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): April 14, 1998
GSE SYSTEMS, INC.
(Exact name of issuer as specified in charter)
Delaware 0-26494 52-1868008
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
8930 Stanford Boulevard
Columbia, Maryland 21045
(Address of principal executive offices)
(410) 312-3700
(Registrant's telephone number, including area code)
Item 5. Other Events
On April 14, 1998, Keane, Inc. ("Keane") and GSE Systems, Inc. (the "Company")
issued a press release in respect of entering into a letter of intent for the
sale of the Company's Erudite Software business to Keane, the text of which is
set forth in Exhibit 99.1 hereto (the "Press Release") and incorporated by
reference herein.
As previously reported, the Company plans to reduce its borrowings under its
lines of credit through the proceeds from the sale of Erudite Software.
The consummation of the proposed transaction with Keane is subject to the
execution of a definitive purchase and sale agreement and various other
customary closing conditions.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
99.1 Text of Press Release, dated April 14, 1998.
SIGNATURES
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.
Date: April 17, 1998 GSE SYSTEMS, INC.
/S/ Christopher M. Carnavos
---------------------------
Christopher M. Carnavos
President
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EXHIBIT INDEX
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Exhibit No. Description Sequential Page No.
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99.1 Text of Press Release, date 5
April 14, 1998, issued by
Keane, Inc. and the Company.
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KEANE SIGNS LETTER OF INTENT TO ACQUIRE GSE ERUDITE SOFTWARE
Proposed Acquisition Would Expand Keane's Presence in Salt Lake City
SALT LAKE CITY, April 14, 1998 -- Leading software services firm Keane, Inc.
(AMEX:KEA) and GSE Systems, Inc. (NASDAQ:GSES) today announced the signing of
a letter of intent for Keane to purchase substantially all of the assets of
Salt Lake City-based GSE Erudite Software, Inc. GSE Erudite is an
information technology consulting company with 1997 revenues of approximately
$18 million and a subsidiary of GSE Systems, Inc. The proposed acquisition is
subject to the execution of a definitive purchase agreement, which is
anticipated to be completed by early May. Terms of the agreement were not
disclosed.
Combining operations would increase Keane's Salt Lake City consulting staff to
approximately 175, significantly expanding Keane's presence in Salt Lake City.
The proposed acquisition would also allow Keane to offer its full range of IT
consulting, application development, integration and outsourcing solutions to
an increased client base.
"Acquiring GSE Erudite's business is consistent with Keane's strategy to
achieve critical mass and market leadership in the major areas it serves,"
said Brian Keane, office of the president for Keane. "GSE Erudite's strengths
in IT consulting and custom application development perfectly complement
Keane's industry-leading application management, development and integration
solutions."
Earlier this year, Keane announced its acquisition of application development
and software consulting company Omega Systems, enabling Keane to expand its
presence in Pittsburgh.
"We believe that this proposed transaction is a significant step in our
previously announced initiative to refocus our company back to building a
stronger core business of controls and simulation," said Chris Carnavos,
president of GSE Systems. "Erudite is a much better fit with Keane."
GSE Erudite Software, which has offices in Salt Lake, South Jordan, and Provo,
Utah, and Phoenix, Arizona, is a leading regional provider of cost-effective
client/server technology through consulting, custom application development,
training services and hardware/software sales. GSE Erudite Software was the
1995 winner of "The Utah 100 Award" for being the state's fastest growing
company over the previous five years.
GSE Systems, Inc. develops and delivers business and technology solutions by
applying process control, data acquisition and simulation software, systems
and services to the energy, process and manufacturing industries worldwide.
The company's products are used in over 700 applications, representing over 250
customers in 30 countries in the following industries: specialty chemical,
food and beverage, petroleum refining, oil and gas, pharmaceutical, fossil
and nuclear power generation, metals and water treatment. GSE Systems is
headquartered in Columbia, Maryland with offices in Georgia, Louisiana,
Texas, Arizona, Pennsylvania, Utah and North Carolina, and its global
locations include offices in Belgium, Japan, Korea, Singapore, Sweden and
Taiwan. Information about GSE Systems is available via the Internet's World
Wide Web at http://www.gses.com
Headquartered in Boston, Massachusetts, Keane, Inc. is a $650 million firm that
helps companies build and manage high-performance IT organizations. Keane
does this by adhering to rigorous process and management disciplines and
performance metrics incorporated in its six core IT solutions. Keane's
services include IT consulting, application development, application
outsourcing, year 2000 compliance, help desk outsourcing, and enterprise
healthcare solutions. These service offerings are delivered through a North
American network of more than 40 branch offices. Information about Keane,
which was named the Wall Street Journal's Best 10-Year Performer, is
available via the Internet's World Wide Web at http://www.keane.com.
