<PAGE>
Exhibit 99.2
Edgewater Technology, Inc. Announces Closing of Robert Walters plc Overallotment
--------------------------------------------------------------------------------
Option; Authorizes Stock Repurchase Program; Adopts Stockholder Rights Plan
---------------------------------------------------------------------------
Fayetteville, Arkansas, July 24, 2000 - Edgewater Technology, Inc. ("Edgewater"
or the "Company") announced the closing of the overallotment option for the
initial public offering ("IPO") of its former indirect wholly-owned subsidiary,
Robert Walters plc ("Robert Walters"). The Company received gross proceeds from
the overallotment option of approximately $26.7 million and its share of the
IPO's total gross proceeds approximated $199.2 million, prior to offering
commissions, fees and expenses. As a result of the IPO (including the
overallotment option closing), the Company no longer has any equity interest in
Robert Walters. Part of the proceeds from the IPO were used to repay all of the
Company's bank debt resulting in the Company having approximately $90 million in
cash and marketable securities.
Separately, the Company's Board of Directors has authorized management to
repurchase up to $30 million in common stock over the course of the next twelve
months, unless shortened or extended by the Board of Directors. The repurchases
will be made from time to time on the open market at prevailing market prices or
in negotiated transactions off the market.
"The completion of the Robert Walters transaction brings us another step closer
to successfully executing on our plans to focus the Company on Edgewater
Technology, our e-consulting business", commented Clete Brewer, Chairman and
Chief Executive Officer of Edgewater Technology, Inc. "The Board of Directors
and I believe that having paid off all the Company's bank debt, one of the best
uses of the excess cash on our balance sheet is to repurchase some of our
outstanding stock."
In light of the Company's current cash position and to safeguard against
prejudicial or coercive takeover tactics, the Company also announced that its
Board of Directors approved the adoption of a Stockholder Rights Plan (the
"Rights Plan") under which all stockholders of record as of August 2, 2000 will
receive rights to purchase shares of a new series of Preferred Stock. The
Rights Plan is designed to protect and maximize stockholder value, enable all of
Edgewater's stockholders to realize the full value of their investment and
provide for fair and equal treatment for all stockholders in the event that an
inadequate unsolicited attempt is made to acquire Edgewater. The intended
effect will be to discourage the acquisition of more than 20 percent of
Edgewater's common stock without negotiations with the Board of Directors. The
adoption of the Rights Plan is not in response to any particular proposal.
Additional details regarding the Rights Plan will be outlined in a summary to be
mailed to all stockholders following the record date.
As previously announced, and in keeping with its intention to focus on its e-
solutions consultancy, Edgewater Technology, the Company continues to work with
Credit Suisse First Boston in exploring strategic alternatives for its other non
e-solutions businesses - IntelliMark, ClinForce and Strategic Legal Resources
which could result in Edgewater Technology's e-solutions business remaining as
the primary operating unit of the Company.
* * * * * *
This Press Release contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended, including statements
made with respect to the proposed stock repurchase program, potential strategic
alterations for this Company's non-e-solutions businesses and the purpose and
effect of the Rights Plan. Words such as "designed", "will," "intend,"
"increasing," "pursue," "provide," "begin," "should," "focus," "believe,"
"expect," "continue," and "plan," or the negative thereof or variations thereon
and similar expressions are intended to identify forward-looking statements.
These forward-looking statements inherently involve certain risks and
uncertainties, although they are based on our current plans or assessments that
are believed to be reasonable as of the date of this Press Release. Actual
events or results may differ materially from those discussed, contemplated,
forecasted, estimated, anticipated, planned or implied in the forward-looking
statements due to, among other reasons (1) declines in
<PAGE>
demand for staffing or solutions services, (ii) changes in industry trends,
(iii) adverse developments involving debt, equit or technology market
conditions, (iv) failure to obtain new customers or retain significant existing
customers, (v) loss of key executives; and/or (vi) general economic and business
conditions and the factors further set forth under the headings "Management's
Discussion and Analysis -Special Note Regarding Forward-Looking Statements" in
the Company's Quarterly Report on Form 10-Q filed with the Securities and
Exchange Commission (the "SEC") on May 8, 2000, and under the heading
"Business - Factors Affecting Finances, Business Prospects and Stock Volatility"
in the Company's Form 10-K filed with the SEC on March 20, 2000.
For further information:
Lekha Rao, Brunswick Group 212-333-3810
