Nicholas A. Pettinella
For Immediate Release
INTERMETRICS, INC. ENTERS INTO MERGER AGREEMENT WITH APOLLO HOLDING, INC.
Cambridge, MA April 6, 1995, Intermetrics, Inc. (IMET - NASDAQ) and Apollo Holding, Inc. ("Apollo") announced today that they have entered into a Merger Agreement providing for the acquisition by Apollo of all of the outstanding stock of Intermetrics, Inc. for $6.80 per share in cash. Consummation of the transaction is subject to various terms and conditions including Intermetrics, Inc. shareholder approval, the obtaining of financing on terms acceptable to Apollo and requisite approvals.
Apollo is a privately held entity formed by Michael B. Alexander of AFH Partners, L.P. and Joel N. Levy/Peter M. Schulte LLC for the purpose of acquiring Intermetrics, Inc. Joel N. Levy/Peter M. Schulte LLC is a principal investment firm which specializes in middle market sized companies.
After the conclusion of the transaction, it is anticipated that Mr. Alexander will be Chairman and will have a primary role, full time, in directing the day to day business affairs of Intermetrics, Inc. Joseph A. Saponaro, the President of Intermetrics, Inc. will continue to manage the current operations of the Company and will make an investment in Apollo. Mr. Levy will serve as Vice Chairman of the Company.
"After the close it is our intention to broaden the base of Intermetrics' existing government services business and to increase the Company's presence in the commercial sector, including an expansion of its participation in the multimedia business," said Mr. Alexander. "We believe we can draw upon the skills and experience of the Intermetrics staff of software engineers to design and develop multimedia software and interactive systems under contract to companies developing interactive multimedia products while continuing to grow Intermetrics' traditional areas of business."
"We are delighted to enter into an agreement which will obtain for our shareholders a substantial premium over the price at which our stock has been trading," Mr. Saponaro said. "At the same time, this transaction will allow us to renew our focus on areas in which we have traditionally been strong while opening up new markets in which to exploit our expertise."
The transaction has been approved by the Board of Directors of both parties. Officers and Directors of Intermetrics, Inc. owning 19% of its outstanding stock have agreed to vote in favor of the transaction. Completion of the transaction is expected prior to August 31, 1995.
Headquartered in Cambridge, MA, Intermetrics, Inc. is a leading software company providing professional engineering and software services, standard software products and integrated systems to government and commercial customers.