[107191] in Cypherpunks
News: Securify aqcurired by Kroll-O'Gara
daemon@ATHENA.MIT.EDU (Steve Orrin)
Tue Jan 5 10:59:45 1999
From: "Steve Orrin" <sorrin@lockstar.com>
To: "Bruce Schneier" <schneier@counterpane.com>
Cc: "Matthew Mancuso" <matthew.mancuso@us.pwcglobal.com>,
"Greg Sands" <gsands@netscape.com>,
"Gregory L. Waldorf" <glw@alumni.stanford.org>,
"Gregory Smirin" <greg@verisign.com>,
"Jane Schuchinski" <jschuchinski@lockstar.com>,
"Cypherpunks Toad" <cypherpunks@toad.com>,
"Cypherpunks cyberpass" <cypherpunks@cyberpass.net>,
"Cypherpunks Algebra" <cypherpunks@Algebra.COM>
Date: Tue, 5 Jan 1999 10:41:23 -0500
Reply-To: "Steve Orrin" <sorrin@lockstar.com>
The Kroll-O`Gara Company Announces Strategically Important Acquisition of
Securify Inc.
January 5, 1999
FAIRFIELD, Ohio, Jan. 4 /PRNewswire/ via NewsEdge Corporation -- The
Kroll-O'Gara Company (Nasdaq: KROG) today announced the closing of the
acquisition of Securify Inc., headquartered in Mountain View, California.
Under the terms of the merger, the shareholders of Securify received
approximately 1.4 million shares of the common stock of Kroll-O'Gara in
exchange for all the outstanding capital stock of Securify. Additionally,
approximately 200,000 shares of Kroll-O'Gara common stock have been reserved
for issuance upon exercise of vested Securify stock options. The merger is
being accounted for as a "pooling of interests" under generally accepted
accounting principles.
Securify, founded in early 1998 by Taher Elgamal and Dan Kolkowitz, is
engaged in the business of providing comprehensive security services in the
areas of e-commerce and business and government applications. Such services
include network and system security review and repair, product evaluation,
development and implementation of security policies, system architecture and
information security training. Securify is a consulting firm that is
technology and vendor neutral. It leverages a comprehensive understanding of
the security of technologies and products to deploy them to meet the
requirements of its customers.
Commenting on the acquisition, Jules Kroll, Chief Executive Officer of The
Kroll-O'Gara Company, said, "In the 21st Century, e-commerce and the
Internet represent explosive commercial growth opportunities when coupled
with and enabled by information security. The Securify team is
internationally recognized in the information security industry.
Strategically, The Kroll-O'Gara Company is now positioned to be a leading
player in this emerging market."
Tom O'Gara, Vice-Chairman of The Kroll-O'Gara Company, said, "I believe the
acquisition of Securify will prove to be as important, from a strategic
viewpoint, as was the merger between The O'Gara Company and Kroll
Associates. " He went on to say, "We believe that we have secured the "who's
who" of information and computer security and, of course, we were favorably
impressed with the Company being backed by well known and highly respected
industry leaders and venture capitalists."
Taher Elgamal, Chief Executive Officer of Securify, stated, "Securify can
now better meet the needs of our customers by having an expanded world
presence and more comprehensive services. In addition, Securify will benefit
from cross-selling activities and a broader customer base. We will now have
the opportunity to keep pace with the market growth driven by the need for
secure e-commerce."
The founders and management team of Securify are widely recognized experts
in various fields of computer and network security. Its principals have
invented industry-standard technologies and algorithms and have made
noteworthy contributions in network architecture, commerce applications,
cryptography, public key infrastructure, privacy, physical security and
intellectual property definition. The founders and management team of
Securify include the following individuals:
* Taher Elgamal, Founder and Chairman of Securify, is a recognized leader in
the information security industry. Prior to founding Securify, he
held the position of Chief Scientist of Netscape Communications Corp. where
he pioneered Internet security technologies such as SSL, the
standard for web security. He has a long career in cryptography and
security, which started with a Ph.D. at Stanford where he was a pioneer
of original public key cryptography and digital signature technology,
inventing the Elgamal cryptography technology, which was adopted by
NIST as the DSS digital signature standard.
* Dan Kolkowitz, Co-founder and Vice President of Engineering at Securify,
has been involved in LAN, WAN and distributed system
development for more than 18 years. Most recently he was VP of Engineering
and Co-founder of Compact Devices. Prior to that, he was
Co-founder and VP of Engineering of MiLAN Technology, where he was
responsible for developing MiLAN's successful line of multi-protocol
network printing products.
