SGN Incorporated (NYSE: ASGN), one of the foremost providers of IT and professional services in the technology, digital, creative, engineering and life sciences fields across commercial and government sectors, announced today the acquisition of Skyris, LLC (“Skyris” or “the Company”), which is now part of ASGN’s ECS segment. Skyris will be integrated into ECS’ mission solutions business unit focused on a range of cutting-edge and technically complex Department of Defense (DoD), intelligence community and other federal civilian programs and missions. Skyris brings approximately 75 highly technical and cleared employees to ECS.
Founded in 2010 in Fredericksburg, Virginia, Skyris is one of the largest providers of remote sensing and data science expertise to the National Geospatial-Intelligence Agency (NGA), the agency responsible for providing geospatial intelligence in support of defense and other national security missions. The Company is a prime contractor on several NGA contract vehicles, including the Multi-Intelligence Analytical Collection Support Services contract.
Skyris is one of the few companies in its industry that addresses all geospatial intelligence remote sensing methodologies. The Company maintains a proprietary Data-as-a-Service offering, which expedites the collection and analysis of open-source intelligence data at scale. Skyris’ expertise and NGA relationships enhance ECS’ own defense and intelligence community depth.
Commenting on the acquisition, Ted Hanson, ASGN President and Chief Executive Officer, said, “Skyris’ proven success, rare technical talent, and reputation as a trusted partner to the NGA are a strong strategic fit for ECS. By leveraging ECS’ platform of capabilities, customers, contract pathways, and cutting-edge technology partnerships alongside Skyris’ geospatial intelligence and data expertise, ASGN will further advance the mission-critical solutions we offer our customers.”
“ECS welcomes the Skyris team,” said George Wilson, President of ECS. “The demands and data requirements of the intelligence community continue to accelerate. As a result, the need for cleared remote sensing and data-science-related expertise outweighs the available workforce. Skyris is meeting and exceeding the mission needs of its customers. We look forward to supporting Skyris’ current contracts as well as accelerating our growth together.”
“We are honored to join ECS,” said Michael McGowan, CEO and Co-Founder of Skyris. “The need for improved data collection, analysis and advanced IT systems has reached an all-time high. Our technical capabilities combined with the strength of the ECS platform will propel our combined companies forward at just the right time to address the proliferation of geospatial data.”
In addition to the cash consideration, ASGN is granting restricted stock unit awards to seven Skyris employees covering approximately 12,000 shares. Subject to continued service to ASGN, the grants will vest: (a) one-half on the second anniversary of the grant date, and (b) 25 percent on each of the third and fourth anniversaries of the grant date. The restricted stock unit awards were granted to the employees of Skyris as employment inducement awards pursuant to New York Stock Exchange rules. Full financial terms of the transaction were not disclosed.
Legal and Financial Advisors
ASGN retained Sullivan & Cromwell LLP as legal counsel on the transaction. Skyris retained Greenberg Traurig as legal counsel and Chertoff Capital as their investment banking advisor.
About ASGN Incorporated
ASGN Incorporated (NYSE: ASGN) is one of the foremost providers of IT and professional services in the technology, digital, creative, engineering and life sciences fields across commercial and government sectors. Operating through its Apex, Oxford and ECS segments, ASGN helps leading corporate enterprises and government organizations develop, implement and operate critical IT and business solutions through its integrated offering of professional staffing and IT solutions. ASGN’s mission is to be the most trusted partner for companies seeking highly skilled human capital and integrated solutions to fulfill their strategic and operational needs. For more information, visit us at asgn.com.
ECS, a segment of ASGN, delivers advanced solutions in cloud, cybersecurity, artificial intelligence (AI), machine learning (ML), application and IT modernization, science, and engineering. The company solves critical, complex challenges for customers across the U.S. public sector, defense, intelligence, and commercial industries. ECS maintains partnerships with leading cloud, cybersecurity, and AI/ML providers and holds specialized certifications in their technologies. Headquartered in Fairfax, Virginia, ECS has more than 3,000 employees throughout the United States. For more information, visit ECStech.com.
Founded in 2010 by two career intelligence professionals, Skyris has positioned itself at the forefront of Intelligence Community strategy and budget priorities. Skyris is a leading provider of remote sensing science, data science, and geospatial solutions in support of Intelligence Community, defense and national security missions. The Company is a leading provider of remote sensing scientists and data scientists to the National Geospatial-Intelligence Agency (NGA). Through its proprietary Data-as-a-Service platform, Open Discovery Intelligence Network (ODIN), Skyris will transform NGA’s ability to leverage open-source intelligence to enable the agency’s teleworking goals during the COVID-19 crisis.
Certain statements made in this news release are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and involve a high degree of risk and uncertainty. Forward-looking statements include statements regarding our anticipated financial and operating performance.
All statements in this release, other than those setting forth strictly historical information, are forward-looking statements. Forward-looking statements are not guarantees of future performance, and actual results might differ materially. In particular, we make no assurances that the estimates of revenues and Adjusted EBITDA will be achieved. Factors that could cause or contribute to such differences include actual demand for ASGN or Skyris services, the companies' abilities to attract, train and retain qualified staffing consultants, the companies' abilities to remain competitive in obtaining and retaining clients, the availability of qualified contract professionals, management of growth, continued performance and improvement of enterprise-wide information systems, the companies' ability to manage litigation matters, the successful integration of Skyris, the expected impact of the COVID-19 global pandemic on the companies’ competitive position and demand for each of our services and other risks detailed from time to time in reports filed with the SEC, including ASGN's Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the SEC on March 21, 2020 and ASGN's Quarterly Reports on Form 10-Q for the quarters ended March 31, and June 30, 2020, as filed with the SEC on May 11 and August 10, 2020, respectively. We specifically disclaim any intention or duty to update any forward-looking statements contained in this news release.