Integral Systems / ISYS

About Integral Systems

5000 Philadelphia Way, Lanham, Md. 20706
www.integ.com | 301-731-4233 | Founded: 1982

Industry: Aerospace And Defense | Category: Public Companies

After several years of growth, Integral Systems' profit declined 6.8 percent last year to $6.3 million. The financial decline, combined with an internal management battle, made for a tumultuous year. The internal strife was sparked by news that the company's chief executive, Steven R. Chamberlain, faced two felony charges of sexual offenses involving a minor.
Then an Integral director alleged governance lapses at the company in a series of letters that became public in January of this year, when Integral Systems filed them with the Securities and Exchange Commission. The director, Bonnie K. Wachtel, also questioned Chamberlain's management style, including his failure to immediately notify the board about his legal problems. On conference calls with analysts and in press releases, Chamberlain focused on Integral's plans for growth, including its acquisition last year of Lumistar Inc., which makes satellite support products.
Chamberlain denied the allegations of sexual offenses when they surfaced. On April 21, he resigned from the company, saying he wanted to spare it from entanglement in his legal problems. On April 27, the Howard County State's Attorney's Office said in a statement that Chamberlain had agreed to plead guilty to a fourth-degree sex offense, a misdemeanor, and could face a year in jail. Sentencing was scheduled for May 4.
Even after Chamberlain's departure, the company's future was uncertain. In an SEC filing in April of this year, Integral said its board retained BB&T Capital Markets/Windsor Group to "explore strategic alternatives, including a possible sale of the company, to maximize shareholder value." Wachtel quit the board in protest over a change in bylaws that made it difficult for outsiders to gain seats on the board in the near term.
After Chamberlain's departure, Peter J. Gaffney, the chief operating officer, took over as chief executive, and director R. Doss McComas was tapped as chairman.

CEO: John Higginbotham

2005 Financial Data

Revenues: $97,725,000 | Net Income: $6,301,000
Asssets: $149,196,000 | Earnings Per Share: $0.60
Stockholder Equity: $120,686,000 | Annual Dividend: $0.16
Total employees: 400 | Local employees: 230