EXHIBIT 99.1
[LETTERHEAD OF ACCUSTAFF APPEARS HERE]
NEWS RELEASE
FOR IMMEDIATE RELEASE
Contact: Michael D. Abney Michael T. Druckman
Chief Financial Officer Chief Financial Officer
AccuStaff Incorporated Career Horizons, Inc.
(904) 725-5574 (516) 682-1403
Derek E. Dewan Walter W. Macauley
Chairman, President and CEO President and CEO
AccuStaff Incorporated Career Horizons, Inc.
(904) 725-5574 (516) 682-1401
ACCUSTAFF AND CAREER HORIZONS TO MERGE
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ESTIMATED 1996 REVENUES OF COMBINED COMPANY
WILL BE OVER $1.3 BILLION
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ONE OF THE LARGEST MERGERS IN U.S. STAFFING INDUSTRY HISTORY
JACKSONVILLE, Florida (August 26, 1996)--AccuStaff Incorporated (Nasdaq/NM:ASTF)
and Career Horizons, Inc. (NYSE:CHZ) today jointly announced that they have
signed a definitive merger agreement under which Career Horizons will be
acquired by and merged into AccuStaff. Career Horizons will operate as a
subsidiary of AccuStaff after the merger. The consolidated company, operating as
AccuStaff Incorporated, will be a nationwide provider of strategic staffing,
consulting and outsourcing services with a total of over 750 offices in 43
states and combined annual estimated 1996 revenues in excess of $1.3 billion.
Estimated combined revenues for 1997, exclusive of future acquisitions, are
projected to be in excess of $1.7 billion. The merger will create the fourth
largest staffing company in the United States.
Under terms of the agreement, Career Horizons' stockholders will receive
1.53 shares of AccuStaff stock for each share owned of Career Horizons' stock.
Based on AccuStaff's closing price of $28 per share on Friday, August 23, 1996,
the transaction would be valued at approximately $1 billion. The agreement
specifies that the exchange ratio will be adjusted under certain circumstances
depending on AccuStaff's market price prior to the closing, but that the minimum
exchange ratio will be 1.2444 and the maximum exchange ratio will be 1.8006. The
transaction, which has been unanimously approved by the boards of directors of
each company, will be accounted for as a pooling of interests and will be a tax-
free reorganization. The merger agreement is subject to certain regulatory
approvals as well as approval by the
ASTF and CHZ to Merge
Page 2
August 26, 1996
shareholders of each company at special meetings expected to be held within the
next 90 days. Closing of the merger is expected during the fourth quarter of
1996.
AccuStaff Incorporated is organized into three divisions: Professional
Services, which provides personnel for information technology,
technical/engineering, legal and accounting; Commercial, which provides
clerical, office automation and light industrial services; and
Telecommunications, which provides a national customer with trained customer
care and telemarketing services. Headquartered in Jacksonville, Florida,
AccuStaff's 1996 revenues are projected to reach $772 million prior to the
Career Horizons merger. Since its initial public offering in August 1994,
AccuStaff has completed 33 acquisitions in the staffing industry.
Headquartered in Woodbury, New York, Career Horizons provides temporary
personnel for clerical, commercial, hospital and other healthcare functions, and
information technology. The Company also provides financial and support services
to associated temporary personnel firms. Career Horizons' revenues for 1995 were
$385 million and are projected to reach approximately $613 million in 1996.
Including company-owned, franchise and associated offices, Career Horizons has a
total of 574 offices in 43 states.
Commenting on the announcement, AccuStaff's Chairman, President and CEO,
Derek E. Dewan stated, "This merger will create one of the strongest and most
diversified national companies in the staffing industry. Both AccuStaff and
Career Horizons have been major consolidators in the industry and this
transaction accelerates that trend, creating an even stronger platform for
growth and additional acquisitions. We have a number of acquisitions to pursue
and Walt Macauley will add tremendous value in this area. Our combined cash
position, together with credit facilities, gives us the liquidity to make
strategic and even larger acquisitions. The pipeline is full and both companies
will accelerate on a united front the acquisition program before the merger is
final. In addition to its excellent management team and reputation for
delivering quality staffing services, Career Horizons will substantially
increase the scope of our commercial and information technology services, while
adding new areas in healthcare and financial support services to associated
temporary personnel firms. With very little overlap in our office locations, the
merger will also significantly expand our geographic market coverage and client
list.
"We expect the merger to be accretive to AccuStaff's earnings for the
first full year of combined operations and we believe it will also add
significant long-term value to our shareholders. The merger will also expand the
career opportunities for the employees of both firms. Above all, this
transaction will create new growth opportunities for the combined company."
ASTF and CHZ to Merge
Page 3
August 26, 1996
Following the merger, Derek E. Dewan will remain Chairman, President and
CEO of AccuStaff and Walter W. Macauley, currently President and CEO of Career
Horizons, will join the AccuStaff Board of Directors as Vice Chairman. In
addition to his operating role at Career Horizons, Macauley will assist
AccuStaff in the implementation of its acquisition strategy. Macauley said, "We
are extremely pleased to join forces with AccuStaff as we share the same
strategic goals. Together our companies can penetrate the marketplace more
effectively than we can as separate entities. Our excellent back office
infrastructure will play an important role in the integration of our two
companies and future acquisitions. The broader product breadth of the new
company will allow us to provide added services to our account base."
This press release contains certain forward-looking statements and
projections (including statements concerning managements' plans and objectives
for future operations and services and statements concerning earnings
expectations) that are based on managements' beliefs as well as assumptions made
by, and information currently available to management. AccuStaff's actual
results might differ materially from the plans envisioned in, or results
projected by, those statements if AccuStaff's assumptions prove to be inaccurate
or for a variety of other reasons, including those relation to factors
identified in AccuStaff's Prospectus dated April 18, 1996, and its quarterly
reports on Form 10-Q for the quarters ended March 31, 1996, and June 30, 1996,
as well as in Career Horizons' prospectus dated February 29, 1996, and its
quarterly reports on Form 10-Q for the quarters ended March 31, 1996 and June
30, 1996.