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PEO Oasis Outsourcing to acquire Fortune Industries

September 19, 2016

Professional employer organization Oasis Outsourcing, one of the largest PEOs in the US, acquired CEP Inc., which holds more than 91% of the common stock of Fortune Industries Inc. (OTC Pink: FDVF), a PEO group comprised of Century II Inc., Employer Solutions Group Inc. and Professional Staff Management Inc.

Indianapolis-based Fortune Industries in 2013 became a majority-owned subsidiary of CEP, a Tennessee corporation that included Fortune’s CEO Tena Mayberry and CFO Randy Butler. Founded in 1996, Oasis serves almost 6,000 clients and 200,000 worksite employees; this transaction will add more than 14,000 worksite employees in 47 states to the Oasis platform.

The transaction closed Sept. 16; terms of the deal were not disclosed. The brands will remain for now, and will be noted as “Oasis Outsourcing Companies.” Over time, the names will transition to Oasis Outsourcing.

Mayberry and Butler will transition away from the company in the next several months. The rest of the senior management team will remain with the company. The current sales and service team members at Century II, Employer Solutions Group and Professional Staff Management will continue to work from their existing locations.

“The addition of Fortune Industries to the Oasis family continues our trend of strategic acquisitions as part of our growth strategy,” said Oasis Outsourcing President and CEO Mark Perlberg. “The inclusion of Century II, Professional Staff Management and Employer Solutions Group is significant in Oasis' strategy to increase our geographic footprint and cost-efficient client offerings. This acquisition also gives us the opportunity to welcome an experienced and talented team of Fortune Industries professionals to the Oasis organization.”

Oasis Outsourcing will move to effect a ‘short-form’ merger of CEP with and into Fortune Industries under Indiana law, without a meeting of Fortune Industries shareholders. This process includes the mailing of a copy and summary of a plan of merger to each record shareholder of Fortune Industries common stock at least 30 days prior to filing the related articles of merger. Upon the closing of the short-form merger, Oasis Outsourcing will acquire all of the remaining shares of Fortune Industries common stock, par value $0.10 per share, for [$0.586] per share in cash.

After the completion of the merger, Fortune Industries will be a wholly owned subsidiary of Oasis Outsourcing, and shares of Fortune Industries will no longer be quoted on the OTC Pink platform.

Oasis Outsourcing in 2014 was acquired by private equity firm Stone Point Capital and management.