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October 5, 2009

Sykes to acquire ICT Group for $263m

Combined company to benefit from expanded client base and minimal client overlap

By CBR Staff Writer

Sykes Enterprises, a provider of outsourced customer contact management services and services in the business process outsourcing (BPO) arena, and ICT Group (ICTG), a provider of customer management and BPO services, have entered into a definitive merger agreement under which SYKES agrees to acquire ICTG for a total purchase price of approximately $263m in cash and stock.

Under the terms of the deal, Sykes will pay $15.38 for each share of ICTG common stock on a fully diluted basis. The purchase price represents a premium of approximately 46% over the closing price of ICTG stock on October 5, 2009.

Sykes expects to realise synergies of up to $20m annually. Reportedly, the combined company will have more than $1.2 billion revenues, an expanded client base and minimal client overlap.

Sykes said that the acquisition also expands global delivery footprint to 23 countries and builds its expertise within the financial services and telecom verticals.

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Chuck Sykes, president and chief executive officer of Sykes Enterprises, said: For our combined clients, the acquisition offers the reach of our global delivery footprint through the addition of new delivery geographies and markets, along with deeper expertise in key verticals.

John Brennan, chairman, chief executive officer and president of ICT Group, said: This transaction gives the combined companies the scale and size needed to effectively compete on a global basis. We have very little client overlap in the vertical markets that we currently serve and will be able to greatly broaden our reach through this transaction.

Upon completion of merger, we will have the resources and footprint to address the increasingly complex needs of our Fortune 500 client base. At ICTG, we have spent the last 18 months transforming our organisation and positioning the company for profitable growth.

For the six months ended June 30, 2009, ICTG’s revenues were $194.4m. Mr Brennan has agreed to remain with SYKES for a transition period to assist with the integration of the two businesses. Excluding costs associated with the ICTG acquisition and on a stand-alone basis, Sykes expects to exceed the top-end of its previously discussed third-quarter 2009 earnings per diluted share outlook range of $0.31 to $0.34.

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