Important Announcement
Important Announcement
A Message from Steve Keller:
In 2004 I sold Steve Keller & Associates to Contemporary Services Corporation (CSC) to form Cultural Property Protection Group, Inc. (CPPG). In April 2009, CPPG wrapped its cultural property staffing services operation into another part of the CSC business and decided to discontinue consulting and engineering so they could concentrate on their core business, sports and entertainment security. They closed our doors on April 6 with just 24 hours notice.
Alicia Ricci and Stephen Swen, my two senior employees, continued working without pay on current projects in order to meet some impending deadlines. I traveled across the country and to Canada to attend meetings so that we would not hold up any project. Swen and Ricci stayed late into the night to get projects to their next submittal point so others could take over the project if necessary while I explored an employee buyout. This is the type of dedication I have come to expect from them and the reason I asked them to join me as my business partners.
A few days later we formed a new company which will eventually take over for the current corporate entity. We formed a new company for several reasons including the desire to formally advertise our services in a second specialty, projects for architects. Until now we have worked exclusively on projects involving cultural institutions but developed a fine reputation as an able firm that can meet all of the security needs of architects in general. Specialization has been part of the reason for our success but the recession’s impact can be eased if we pursue a second specialty. Another reason we formed a new company with a new name is to get my name off the door. Alicia Ricci, an architect, and Steve Swen, an engineer, are experts themselves and our new company should reflect the fact that we are all equal partners.
If you have a current project with us, nothing has changed for you. We bought not only the assets of Steve Keller & Associates, Inc. but we also bought the stock in the company meaning that legally we are the exact same company with different officers and directors. All contracts, insurance, assets and liabilities remain unchanged. Our federal tax ID number, our DUNS number and other aspects of corporate identity were unchanged. We just bought some stock. We will finish up your project under the original current corporate identity but we may also begin to answer our phones with both the old and the new company names. We chose not to transfer existing contracts over to a new corporate entity because of the nature of professional liability insurance and the extremely high cost involved with doing so. Another reason is state licensing. We are licensed in Virginia because their license is recognized everywhere but they make it nearly impossible to license two firms simultaneously. The new company we formed will not be involved with jobs on contract before May 1, 2009, only new contracts signed after that date. If this changes, we will notify you and meet your requirements.
The new company we established is called Architect’s Security Group, Inc. It’s tag line is “formerly Steve Keller & Associates, Inc.” In time, all contracts with clients will be performed under this new corporate entity. But for now, we are in the process of applying for insurance then we will pursue licensing, etc. Insurance under the current entity Steve Keller & Associates, Inc. remains in effect! We may buy a renewal policy in both company names covering projects performed under both companies or we may buy separate policies. Either way, your project will be covered.
Prior to the buyout we occupied two office suites across the hall from one another but we had to leave one suite and move entirely into the other. Thus, our address has changed. Everything else remains the same. Suite G-3 simply became Suite G-4 in our address. We technically didn’t even move.
We did not buy Horizon Institute’s name or inventory but we do have the right to sell and use their products and copyrights. We have discontinued most of the Horizon materials except the following: The Basic Training Videos, the Policy Manual Template, and two regular videos, “How To Walk Test Your Burglar Alarm” and “How To Read Blueprints”. The Horizon website will go away in a matter of days although it maybe possible to find it through Google cached pages. Nevertheless you can’t buy through it. We have also discontinued the Affinity Program so its website will also disappear soon.
If you owe Steve Keller & Associates, Inc. money and normally pay by check, please continue to pay as usual. As I said, we bought the assets and the liabilities and this includes receivables. If we owe you money, call us. We think we have every account paid up current so if you think differently, we need to know so we can pay you. Previously, bills were paid by our headquarters accounting department so we want to make sure we are on top of things and everyone is paid. We are not in any financial difficulty and this transaction was not due to any financial distress. Finally, if you pay by electronic transfer, do not pay until you have spoken with us. This is important! If you pay without getting the new account number, the money will not find its way to us. For legal reasons we closed the old bank account and opened a new one and the former owner controls the old account while all accounts are settled. If you pay by electronic transfer to the old account, you will have to pay us and settle up with the old company on your own. While we are not in any difficulty, cash flow is difficult and will be difficult for the next 90 days so we ask that you pay promptly according to the terms of your contract. This will really help us. (If you pay by direct deposit we will notify you of our new bank information. We only changed banks because we had to to qualify for the SBA loan).
