TSR, Inc. to be Acquired by Founder of BCforward

Vienna Parent Corporation, a newly formed special purpose entity (“Vienna Parent”) formed by Justin Christian, announced today that it has entered into a definitive agreement to acquire TSR, Inc. (“TSR”) (NASDAQ: TSRI). Under the terms of the agreement, Vienna Acquisition Corporation, an affiliate and wholly-owned subsidiary of Vienna Parent (“Vienna Sub”), will commence a tender offer to purchase all of the outstanding shares of TSR for $13.40 per share, representing an equity value of approximately $29 million. The total consideration payable to TSR’s shareholders represents a 73.8% premium to TSR’s closing price on May 14, 2024.

TSR was founded in 1969 and is a well-recognized national provider of information technology staffing solutions. Mr. Christian is the CEO and founder of Bucher and Christian Consulting, Inc., d/b/a BCforward (“BCforward”), one of the largest black-owned professional services and workforce management solutions firms in the United States. Currently, BCforward employs more than 5,000 people globally and serves multi-national clients in the finance, life science, technology, healthcare and government sectors. Vienna Parent and Vienna Sub are affiliates of, and under common control with, BCforward.

“Working with the TSR team is a truly exciting step in the continued growth and expansion of BCforward,” said Justin Christian. “We look forward to partnering with the entire team at TSR to continue this journey together by offering our collective clients new and enhanced capabilities.”

“BCforward is a fantastic cultural fit with the business we have built over the past 54 years,” said Bradley Tirpak, Chairman of the Board of TSR. “BCforward’s ability to provide additional service offerings to our long- standing clients will help expand the overall business for years to come.”

“In the past four years, we have worked tirelessly at transforming TSR into a tech savvy, employee first, best in class staffing firm,” said Thomas Salerno, President and CEO of TSR. “I am extremely excited to join forces with the talented BCforward team and am confident that we have a long runway of growth ahead of us. Justin Christian and his team have cemented BCforward at the top of the industry and TSR’s long-standing clients will receive the benefit of an immediate increase in services and offerings once our teams are operating under a common umbrella.”