Notable Mergers and Acquisitions of the Day 3/3: TNS/VRSN, FSLR, RSCR

March 3, 2009 9:49 AM EST

• TNS, Inc. (NYSE: TNS) has entered into a definitive agreement with VeriSign, Inc. (Nasdaq: VRSN) to acquire its Communication Services Group for $230 million in cash. The transaction is expected to be accretive to TNS' 2009 earnings upon close.
  
  The boards of directors of both companies have approved the acquisition which is expected to close within the next 60 days, subject to customary regulatory approvals and the successful completion of financing.
  
  The acquisition is planned to be financed through a combination of new financing of up to $250 million and cash on hand. TNS will also be required to amend its 2007 Credit Facility to allow for the acquisition and new financing.
  
  
• First Solar, Inc. (Nasdaq: FSLR) today announced it has entered into an agreement to significantly expand its penetration within the U.S. utility solar power market with the acquisition of OptiSolar’s solar project pipeline. The acquisition includes:
  
  • A 550 megawatt (MW) AC solar development project under a power purchase agreement with PG&E
    
  • A project pipeline of additional 1,300MW AC which are in negotiation with Western region utilities for solar development projects
    
  • Strategic land rights of approximately 136,000 acres (approximately 210 square miles) with the potential to deploy up to 19 gigawatts (GW) AC of utility-scale solar power projects
  In addition, the core development team responsible for assembling and executing on the solar project pipeline will join the First Solar development team.
  
  First Solar expects to construct solar power plants developed under the acquired solar power project pipeline over the next several years and sell them to a combination of regulated utilities, diversified energy companies and other independent power producers.
  
  First Solar’s investment in the development pipeline and planned projects ensures that at least 400 new green collar jobs will be created in California. First Solar is committed to supporting the planned projects and will use its resources to bring these projects on-line on time. Project development is planned to begin as early as 2010.
  
  The transaction represents another important step in First Solar’s U.S. utility expansion.
  
  First Solar will acquire all of OptiSolar’s project development business in an all-stock transaction valued at approximately $400 million. The transaction is expected to be completed in the second quarter of 2009.
  
  
• ResCare, Inc. (Nasdaq: RSCR) announced the acquisition of Friendship Developmental Services, a company based in National City, California, serving 90 people with intellectual and developmental disabilities. The company provides services in 15 residential locations in and around National City, San Diego and Chula Vista, California. Annual revenues are expected to be $6.5 million.
  
  Ralph G. Gronefeld, Jr., ResCare president and chief executive officer, said, "We welcome Friendship Developmental Services into the ResCare family. The transaction expands ResCare's California developmental disabilities services into a new geographic area and is part of our growth strategy to focus on leveraging our existing operations, while still opening new opportunities for us."
  
  ResCare, with nearly 35 years of experience helping people reach their highest level of independence, is one of the largest providers of home care to the elderly and those with disabilities. It also offers residential and support services to people with intellectual and developmental disabilities and provides education, vocational training and job placement for people of all ages and skill levels. Based in Louisville, Kentucky, ResCare and its more than 45,000 dedicated employees serve daily more than 65,000 people in 39 states, Washington, D.C., Puerto Rico and in a growing number of international locations.

To see all the Mergers & Acquisitions for today in real-time go to http://www.streetinsider.com/Mergers+and+Acquisitions

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