HireRight, USIS, Merge, Outsourcing

HireRight to Merge with USIS Commercial Services Business

HireRight to Merge with USIS Commercial Services Business

Combined company will provide comprehensive, innovative range of global employment screening solutions

FALLS CHURCH, Va., and IRVINE, Calif., June 9, 2008 – US Investigations Services, LLC (USIS), a leading provider of pre-employment and drug testing screening solutions and the largest provider of security investigations to the federal government, and HireRight, Inc. (NasdaqGM: HIRE), a leading provider of on-demand employment background and drug screening solutions, today announced that the companies have signed a definitive agreement to merge through a transaction valued at approximately $195 million.
Under terms of the agreement, which was approved by both companies’ boards of directors, USIS will pay HireRight stockholders $15.60 per share in cash, which represents a 54% premium over HireRight’s closing share price of $10.12 on Friday, June 6, and a 65% premium over the weighted average trading price of the company’s shares for the past three months. Upon completion of the merger, HireRight will be combined with the USIS Commercial Services Division.

The strategic combination of the two companies is expected to provide customers with a comprehensive and integrated range of solutions for managing and mitigating employment-related business risk. Together, USIS and HireRight will deliver on-demand screening applications built with state-of-the-art technologies delivering outstanding user experience, quality, turn-around time, and extensive process and workflow automation. The combined company will serve over 27,000 customers, ranging from small businesses to global enterprises.

“The addition of HireRight with its highly respected leadership and team, industry-leading technology, and culture of innovation transforms our strategic efforts to build a preeminent global employment and drug screening business that is uniquely positioned to deliver enhanced products and customer value,” said Randy Dobbs, CEO of USIS. “We anticipate that this customer-focused business will have the required products and services, as well as the size, scope, and skills, to be a leader in innovation and spur additional product enhancements for our customers.” “Bringing USIS and HireRight together is intended to deliver to customers a winning blend of innovative employment screening solutions and deep subject-matter expertise, providing an outstanding platform to meet the rapidly evolving screening needs of global organizations,” said Eric Boden, CEO of HireRight. “The combined company will have a greater reach than either company would have standing alone, and together we should be able to accelerate efforts to create valuable new products and services for the combined company’s target markets.” Together, USIS and HireRight will offer deep expertise in helping organizations of all sizes efficiently implement, manage, and control their employment screening programs. It is expected that the combined company will have the technology, services portfolio, financial resources, and subject matter expertise to meet the complex requirements demanded by leading employers around the globe. Customers will have access to a wide range of competitively unique services delivered globally in over 200 countries and territories.

Credit Suisse is acting as financial advisor to HireRight, and Dorsey & Whitney LLP is providing legal advice to HireRight. USIS and its controlling stockholder, Providence Equity Partners, are receiving financial advice from Lehman Brothers Inc. and Portico Capital Securities LLC, and legal advice from Debevoise & Plimpton LLP.

The transaction is subject to several conditions including HireRight stockholder approval, regulatory approval, and certain other customary closing conditions, and is expected to close in the third quarter of this year. The transaction is not subject to any financing conditions. Certain HireRight stockholders have agreed to vote to approve the transaction, subject to certain terms and conditions contained in the voting agreement. Prior to the anticipated closing, the two companies will continue to operate independently.

HireRight will file a Current Report on Form 8-K with the Securities and Exchange Commission (SEC) regarding the proposed merger with USIS. Additional information, including a copy of this press release, the agreement and plan of merger and the voting agreement, will be available in the Current Report.

About USIS
USIS is a leading provider of security screenings, background investigations, employment and drug screening services, automotive insurance underwriting services, and national security solutions to government and corporate clients. Headquartered in Falls Church, Va., the company has more than 7,000 employees that support business operations in all 50 states, U.S. territories, and overseas. USIS was formed in July 1996 following a White House initiative that led to the establishment of US Investigations Services, Inc. (USIS) as the first privatization of a government program into the private sector. Today, the company is owned by Providence Equity Partners, the largest global private equity firm dedicated to investing in the media, information services and communications industries.

USIS’ three businesses include the Investigative Services Division, the largest supplier of background investigations to the federal government and a provider of screening services to law enforcement agencies and first responder organizations; the Commercial Services Division, one of the nation’s largest employment and drug screening companies that serves the needs of approximately 25,000 businesses across the U.S.; and the National Security Division, a global provider of specialized national security solutions that support the mission critical needs of a wide-range of federal programs.

About HireRight
HireRight is a leading provider of on-demand employment background and drug screening solutions that help employers efficiently implement, manage and control screening programs. Many companies, including more than 65 of the Fortune 500, trust HireRight because the company delivers customer-focused solutions that provide greater efficiency and faster results. HireRight also provides pre-integrated employment screening services through enterprise e-recruiting solutions from top providers such as Oracle/PeopleSoft, Taleo, Vurv, ADP/VirtualEdge and PeopleAdmin. HireRight's worldwide headquarters are located in Irvine, Calif., with offices and affiliates around the globe.