* Mark Chen, employed by Securify as its Chief Cryptography Consultant, has
been one of the principal architects of secure protocols and
cryptography for e-commerce. He developed the security architecture for
Intuit, where he designed and built the security infrastructure for
the world's first large-scale, electronic retail banking system. He is a
Watson Scholar, and has written for Z Magazine and Springer-Verlag's
Lecture Notes in Computer Science series.
* Mark Seiden, employed by Securify as its Chief Network Security
Consultant, consulted in network engineering and security worldwide for
15 years prior to joining the Company. He is recognized as one of the
foremost experts in network security design and implementation. He has
written for the New York Times, Wired, Sun Expert, Unix Review and was
featured as one of the 50 CyberElite by Time Digital. He has been
involved in a number of high profile activities, including, among other
things, assisting in the pursuit and capture of Kevin Mitnick.
* Geoffrey Cooper, Co-founder and Chief Architect at Securify, has 15 years
of embedded systems experience in networking, graphics, and
image compression. He began working in Internet transport protocols in the
early 1980s and developed the first TCP-IP networked laser printer
at IMAGEN.
Bill O'Gara, President and COO of The Kroll-O'Gara Company, stated, "We look
forward to building a major business entity within The Kroll-O'Gara Company
as a result of this important acquisition. Given the early stage of Securify
and the need to build their business, including hiring an experienced Chief
Operating Officer and filling out the senior management team, we expect the
acquisition to be dilutive to Kroll-O'Gara's earnings by between $0.07 and
$0.10 per share for 1999 and, barring unforeseen developments, accretive in
year 2000 by between $0.05 and $0.10 per share."
Securify's founding investors included James Barksdale, CEO of Netscape
Communications Corporation, Eric Benhamou, CEO of 3COM Corporation, James
Bidzos, CEO of RSA Data Security Inc., and Marc Benioff, Senior VP of Oracle
Corporation. Venture capital funding was provided by Mohr Davidow Ventures
and U.S. Venture Partners.
Certain of the statements set forth above in this release are
forward-looking statements within the meaning of the federal securities
laws. Such statements are based upon management's estimates, assumptions,
and projections and are subject to substantial risks and uncertainties that
could cause actual results to differ materially from those set forth in the
forward- looking statements. Factors that could cause actual results to
differ materially from those in the forward-looking statements include,
among other things: contract delays, reductions, or cancellations; cost
overruns with regard to fixed price contracts, problems, and costs
associated with integrating past and future business combinations; the
inability to acquire additional businesses on an accretive earnings basis;
various political and economic risks of conducting business outside of the
United States; adjustments associated with percentage-of-completion
accounting; inability of sub-contractors to perform on schedule and meet
demand; unexpected competitive pressures resulting in lower margins and
volumes; uncertainties in connection with start-up operations and opening
new offices; higher-than-anticipated costs of financing the business; loss
of senior personnel; and changes in the general level of business activity.
The Kroll-O'Gara Company is a leading global provider of a broad range of
specialized products and services designed to supply solutions to a variety
of security needs. Kroll-O'Gara provides governments, businesses, and
individuals with information, analysis, training, and products to mitigate
the growing risks associated with white-collar crimes, fraud, physical
attacks, threats, violence, and uninformed decisions based upon incomplete
or inaccurate information. The Company is organized into three primary
business groups: Investigations & Intelligence Group, Security Products &
Services Group, and Voice & Data Security Group.
The Investigations & Intelligence Group provides fraud investigations, due
diligence, litigation support, and integrity consulting services as well as
providing business intelligence gathering and analysis to corporations,
financial institutions, and governments.
The Security Products & Services Group provides commercial and military
armored vehicles, advanced security and driver training, crisis management,
and security consulting services.
The Voice & Data Security Group provides secure communication systems
including satellite telephone and GPS systems as well as computer forensics,
internet security, and data system design for maximum security.
Based in New York City and Fairfield, Ohio, Kroll-O'Gara employs more than
1,500 people in 50 offices and plants around the world.
SOURCE The Kroll-O'Gara Company
/CONTACT: Bill T. O'Gara, President and COO, of The Kroll-O'Gara Company,
513-874-2112/ (KROG)
[Copyright 1999, PR Newswire]
