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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 EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): DECEMBER 5, 1997
(NOVEMBER 24, 1997)
CIBER, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-23488 38-2046833
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
5251 DTC PARKWAY, SUITE 1400, ENGLEWOOD, COLORADO 80111
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 220-0100
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CIBER, Inc.
Information to be included in the Report
ITEM 5. OTHER EVENTS.
On November 24, 1997, CIBER issued 564,027 shares of its common stock (of
which 282,012 are not registered under the Securities Act of 1933) and granted
options for 48,610 shares of CIBER common stock (at an aggregate exercise price
of $217,000) in exchange for substantially all of the assets and liabilities of
Financial Dynamics, Inc. This business combination will be accounted for as a
pooling of interests.
On November 26, 1997, CIBER issued 373,918 shares of its common stock (of
which 186,959 shares are not registered under the Securities Act of 1933) in
exchange for substantially all of the assets and liabilities of TechWare
Consulting, Inc. ("TechWare"). In addition, CIBER issued 25,459 shares of its
common stock as repayment of debt owed by TechWare. This business combination
will be accounted for as a pooling of interests.
ITEM 7(c). EXHIBITS
1. News Release dated November 19, 1997 announcing the letter of intent
with Financial Dynamics, Inc.
2. News Release dated November 26, 1997 announcing the merger with
TechWare Consulting, Inc.
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, thereunto duly authorized.
CIBER, INC.
Date: December 5, 1997 By: /s/ Christopher L. Loffredo
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Christopher L. Loffredo
Vice President/Chief
Accounting Officer
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-- CIBER, INC. NEWS RELEASE --
For Immediate Release Contact:
Kara Kennedy
Shareholder Relations
303/220-0100
CIBER ANNOUNCES LETTER OF INTENT
WITH FINANCIAL DYNAMICS, INC.
Englewood, Colorado -- November 19, 1997 -- CIBER, Inc. ("CIBER") (NYSE -
CBR) announced today that privately-held McLean, VA headquartered Financial
Dynamics, Inc. ("Financial Dynamics"), a provider of project and
solution-oriented information technology services, has signed a letter of
intent to merge with CIBER and that the closing of the merger is expected to
occur by month end.
"Rene Adam, Steve Del Bianco and Michael Horwith have created an
outstanding reputation for a variety of technology solutions," said Mac
Slingerlend, CIBER's President/Chief Operating Officer. "We will be
combining Financial Dynamics with Spectrum Technology Group, Inc., our
existing value-added custom solutions practice. Financial Dynamics adds very
good southeast geographic coverage, as well as specific expertise that
supplement Spectrum's skill sets," continued Mr. Slingerlend.
Financial Dynamics employs over 150 consultants and generates annualized
revenues of approximately $20 million. The combination will be accounted for
as a pooling of interests.
CIBER, Inc. is a nationwide provider of information technology
consulting services. Through our 4,000 employees operating out of over 50
branch offices in over 20 states, plus our foreign operations, CIBER offers
services to our clients in four principal areas: information technology
consulting services (including Year 2000 conversions), package software
implementation services, management consulting for "business/IT" problems and
network design and integration consulting services.
"Safe Harbor" Statement under the Private Securities Litigation Reform
Act of 1995: Forward-looking statements involve risks and uncertainties that
could cause actual results to vary materially from such statements. Please
refer to discussions of certain of these risks and uncertainties in the
Company's Annual Reports, 10-Ks, 10-Qs and other Securities and Exchange
Commission filings.
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CIBER, INC., 5251 DTC PARKWAY, SUITE 1400, ENGLEWOOD, CO 80111
HTTP://WWW.CIBER.COM
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-- CIBER, INC. NEWS RELEASE --
For Immediate Release Contact:
Kara Kennedy
Shareholder Relations
303/220-0100
CIBER ANNOUNCES MERGER WITH
TECHWARE CONSULTING, INC.
Englewood, Colorado -- November 26, 1997 -- CIBER, Inc. ("CIBER") (NYSE -
CBR) announced today that privately-held TechWare Consulting, Inc.
("TechWare"), a provider of information technology and project management
services headquartered in Las Colinas, TX, has merged into CIBER.
"Steve Hagenbuckle and Mike Crabtree have quickly built an energetic
consulting company," said Mac Slingerlend, CIBER's President/Chief Operating
Officer. "They are excited about the opportunities of joining and expanding
their operations with CIBER," continued Mr. Slingerlend.
TechWare principally provides IT consulting services to major corporations
in the Dallas metropolitan area and has newer offices in Tampa, FL and Boulder,
CO. TechWare employs approximately 125 consultants and generates annualized
revenues of approximately $13 million. The combination will be accounted for as
a pooling of interests.
CIBER, Inc. is a nationwide provider of information technology consulting
services. Through our 4,000 employees operating out of over 50 branch offices
in over 20 states, plus our foreign operations, CIBER offers services to our
clients in four principal areas: information technology consulting services
(including Year 2000 conversions), package software implementation services,
management consulting for "business/IT" problems and network design and
integration consulting services.
"Safe Harbor" Statement under the Private Securities Litigation Reform Act
of 1995: Forward-looking statements involve risks and uncertainties that could
cause actual results to vary materially from such statements. Please refer to
discussions of certain of these risks and uncertainties in the Company's Annual
Reports, 10-Ks, 10-Qs and other Securities and Exchange Commission filings.
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CIBER, INC., 5251 DTC PARKWAY, SUITE 1400, ENGLEWOOD, CO 80111
HTTP://WWW.CIBER.COM
