Integral Systems

Integral Systems, Inc. was a manufacturer of satellite ground systems founded in 1982, and based in Columbia, Maryland in the United States. The company had supported over 205 satellite missions for communications, science, meteorological and earth resource applications.[3] Integral's customers included government/commercial satellite operators, spacecraft/payload manufacturers and aerospace systems integrators. The company offered a commercial off-the-shelf (COTS) software product line for command and control, and employed approximately 769 people in the United States and Europe.[3] On July 27, 2011, California Kratos Defense and Security Solutions completed the acquisition of Integral System, with each outstanding share of Integral Systems common stock cancelled and converted into the right to receive (i) $5.00, in cash, without interest, and (ii) 0.588 shares of the Kratos Defense and Security Solutions common stock.[4]

Integral Systems, Inc.
TypeSubsidiary[1]
NASDAQ: ISYS (formerly)
IndustrySatellite ground systems
Space communications
Military communications
FoundedLanham, Maryland, USA (1982)
Headquarters
Columbia, Maryland
,
United States
Key people
Paul Casner, Interim CEO
William Bambarger, CFO
Peter Gaffney, EVP
ProductsABE
Archive Manager
ARES
EPOCH Client
EPOCH Database
EPOCH Triggers & EPOCH Web Server
Revenue US$160.17 Million (2008)[2]
US$25.10 Million (2008)[2]
US$18.17 Million (2008)[2]
Total assetsUS$147.20 Million (2008)[2]
Total equityUS$110.04 Million (2008)[2]
OwnerKratos Defense & Security Solutions (2011 - present)
Number of employees
769 (December 2008)[2]
Websitehttp://www.integ.com/

Company structure

Integral Systems operated through four business segments: Ground Systems – Government; Ground Systems – Commercial; Space Communications Systems, and Corporate. [5] The company was involved in contracts with governmental and commercial satellite operators,[6] which included the US Air Force,[7] and Northrop Grumman.[8]

Integral owned five subsidiaries that provide a services and products to the satellite industry. SAT Corporation, a subsidiary of Integral, that provided satellite and terrestrial communications signal monitoring systems to satellite operators.[9] The Newpoint Technologies Inc. subsidiary supplied equipment monitoring and control software to satellite operators and telecommunications firms.[10] Integral Systems’ RT Logic subsidiary built telemetry processing systems for military applications such as tracking stations, control centers, and range operations.[11] Integrals’ Lumistar, Inc., subsidiary primarily designs and manufactures board-level telemetry products for PCI, VME, cPCI, and ISA computer buses.[12] Subsidiary CVG-Avtec built and integrated satellite communication terminals and related equipment, including ground station hardware.

Integral Systems failed to disclose to its shareholders for over seven years that Gary A. Prince (“Prince”), who had previously been convicted of conspiracy to commit securities and bank fraud and enjoined from committing securities fraud in a civil action brought by the Commission, was an executive officer of the Company. Integral Systems failed to disclose Prince’s role at the company and his securities fraud background in its periodic reports and proxy statements filed from 1999 through August 8, 2006 [13]

In 2006, Integral's then-CEO and chairman, Steven R. Chamberlain, was convicted of felony sex offenses involving a minor and resigned. Chamberlain died in December 2009, according to U.S. District Court records[14]

Integral built a $992,000 five-story, 125,000 sq. ft. tenant fit-out of a core and shell office building in Columbia Gateway Office Park in Columbia, Maryland.[15] The company relocated from their original Lanham, MD office to the Columbia, MD new corporate headquarters in May, 2009.[16] However, by February, 2011, the need to drive down operating costs forced Integral Systems to return to the Lanham facility and sublease the majority of their former headquarters facility.[17]

On July 27, 2011, Integral Systems merged with Kratos Defense & Security Solutions.[18] At the time of the acquisition, the 600 to 700 Integral Systems employees were expected to join the 4,000 employees of Kratos Defense and Security Solutions.[14]

Subsidiaries
  • SAT Corporation - supplied of automated RF signal monitoring systems for satellite and terrestrial spectrum management applications.[19]
  • Newpoint Technologies - supplied of software and systems for equipment M&C (Monitoring and Control).[19]
  • RT Logic - supplied of signal processing systems with applications in satellite test, launch, and on-orbit operation of satellites.[19]
  • Lumistar - offered products that process telemetry down-links for the flight, test, airborne, and satellite ground station markets.[19]
  • CVG-Avtec - a subsidiary of Integral Systems that focused on deployable satellite communications solutions.[19]

See also

References
  1. Censer, Marjorie (May 22, 2011). "After going up for sale, Integral Systems acquired by Kratos". The Washington Post.
  2. "ISYS: Integral Systems, Inc". Google Finance. Retrieved March 29, 2009.
  3. "Integral Systems". Ladders. Archived from the original on June 19, 2016. Retrieved June 19, 2016.CS1 maint: unfit URL (link)
  4. "US Security and Exchange Commission, Form S-4 Registration Statement under Securities Act of 1933, as filed with the SEC on October 24, 2011". U.S. SEC. Retrieved December 2, 2013.
  5. "About Integral". Integral Systems. Retrieved January 18, 2008.
  6. "Integral System Inc ISYS.O (NASDAQ)". Reuters. Retrieved January 18, 2008.
  7. "Integral Systems Inc. Awarded Contract Options to Begin Development of the Next Phase of the RAIDRS Program". Space Newsfeed. December 10, 2007. Archived from the original on December 24, 2007. Retrieved 2008-01-18.
  8. "Integral Systems Gets $20.6 Million Contract For GPS Systems". CNN Money. January 17, 2008. Retrieved January 18, 2008.
  9. "About SAT Corp". Integral Systems. Retrieved January 18, 2008.
  10. "About Newpoint Tech". Integral Systems. Archived from the original on January 11, 2008. Retrieved January 18, 2008.
  11. "About RT Logic". Integral Systems. Retrieved January 18, 2008.
  12. "About Lumistar". Integral Systems. Retrieved January 18, 2008.
  13. "Cease and Desist Order, Administrative Proceeding File No. 3-13566, dated July 30, 2009" (PDF). US SEC. Retrieved December 2, 2013.
  14. "Columbia's Integral agrees to $266M sale". US SEC. Retrieved December 2, 2013.
  15. "Projects:Integral Systems". Mechanical Engineering and Construction Corporation. Archived from the original on October 23, 2015.CS1 maint: unfit URL (link)
  16. "Integral Systems Relocates Corporate Headquarters to Columbia, MD". March 21, 2009. Archived from the original on June 19, 2016.CS1 maint: unfit URL (link)
  17. "Integral Systems Announces Sublease of Headquarters Facility in Columbia, Md: Company Anticipates Sublease to Reduce Corporate Overhead by $10 Million Over Five-Year Lease Period". Archived from the original on June 19, 2016.CS1 maint: unfit URL (link)
  18. "SEC 8K".
  19. "Form 10-Q, Security and Exchange Commission, INTEGRAL SYSTEMS, INC. AND SUBSIDIARIES, NOTES TO CONSOLIDATED FINANCIAL STATEMENTS". US SEC. Retrieved December 3, 2013.
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