IT solutions and staffing provider Ciber Inc. (NYSE: CBR) filed for bankruptcy protection and entered an acquisition agreement with Capgemini Group, a Paris-based IT services firm.
Greenwood Village, Colo.-based Ciber and certain US subsidiaries filed for Chapter 11 bankruptcy protection after entering into a “stalking horse” purchase agreement with Capgemini to acquire substantially all of the assets of the company in North America and India. Ciber has a commitment for up to $41 million in debtor-in-possession financing, subject to bankruptcy court approval, which is expected to provide the company with liquidity to maintain its US operations in the ordinary course of business during the Chapter 11 process.
“With the advice and support of outside advisors, we've explored multiple paths, including selling the company outside the bankruptcy process, selling certain assets of the company, and other transactions to restructure the balance sheet or raise capital, while also focusing on attempting to improve sales, reduce costs, and exit underperforming operations,” said Ciber President and CEO Michael Boustridge. “After careful consideration of the alternatives available to maximize the value of the company, it’s become clear that the best path forward for the company, its employees, customers and stakeholders is to accomplish a sale through the bankruptcy process.”
The Bankrupt Company News blog reported the US Bankruptcy Court approved Ciber’s motion for the sale of property, allowing Ciber to go ahead with a planned auction for these assets before Capgemini can consummate the acquisition. The following related dates are also approved by the Court: auction (if necessary) – May 15, 2017; sale order – May 19, 2017 and sale closing – May 24, 2017.
Capgemini stated it will acquire the North American operations of Ciber for a total price of $50 million. Subject to the positive outcome of this process, the transaction should close by the end of the second quarter of 2017.
The assets to be acquired include the majority of the North American business of Ciber, covering client-focused assets, employees and operations, with revenue of approximately $275 million. The acquired assets will be combined with the existing US operations of Capgemini's technology and engineering services (Sogeti).
Ciber’s North American business will strengthen Capgemini’s presence in the region with key Fortune 1000 clients in sectors such as automotive, telecom and media, according to Capgemini. The deal will increase Capgemini's workforce by an estimated 2,000 consultants in the US and 1,000 in India.
The transaction excludes certain liabilities of Ciber as well as its international operations.
Ciber recently sold several off European assets; in February, ManpowerGroup (NYSE: MAN) agreed to purchase its Spanish business. The company in February agreed to sell its business in Germany and Denmark to Allgeier SE, a Munich-based IT staffing and software firm for an aggregate of approximately $8.8 million. Ciber also in March completed the $15.0 million sale of its Infor division to the enterprise software firm Infor itself.
Ciber Germany division on March 30 filed an insolvency proceeding in Cologne, Germany.
Ciber is also suing the state of Washington, claiming it is owed some $13 million for a project to install a new computer software system for Washington’s community colleges, The Spokesman-Review newspaper reported.
