COMPANY PRESS RELEASE
COMPUTER ASSOCIATES TO ACQUIRE COMPUTER
MANAGEMENT SCIENCES, INC.
LEADING SERVICES FIRM TO AUGMENT CA GLOBAL PROFESSIONAL SERVICES
CASH TENDER OFFER VALUED AT $435 MILLION
ISLANDIA, N.Y.--(BUSINESS WIRE)--Feb. 8, 1999-- Computer Associates International, Inc. (CA) and
Computer Management Sciences, Inc. (CMSI) have entered into a merger agreement for CA to acquire CMSI
through a cash tender offer followed by a cash merger. A wholly-owned subsidiary of CA will offer to purchase
all outstanding shares of CMSI's common stock (NASDAQ: CMSX - news) for $28 per share.
The merger has been unanimously approved by the boards of directors of both CA and CMSI. CA will fund the
acquisition through cash balances and existing credit facilities.
The acquisition of CMSI, which custom-develops cutting-edge IT solutions for a Fortune 1000 client base and
will become part of CA's Global Professional Services (GPS), reflects GPS' growth strategy of implementing
leading-edge business solutions. The acquisition will accelerate the delivery of powerful new solutions built around
CA's Unicenter TNG and Jasmine technologies into the upper echelons of the enterprise-wide distributed
applications market space. CA will also expand CMSI's unique Systems Outsourcing Centers (SOC)
The tender offer, which will commence shortly, will involve the offer to purchase an amount of shares such that,
upon consummation, CA will own at least a majority of the outstanding shares. The offer will also be subject to
other customary conditions.
CMSI specializes in Internet development, business process re-engineering, strategy planning, evolutionary
downsizing, rapid application development, object-oriented databases, vendor software evaluation, and other
key technology areas.
"Our partnership with CMSI extends our continuing strategy of building GPS through highly-focused acquisitions
that complement CA's core competencies and that address the most critical requir