Exhibit 99.1
IR CONTACT:
David Waldman/Jody Burfening
Lippert/Heilshorn & Associates
dwaldman@lhai.com
(212) 838-3777
FOR IMMEDIATE RELEASE
GLOBALOPTIONS GROUP AGREES TO ACQUIRE CBR, INC.
ACQUISITION EXPANDS SERVICE OFFERINGS
COMPLETES $7.5 MILLION PRIVATE PLACEMENT TO FUND GROWTH STRATEGY
NEW YORK - JUNE 27, 2005 - GLOBALOPTIONS GROUP, INC. (OTCBB: GLOI), a leading
provider of domestic and international risk mitigation services, today announced
that it has entered into a definitive agreement to acquire privately-held
Confidential Business Resources, Inc. (CBR), based in Nashville, Tenn., for $5.0
million and the assumption of certain liabilities. Simultaneously, the company
completed a private placement investment for gross proceeds of $7.5 million, to
fund the acquisition and provide additional growth capital.
CBR specializes in intelligence gathering, surveillance and investigation
services for major insurance carriers, third-party administrators, self-insured
companies, insurance defense law firms, and multi-national organizations. With
over 60 licensed investigators across the United States and a network of
international affiliates, CBR provides customized services to reduce risk and
minimize their clients' exposure to litigation around the world. In 2004, CBR
generated more than $8.6 million in revenue.
"Heightened global security threats are creating greater demand for domestic and
international risk mitigation services. At GlobalOptions, we are committed to
meeting this need, and building the leading integrated risk mitigation company
and dominant brand within the highly fragmented multi-billion dollar risk
mitigation industry," stated Dr. Harvey W. Schiller, chairman of GlobalOptions.
"CBR has a strong reputation within the investigations industry, led by its
highly regarded founder Halsey Fischer, who will assume the role of president of
our investigations division. The acquisition of CBR also complements the
exceptional team we have built out of our Washington D.C. office, led by Dr.
Neil Livingstone and Thomas Ondeck--two of the nation's preeminent authorities
on corporate risk assessment and crisis management. Acquiring CBR illustrates
our strategy of acquiring premier brands and talented personnel within the risk
mitigation industry that expand the breadth of services we currently offer our
clients."
Effective June 24, 2005, the company has also merged with Creative Solutions
with Art, Inc., a publicly traded company. Under the terms of the agreement,
Creative Solutions has issued to GlobalOptions shareholders approximately 9.9
million shares and options to purchase an additional 2.6 million shares. In
addition, the private placement investors will receive preferred shares
convertible into 3.8 million common shares and warrants to purchase an
additional 900,000 common shares. Following the merger and private placement,
the company will have approximately 24.3 million fully diluted shares, including
all options and warrants. Verus International acted as strategic advisor to
GlobalOptions in connection with the merger. Effective immediately,
GlobalOptions' shares will trade on the Over-the-Counter (OTC) Bulletin Board
under the ticker symbol GLOI.
Dr. Schiller continued, "With our financing in place and platform as a public
company, we now have the capital structure to support our near-term growth plans
through strategic acquisitions and organic growth. We look forward to driving
organic growth among the acquired companies through our strong management team
noted for its entrepreneurial and innovative leadership style, and our
world-renowned advisors. Additionally, we plan to eliminate redundant costs and
back-office responsibilities among the acquired companies, enabling them to
focus on customer addition and retention. We have already identified additional
potential acquisition targets that would enable us to deliver expanded
capabilities, products and services designed to meet the ever increasing demand
for risk mitigation by domestic and global corporations, governments and high
profile individuals. I'm confident these new and existing opportunities offer
GlobalOptions excellent prospects for rapid growth."
The securities sold by GlobalOptions in the private placement and the merger
have not been registered under the Securities Act of 1933 and may not be sold in
the United States absent registration or an applicable exemption from the
registration requirements of the Securities Act.
ABOUT GLOBALOPTIONS GROUP, INC.
GlobalOptions Group, with main offices in New York and Washington DC, is a
provider of high-end risk mitigation services to Fortune 500 corporations,
governmental organizations and high-profile individuals throughout the world.
GlobalOptions' risk mitigation services currently include risk management and
security, investigations and litigation support, and crisis management. These
engagements take GlobalOptions staff around the world and are typically highly
sensitive engagements where GlobalOptions is interacting with senior leaders in
corporations and governments. Its overall mission is to identify, evaluate,
assess, prevent and correct issues that may threaten people, organizations or
strategic initiatives for corporations or governments.
STATEMENTS IN THIS PRESS RELEASE REGARDING THE COMPANY'S BUSINESS THAT ARE NOT
HISTORICAL FACTS ARE "FORWARD-LOOKING STATEMENTS" THAT INVOLVE RISKS AND
UNCERTAINTIES. THE COMPANY WISHES TO CAUTION READERS NOT TO PLACE UNDUE RELIANCE
ON SUCH FORWARD-LOOKING STATEMENTS, WHICH STATEMENTS ARE MADE PURSUANT TO THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1994, AND AS SUCH, SPEAK ONLY AS OF
THE DATE MADE. TO THE EXTENT THE CONTENT OF THIS PRESS RELEASE INCLUDES
FORWARD-LOOKING STATEMENTS, THEY INVOLVE VARIOUS RISKS AND UNCERTAINTIES
INCLUDING THE SUCCESSFUL INTEGRATION OF THE BUSINESS OF CBR AND THE CONTINUED
SUCCESSFUL IMPLEMENTATION OF THE COMPANY'S BUSINESS STRATEGY.
CERTAIN OF THESE RISKS AND UNCERTAINTIES WILL BE DESCRIBED IN GREATER DETAIL IN
GLOBALOPTIONS' FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION.
GLOBALOPTIONS IS UNDER NO OBLIGATION TO (AND EXPRESSLY DISCLAIMS ANY SUCH
OBLIGATION TO) UPDATE OR ALTER ITS FORWARD-LOOKING STATEMENTS WHETHER AS A
RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.
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