer Services To The State of Louisiana
September 24, 2009
ACS announced that it has been selected by the Louisiana Department of Social Services to provide electronic benefit transfer (EBT) services, offering citizens secure and convenient access to state benefits. Under the new six year agreement, ACS will administer EBT for the Supplemental Nutrition Assistance Program (SNAP), previously known as Food Stamps; and Temporary Assistance for Needy Families (TANF). Recipients will receive benefits on the Louisiana Purchase Card, which can be used at USDA-authorized retailers and ATMs.
ACS Signs Contract Renewal With Symetra Financial
September 10, 2009
ACS announced a five-year, multi-million dollar information technology (IT) contract to extend its relationship with Symetra Financial. Under the renewed contract, ACS will continue to provide full IT infrastructure services, as well as utilize new technological innovations including the ACS Management Platform, an offering that provides best-in-class service management capabilities to clients.
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