Aegis, a portfolio company of Capital Square Partners (CSP (News - Alert)), and
StarTek, Inc. (NYSE: SRT) (STARTEK), both leading providers of
outsourcing and technology services, have announced today that they have
completed a business combination transaction between the companies to
create a leader in customer experience management. Aegis and STARTEK had
previously announced that they had entered into a definitive agreement
on March 14, 2018 relating to a strategic transaction to create a
combined business of meaningful scale with combined pro forma
2017 revenues exceeding US$700 million.
With the consummation of this transaction, an affiliate of CSP now owns
approximately 55% and STARTEK shareholders existing prior to the
consummation of the transaction own approximately 45% of the combined
Aparup Sengupta, Chairman of the Board of Directors of the combined
business said, "This transaction is expected to be value accretive for
the new company with access to the world's most rapidly growing markets,
multi-lingual offerings, strong footprint and the institution of
operational excellence capabilities and industry best practices. This
integration will largely benefit our customers with enhanced
capabilities, strong leadership, economies of scale and product
The combined business will remain publicly listed on the NYSE under the
name "StarTek, Inc." and the ticker symbol "SRT," and the headquarters
will remain outside of Denver, CO. The combined business has over 50,000
employees and a significant presence across 66 business process
outsourcing (BPO) locations in 13 countries and 6 continents.
STARTEK has also announced the addition of Lance Rosenzweig as the
Global CEO of the combined business. This development is aimed at
strengthening leadership culture to significantly diversify revenue
base, driving innovation and expand into new growth markets, while
enhancing margin and profitability.
Lance Rosenzweig, Global CEO, of the combined business said, "Our
employees have been the core of our success and with this alignment, we
are excited to integrate talent, experience, products and services in
order to be able to transition into a global leader in the BPM space. We
will continue to drive technology innovation and provide world-class
support and value to our clients globally."
In connection with Mr. Rosenzweig's appointment, the Company has entered
into an employment agreement with Mr. Rosenzweig, which provides for the
grant of an inducement equity award to Mr. Rosenzweig outside of the
StarTek, Inc. 2008 Equity Incentive Plan, in accordance with NYSE Rule
303A.08. The agreement and grant have been approved by the Compensation
Committee of the Company's Board of Directors, and the grant is an
inducement material to Mr. Rosenzweig agreeing to enter into employment
with the Company.
The inducement grant to Mr. Rosenzweig will consist of options to
purchase 584,000 shares of the Company's common stock, with the options
to have a ten-year term and an exercise price equal to the fair market
value of a share on the date of grant. The options will be scheduled to
vest in equal quarterly installments over three years following Mr.
Rosenzweig's start date, subject to his continued employment with the
Cmpany on the applicable vesting dates.
Shearman & Sterling LLP acted as legal counsel for Aegis. William Blair
& Company, LLC acted as STARTEK's financial advisor, and Jenner & Block
LLP acted as STARTEK's legal counsel.
STARTEK strives to be the most trusted BPO service provider delivering
comprehensive contact center and customer engagement solutions. Our
employees, whom we call Brand Warriors, are enabled and empowered to
promote and protect our clients' brands. For over 30 years, these Brand
Warriors have been committed to making a positive impact for our
clients' business results, enhancing the customer experience while
reducing costs for our clients. With the latest technology in the BPO
industry and our STARTEK Advantage System, our Brand Warriors instill
customer loyalty through a variety of multi-channel customer
interactions, including voice, chat, email and IVR. Our service
offerings include sales support, order processing, customer care and
receivables management and customer analytics. For more information,
please visit www.STARTEK.com.
Aegis is a leading outsourcing business solutions partner to global
corporations in the telecom, technology, media, banking financial
services and insurance, travel and logistics, retail and e-commerce and
public sectors. 40,000+ Aegis experts across 44 centers worldwide
deliver customer lifecycle management, technology services, back office
services and social media analytics to power superior business results
for clients. Visit www.aegisglobal.com
to learn more about solutions for global enterprises and their customers.
About Capital Square Partners
Capital Square Partners is a private equity fund manager based
in Singapore, and regulated by the Monetary Authority
of Singapore (MAS). It primarily invests in buyouts and control
investments across multi-geography cross border businesses, with deep
sector expertise and focus on technology, media and telecommunications,
business services, healthcare, and consumer sectors. It has made a
number of investments in the technology services and BPO sectors, and
has extensive operational expertise in these areas. Additional
information on CSP can be found at http://www.capitalsquarepartners.com.
Cautionary Note on Forward-Looking Statements
The matters regarding the future discussed in this news release include
forward-looking statements as defined in the Private Securities
Litigation Reform Act of 1995, which provides a safe harbor for
forward-looking statements made by or on behalf of STARTEK. Such
forward-looking statements can be identified in this document by the
words "anticipate," "believe," "can," "continue", "could," "estimate,"
"evaluate," "expect," "forecast," "guidance," "intend," "likely," "may,"
"might," "objective," "outlook," "plan," "predict," "probably,"
"project," "possible," "potential," "should," "view," or will," or the
negative thereof or other variations thereon or comparable terminology.
As described below, such statements are subject to a number of risks and
uncertainties that could cause STARTEK's actual results to differ
materially from those expressed or implied by any such forward-looking
statements. These factors include, but are not limited to, risks
relating to our reliance on a limited number of significant customers,
lack of minimum purchase requirements in our contracts, the
concentration of our business in the communications industry, lack of
wide geographic diversity, maximization of capacity utilization, foreign
currency exchange risk, risks inherent in the operation of business
inside and outside of the United States, ability to hire and retain
qualified employees, increases in labor costs, management turnover and
retention of key personnel, trends affecting companies' decisions to
outsource non-core services, reliance on technology and computer
systems, including investment in and development of new and enhanced
technology, increases in the cost of telephone and data services,
unauthorized disclosure of confidential client or client customer
information or personally identifiable information, compliance with
regulations governing protected health information, our ability to
acquire and integrate complementary businesses, compliance with our debt
covenants, ability of our largest stockholder to affect decisions and
stock price volatility.
You are cautioned to not place undue reliance on STARTEK's forward-
looking statements. These forward-looking statements are, and will be,
based upon management's then-current views and assumptions regarding
future events and operating performance and are applicable as of the
dates of such statements. Certain additional factors that management
believes could cause actual outcomes and results to differ materially
from those described in the forward-looking statements are set forth in
Item 1A (Risk Factors) in the most recent filings of STARTEK's Quarterly
Report on Form 10-Q and the Annual Report on Form 10-K filed with the
Securities and Exchange Commission and in other reports filed by STARTEK
pursuant to the Securities Exchange Act. STARTEK does not assume any
duty to update or revise forward- looking statements, whether as a
result of new information, future events or otherwise, as of any future
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