IPO Company Profile
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Provant, Inc.
67 Batterymarch Street, Suite 500, Boston, MA 02110 * (617) 261-1600

The company provides a broad range of training and development services and products to Fortune 1000 companies, other large and medium sized corporations and government entities.

Primary Underwriting Group
ManagerTierPhone
Nationsbanc Montgomery Securities, Inc.Lead Manager (415) 627-2100
Piper Jaffray IncorporatedCo-manager (612) 342-6220
Salomon Smith BarneyCo-manager (212) 723-7300

Offering Information
NASNTL:POVT Service: SIC 8742
Type of Shares:Common Shares Filing Date:2/12/98
U.S. Shares:2,600,000 Offer Date:4/28/98
Non-U.S. Shares:0 Filing Range:$11.00 - $13.00
Primary Shares:2,600,000 Offer Price:$13.00
Secondary Shares:0 Gross Spread:$0.91
Offering Amount: $31,200,000 Selling:$0.50
Expenses:$2,750,000 Reallowance:$0.10
Post-IPO Shares:9,405,605
Employees:600

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Nutter, McClennen & Fish
Bank's Law Firm: Ropes & Gray
Auditor: KPMG Peat Marwick

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
3 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
6/30/97 9/30/97 9/30/97
Revenue:$68.85$17.74Assets:$75.09
Net Income:$4.21$0.52Curr Assets:$21.46
EPS:$0.45$0.06Liabilities:$38.57
Prior EPS:Curr Liab:$35.57
Cash Flow/Oper:Equity:$36.52
Cash Flow/Fin:Cash:$3.02
Cash Flow/Inv:Working Cap:-$14.11

Competition
The training and development industry is highly fragmented and competitive, with low barriers to entry and no single competitor accounting for a significant market share. The Company's competitors include several large publicly traded and privately held companies, and thousands of small privately held training providers and individuals. In addition, many of the Company's clients maintain internal training departments. Some of the Company's competitors offer services and products that are similar to those of the Company at lower prices, and some competitors have significantly greater financial, managerial, technical, marketing and other resources than the Company. Moreover, the Company expects that it will face additional competition from new entrants into the training and development market due, in part, to the evolving nature of the market and the relatively low barriers to entry. There can be no assurance that the Company will be successful against such competition.

Business Plan
The Company's objective is to meet a significant portion of the training and development needs of Fortune 1000 companies, other large and medium-sized corporations and government entities. To achieve this objective, the Company intends to pursue a business strategy with the following key elements: (I) Capitalize on Cross-Selling Opportunities, (ii) Implement Aggressive Sales and Marketing Strategy, (iii) Expand Service and Product Offerings, (iv) Pursue Strategic Acquisitions and (v) Leverage Investments in Technology and Deploy Leading Technologies.

Use of Proceeds
The proceeds from the proposed offering will be used to pay the cash portion of its purchase price for the Founding Companies and to repay certain indebtedness.

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