(Source: Business Wire)

Xerox
Corporation (NYSE: XRX) and Affiliated
Computer Services, Inc. (NYSE: ACS) today 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 Sept. 25. This acquisition will transform Xerox into the
leading global enterprise for document and business process management,
and will accelerate its growth in an expanding market.
The world's largest diversified business
process outsourcing (BPO) firm, ACS is a $6.5 billion company with
revenue growth of 6 percent and new business signings of $1 billion in
annual recurring revenue during its fiscal 2009.
"By combining Xerox's strengths in document technology with ACS's
expertise in managing and automating work processes, we're creating a
new class of solution provider," said Ursula
M. Burns, Xerox chief executive officer. "A game-changer for Xerox,
acquiring ACS helps us expand our business and benefit from stronger
revenue and earnings growth.
"Xerox becomes a $22 billion global company, of which $17 billion is
recurring revenue -- a significant boost to our profitable annuity
stream," she added. "The revenue we generate from services will triple
from $3.5 billion in 2008 to an estimated $10 billion next year."
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.
"We're proud of our significant profitable growth over the past 20 years
and our ability to manage our clients' operations with a global
infrastructure and workforce," said Lynn
Blodgett, president and chief executive officer, ACS. "We also know
that for ACS to expand globally and differentiate our offerings through
technology, we need a partner with tremendous brand strength and leading innovation.
Xerox offers that and more to bring our business to the next level while
strengthening theirs."
ACS's expertise is in managing paper-based work processes and providing
specialized BPO and information technology services for industries that
range from telecommunications,
retail
and financial
services to healthcare,
education
and transportation.
Business process outsourcing is estimated to be a $150 billion market,
growing at a rate of 5 percent per year. Through its multi-year
contracts with more than 1,700 federal, state, county and local
governments, ACS is the largest provider of managed services to government
entities in the United States.
"When ACS was founded, we had a vision of becoming a best-in-class
company by working harder than our competitors. More than 20 years and
74,000 employees later, as the world's top BPO company, we have now
found a partner to help us reach even greater heights," said Darwin
Deason, founder and chairman of ACS. "This is a tremendous outcome for
our shareholders driven by the commitment of a strong management team
and incredibly dedicated employees. At closing, I will become one of the
combined company's largest individual shareholders, and I intend to
remain a long-term investor because I could not be more optimistic about
the future of the combined company."
With this acquisition, Xerox is confident it will achieve significant
incremental revenue growth by leveraging Xerox's strong global brand and
established client relationships to scale ACS's business in Europe, Asia
and South America.