We have had many clients call us and ask for an updated FEIN and insurance certificate and submit revised contracts. Please don’t call about this! Advise your legal advisor or CPA that this was a stock sale and they will explain to you that nothing has changed. Had it been an asset sale we would have had to re-do contracts, change tax ID numbers, apply for new insurance, etc. but it was deliberately set up this way to avoid all of this. (We will be changing tax ID numbers in the future for all NEW projects and “starting fresh” with a new corporate structure and name but this will not affect any current project.)
Finally, I want to assure every client that the three primary partners in this buyout were the very same people you have been working with all along on your project. Nothing will change in that regard either. We did not lay anyone on the staff off.
If you have any questions about this or how it affects your project, feel free to call us at our regular phone number of (386) 673-5034 which also has not changed. PLEASE! In spite of this detailed explanation and assurance that we are the same corporate entity as they contracted with, several clients have felt it necessary to inform their procurement or purchasing officers of this “change” “just in case” and this resulted in a knee jerk stop work order under the assumption that we are somehow a different entity, are now uninsured, or need to go through the contracting process again as a new entity. If you want your project to stop for a month or more, then disregard this warning and notify your contracts officer. If somehow I didn’t satisfy you that we are the exact same entity as you contracted with and you want your project to continue but desire more assurances, call me. I will have our attorney and CPA speak with you personally and explain. But be assured that your contracting officer will probably demand a new W-9, a new vendor application, a new insurance certificate and we have none to offer since nothing here has changed.
We look forward to another profitable year and our new endeavor.
UPDATE 11/16/09: We are finishing all current projects under the Steve Keller and Associates, Inc. name and tax ID. However, all new projects are being performed under the new firm name, Architect’s Security Group, Inc., and a new tax ID number. When existing contracts are fulfilled--and this could take years since some involve buildings under construction--our transition will be complete. All insurance policies have been modified to cover both entities. We recently added Workers’ Comp insurance for both entities. Be sure to update our address in your address book and records and ask all associates in your organization to do so.
Architects: Please update all job directories. We moved across the hall FROM Suite G-3 TO Suite G-4. Everything else is the same. Ironically, mail is delivered to a bank of mailboxes in the entry foyer but the post office will not simply put mail addressed to G-3 in box G-4 in spite the fact that the postal carrier has no problem finding his way to our office coffee pot. They return mail addressed to G-3 to the post office and go through the formal forwarding process so if you expect us to get your mail in the month it was mailed, you MUST update your job directories and databases.
Regarding Horizon Institute, we no longer own Horizon Institute but we are a dealer for most Horizon products. We again are able to take credit cards. We discontinued doing so since the merchant account was associated with our parent company master account but this has been corrected. Yes, we can take regular payments by credit card for consulting services (a surprisingly frequent question for something no one every actually does).
Regarding the Pre-Paid Plan, we are again able to offer the Plan. Click the button at the top (or bottom) of the page for details.
UPDATE 3/8/10: It has been nearly a year since our employee buyout. Thanks to a strong inventory of work on contract at the time of the buyout and a number of very big government projects mostly involving the Smithsonian, we are making it through the serious economic time. We are beginning to see a thaw in the economy with new requests for proposal appearing for the first time in more than a year. Thank you for your cooperation during our transition and your continued support of our company.
Steve Keller, CPP
President and Managing Partner
Alicia Ricci, Architect
VP and Secretary
Stephen Swen, Engineer
VP and Treasurer