VOLT INFORMATION SCIENCES INC
8-K, 1998-12-18
HELP SUPPLY SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                          ----------------------------

                                    FORM 8-K

                                 Current Report
                     Pursuant to Section 13 or 15(d) of the
                       Securities and Exchange Act of 1934


                Date of report (Date of earliest event reported):
                                December 2, 1998

                         VOLT INFORMATION SCIENCES, INC.
                    ----------------------------------------
              Exact Name of Registrant as Specified in Its Charter




         New York                    1-9232                      13-5658129
- ----------------------------      ------------               -------------------
(State or Other Jurisdiction      (Commission                (I.R.S. Employer
     of Incorporation)            File Number)               Identification No.)



1221 Avenue of the Americas, New York, New York                        10020
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                              (Zip Code)


                                 (212) 704-2400
                -------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)


                                 Not Applicable
          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)



<PAGE>   2




Item 5.   Other Events
- -------   ------------
          
          On December 2, 1998, the Company acquired Gatton Computing Group
          Limited, a leading provider of IT contractor resourcing services and
          IT managed services in the United Kingdom and mainland Europe. The
          purchase price was approximately $35 million of cash. The Company's
          press release announcing this transaction is attached to this report
          as Exhibit 99.01.


Item 7.   Financial Statements, Pro Forma Financial Information and Exhibits
- -------   ------------------------------------------------------------------

   (a)    Financial statements of business acquired:

          Not applicable.

   (b)    Pro forma financial information:

          Not applicable.

   (c)    Exhibits:

          99.01  Volt Information Sciences, Inc. Press Release dated 
          December 3, 1998.


                                   SIGNATURE
                                   ---------

      Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.



                                 VOLT INFORMATION SCIENCES, INC.




Date:  December 17, 1998         By: /s/ James J. Groberg
                                    -------------------------------------------
                                    James J. Groberg, Senior Vice President



<PAGE>   3



                                  EXHIBIT INDEX
                                  -------------


Exhibit
Number    Description
- -------   -----------

99.01     Volt Information Sciences, Inc. Press Release dated December 3, 1998.






<PAGE>   1
                                  
VOLT INFORMATION SCIENCES, INC.
1221 Avenue of the Americas
New York, New York 10020-1579
(212) 704-2400

Writer's Direct Dial Number


FOR IMMEDIATE RELEASE

CONTACTS:
- --------
James J. Groberg                                   Stacy Lipschitz
Volt Information Sciences                          Ruder Finn, Inc.
(212) 704-2400                                     (212) 583-2757
[email protected]                                  [email protected]

Jon Tyler                                          Janet Wood
Gatton Consulting Group                            Profile
011-44-173-777-4100                                011-44-171-385-1848
[email protected]                                   [email protected]

           VOLT ANNOUNCES ACQUISITION OF UK-BASED IT STAFFING COMPANY

NEW YORK, NY, December 3, 1998 -- Volt Information Sciences, Inc. (NYSE:VOL)
today announced that it has completed the acquisition of Gatton Computing Group
Limited ("Gatton"), a leading provider of IT contractor resourcing services and
IT managed services in the United Kingdom and mainland Europe. The purchase
price was approximately $35 million of cash and the acquisition is expected to
be accretive in fiscal 1999.

Headquartered near London, in Surrey, England, Gatton offers IT services through
three main operating divisions, Gatton Computastaff (UK), Gatton Computastaff
(International) and Gatton Synthesis. Gatton Computastaff (UK and International)
provides temporary IT contract consultants and specifically tailored recruitment
services, while Gatton Synthesis provides a range of IT services, including
systems development, maintenance and technical support services.

Gatton reported revenues in fiscal 1998 of approximately $68 million. They
currently have more than 100 permanent staff members and approximately 600
contract consultants on assignment. The company's impressive client base
encompasses computer manufacturers and software houses, as well as many blue
chip companies, including Burberrys, Cap Gemini, Compaq, Exxon Chemical, Legal &
General Insurance, Lombards, Lucent Technologies, Safeway, Virgin Atlantic
Airways, Wang Global and Zurich Insurance.

The parent company's name will be changed to Gatton Volt Computing Group, while
the operating divisions will continue to operate under their present names. The
Company will become a wholly owned subsidiary of Volt Information Sciences,
under the leadership of Jon Tyler, current Managing Director of Gatton. Mr.
Tyler


                                 (Page 1 of 2)
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has been with Gatton since 1992 and has over twenty years of experience in the
IT industry. In addition, Volt's recently established UK staffing company, Volt
Management (UK), will become part of the wholly owned subsidiary. The Board of
Directors of Gatton Volt Computing will consist of Messrs. Jerome Shaw,
Executive Vice President of Volt; Jon Tyler and James Groberg, CFO of Volt.

"We are particularly excited about this strategic acquisition, as it represents
a major step toward positioning Volt in the international IT marketplace, while
simultaneously enhancing our customer group and skills set," commented Jerome
Shaw. "Gatton's extensive database of over 38,000 consultants, combined with
Volt Management's (UK) database of 20,000 consultants will enable us to better
meet the staffing needs of Volt's U.S. customers who are increasingly requesting
European staffing services. Further, by merging the two companies' operations,
we now have the ability to serve our customers more effectively under a single
structure, both in the U.S. and Europe, with worldwide staffing operations
utilizing a database of over one-half million resumes," he concluded.

Jon Tyler added, "For some time, we have been seeking more effective ways to
offer broader recruitment services in what is rapidly becoming a global
resourcing village. We believe our new relationship with Volt will provide us
with the resources to extend our reach, while also enabling us to continue the
process of introducing new offerings to our clients."

For nearly half a century, Volt Information Sciences, Inc. has been a leading
national provider of Staffing Services, Telecommunications and Information
Solutions, and Electronic Publication and Typesetting Systems for its Fortune
100 customer base. Operating through a network of 301 branch offices, the
Staffing Services Segment fulfills the IT, other technical, commercial, and
industrial placement requirements of its customers, on both a temporary and
permanent basis. Telecommunications and Information Solutions provides complete
telephone directory production, printing and publishing; a full spectrum of
telecommunications construction, installation and engineering services; and
information and operator services systems for telephone companies. Electronic
Publication and Typesetting Systems provides digital prepress publishing
solutions for its high circulation customers, primarily newspapers. Revenue for
fiscal 1998 ended October 31 was approximately $1.7 billion. For additional
information, please visit the Volt Information Sciences, Inc. web site at
www.volt.com.
                                       ###

This press release contains forward-looking statements which, in addition to
assuming a continuation of the degree and timing of customer utilization and
rate of renewals of contracts with the Company at historical levels, are subject
to a number of known and unknown risks that, in addition to general economic,
competitive and other business conditions, could cause actual results,
performance and achievements to differ materially from those described or
implied in the forward-looking statements. Additional information concerning the
factors that could cause actual results to differ materially from those in the
forward-looking statements is contained in Company reports filed with the
Securities and Exchange Commission.


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