ASGN Incorporated Announces Acquisition of IndraSoft

Acquisition significantly expands the Company’s customer base and relationships with the Air Force, DISA, and Army Intelligence

ASGN Incorporated (NYSE: ASGN), one of the foremost providers of IT and professional services in the technology, digital, and creative, fields across the commercial and government sectors, announced today the acquisition of IndraSoft Inc., a leading cybersecurity and digital transformation solutions provider to the federal government. IndraSoft’s team of more than 220 highly skilled consultants will be integrated into the ECS Missions Solutions business unit.

Founded in 2004 in Reston, VA, IndraSoft is an award-winning solutions provider with a deep footprint across the U.S. Air Force, Army Intelligence, and the Defense Information Systems Agency (DISA), as well as other defense agencies and the Census Bureau. IndraSoft provides depth in digital transformation, DevSecOps, cybersecurity, and cyber analytics solutions.

“We are thrilled to welcome the IndraSoft team to ASGN,” said Ted Hanson, ASGN President and Chief Executive Officer. “The acquisition of IndraSoft is yet another example of our long-term capital deployment strategy to acquire high-growth consulting businesses that position ASGN as an industry-leading provider of IT services and solutions to the commercial and government marketplaces. IndraSoft’s depth and breadth of technical capabilities, talent, and solutions align perfectly with our Federal Government Segment and ECS’ digital modernization expertise.”

“The acquisition of IndraSoft deepens our footprint at key customers, including the U.S. Air Force, Army Intelligence, DISA, and other defense agencies,” said George Wilson, President of ECS.

“IndraSoft’s innovative culture and long track record of success make it a great fit with our own unwavering commitment to exceptional service delivery for our customers. We look forward to successfully pursuing new mission-impactful work together,” added John Heneghan, Chief Operating Officer of ECS.

“At IndraSoft, we are dedicated to enabling mission results through differentiated solutions and a culture of continuous improvement,” said Neeraja Lingam, CEO of IndraSoft. “We have successfully delivered value and transformative services for nearly two decades. Now, we are excited to join ECS and accelerate our combined growth trajectory by expanding upon the resources and capabilities we can deliver to our customers.”

Equity Grants

In addition to the cash consideration, ASGN is granting restricted stock unit awards to 16 IndraSoft employees covering approximately 52,000 shares. Subject to continued service to ASGN, these grants will vest: (a) one-half on the second anniversary of the grant date, and (b) 25 percent on each of the third and fourth anniversaries of the grant date. The restricted stock unit awards were granted as employment inducement awards pursuant to the New York Stock Exchange rules.

Legal Advisors

ASGN retained Sullivan & Cromwell LLP and IndraSoft retained Pillsbury Winthrop Shaw Pittman LLP as legal counsel.

About ASGN Incorporated

ASGN Incorporated (NYSE: ASGN) is one of the foremost providers of IT services and professional solutions, including technology, creative, and digital, across the commercial and government sectors. ASGN helps leading corporate enterprises and government organizations develop, implement and operate critical IT and business solutions through its integrated offering of professional staffing and IT solutions. ASGN's mission is to be the most trusted partner for companies seeking highly skilled human capital and integrated solutions to fulfill their strategic and operational needs. For more information, visit us at asgn.com.

About ECS

ECS, ASGN’s Federal Government Segment (formerly its ECS Segment), delivers advanced solutions in cloud, cybersecurity, data and artificial intelligence (AI), application and IT modernization, science, and engineering. The company solves critical, complex challenges for customers across the U.S. public sector, defense, intelligence, and commercial industries. ECS maintains partnerships with leading cloud, cybersecurity, and AI/ML providers and holds specialized certifications in their technologies. Headquartered in Fairfax, Virginia, ECS has more than 3,000 employees throughout the United States. For more information, visit ECStech.com.

About IndraSoft

IndraSoft provides cutting-edge enterprise IT solutions to customers across DoD and Civilian Federal Agencies, including U.S. Air Force, U.S. Army, Defense Manpower Data Center, Defense Information Systems Agency, Defense Logistics Agency, USTRANSCOM, Department of State, and U.S. Census Bureau. IndraSoft’s Agile/DevOps, cybersecurity, cloud, data analytics, AI/ML, and blockchain solutions enable customers to focus on mission imperatives with confidence.

Safe Harbor

Certain statements made in this news release are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and involve a high degree of risk and uncertainty. Forward-looking statements include statements regarding our anticipated financial and operating performance.

All statements in this release, other than those setting forth strictly historical information, are forward-looking statements. Forward-looking statements are not guarantees of future performance, and actual results might differ materially. In particular, we make no assurances that the estimates of revenues and Adjusted EBITDA will be achieved. Factors that could cause or contribute to such differences include actual demand for ASGN services, the Company’s ability to attract, train and retain qualified staffing consultants, the Company’s abilities to remain competitive in obtaining and retaining clients, the availability of qualified contract professionals, management of growth, continued performance and improvement of enterprise-wide information systems, the Company’s ability to manage litigation matters, the successful integration of recent or future acquisitions and demand for each of our services and other risks detailed from time to time in reports filed with the SEC, including ASGN's Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the SEC on March 1, 2021. We specifically disclaim any intention or duty to update any forward-looking statements contained in this news release.

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