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KippsDeSanto & Co. advises Entegra Systems Inc. on its sale to Acclaim Technical Services, LLC, a portfolio company of Blue Delta Capital Partners

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KippsDeSanto & Co. advises Entegra Systems Inc. on its sale to Acclaim Technical Services, LLC, a portfolio company of Blue Delta Capital Partners

KippsDeSanto & Co. is pleased to announce the sale of its client, Entegra Systems Inc. (“Entegra” or the “Company”), to Acclaim Technical Services, LLC (“ATS”), a portfolio company of Blue Delta Capital Partners.

Headquartered in Hanover, MD, Entegra is a leading provider of vital mission support and technology development enabling strategic and tactical intelligence missions across the Intelligence Community (“IC”) and Department of Defense (“DoD”).  The Company serves as a key partner in advancing and responding to its customers’ critical requirements, helping its customers conduct informed operations, and providing end-to-end mission support and sustainment throughout the entire mission lifecycle.

Supported by a cadre of highly cleared and technical subject matter experts, the Company delivers high-end capabilities to strategic and tactical intelligence missions, including intelligence analysis, collection support, software development, and reverse engineering, to support a myriad of national security requirements around Human Intelligence (“HUMINT”), hardware exploitation, Signals Intelligence (“SIGINT”) and SIGINT discovery, Geospatial Intelligence (“GEOINT”), and defensive and offensive cybersecurity, further entrenching Entegra as a go-to partner within a well-funded and highly coveted customer set, positioning the Company for future growth.

The transaction furthers ATS’ strategic efforts to position ATS as a leading-edge technology provider within the broader IC.  Entegra gives ATS scale to pursue several transformational prime opportunities that will further allow ATS to address national security challenges.

We believe this investment demonstrates several key trends in the current government technology solutions M&A environment:

  • Intelligence-driven, high-end mission support and cybersecurity capabilities remain key M&A priority areas for buyers
  • Significant demand for deeply embedded, long-standing intelligence and defense relationships aligned with favorable budgetary funding
  • Strong demand for highly cleared and technical talent with legacies supporting classified programs
  • Buyers and investors remain focused on building leading growth platforms through add-on acquisitions, seeking to unlock value, accelerate growth, and scale the delivery model

About KippsDeSanto & Co. KippsDeSanto & Co. is an investment banking firm focused on serving growth-oriented Aerospace / Defense, Government Services and Technology companies. We are focused on delivering exceptional M&A and Financing transaction results to our clients via leveraging our scale, creativity and industry experience. We help market leaders realize their full strategic value. Having advised on over 140 industry transactions since 2007, KippsDeSanto is recognized for our analytical rigor, market insight, and broad industry relationships. There’s no substitute for experience.  For more information, visit www.kippsdesanto.com. There’s no substitute for experience.  For more information, visit www.kippsdesanto.com.

Investment Banking products and services are offered through KippsDeSanto & Co., a non-bank subsidiary of Capital One, N.A., a wholly-owned subsidiary of Capital One Financial Corporation, and a member of FINRA and SIPC. Products and services are Not FDIC insured, Not Bank Guaranteed, May Lose Value, Not a Deposit, and Not Insured by Any Federal Government Agency.

Press Release

Reston-Based Acclaim Technical Services (ATS) Acquires Entegra Systems

ATS positions as a middle-market leader in operational, mission, and technology services across the Intelligence Community (IC)

RESTON, Va., Dec. 02, 2021 (GLOBE NEWSWIRE) — Acclaim Technical Services (ATS), an emerging leader in specialized operational support, language, and technology services to the national security mission, has acquired Entegra Systems, LLC, a Hanover, Maryland-based provider of cyber technology solutions in support of defense, intelligence and national security missions. This acquisition further enhances ATS’ strategic expansion into technology to support its clients’ objectives, building upon the acquisition of Global Consulting Services (2020) and Axis of Engineering (2019).

Entegra Systems Inc., established in 2005, is an innovative provider of mission-critical solutions and services to U.S. government defense and intelligence customers. The company develops integrated solutions for enhanced situational awareness, operational planning, intelligence and geospatial analysis, and cyber and intelligence operations. Entegra is also a leading provider of services related to SIGINT development, collection, and analysis; mission and collection management; and intelligence analysis. Entegra has offices in Maryland, Virginia, and Georgia.

“We are excited to join the ATS family. I was really happy that we found an acquiring company with such a strong cultural alignment to Entegra and I am sure our employees will continue to thrive. The Entegra leadership team looks forward to the new capabilities, particularly in language and cultural advisory services, that we can bring to bear on our clients’ missions as well,” said Dean Johnson, Entegra Chief Executive Officer (CEO).

Dave Cerne, ATS CEO, stated, “We could not be more thrilled with the addition of Entegra to our amazing team, including their cadre of talented senior leaders, technologists, and analysts. They bring a depth of new capabilities to solve our customers’ hardest problems, including cyber solutions, SIGINT analysis capabilities, and a trademarked Natural Language Understanding System that will benefit many of ATS’ existing clients, along with many other additional solutions and experiences. Together, we will have over 500 talented professionals supporting the most complex national security missions.”

KippsDeSanto & Co. and Miles & Stockbridge served as advisor and legal counsel, respectively, to Entegra. Holland & Knight served as counsel to ATS.

About ATS: Backed by venture capital firm Blue Delta Capital Partners, ATS is a rapidly growing middle-market Intelligence Community-focused company providing Intelligence, Operational, Technology, Training, and Language Services. Started in 2000, ATS became an Employee Stock Ownership Plan company in 2013 and has been recognized as a Washington Post Top Workplace the last eight years.

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KippsDeSanto & Co. Advises VariQ on its Sale to Capgemini Government Solutions LLC

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KippsDeSanto & Co. Advises VariQ on its Sale to Capgemini Government Solutions LLC

KippsDeSanto & Co. is pleased to announce its role in the successful sale of its client, VariQ Corporation (“VariQ” or the “Company”), to Capgemini Government Solutions LLC, an independent operating division of Capgemini SE (ENXTPA:CAP) working with U.S. government agencies.

VariQ was founded in 2003 and serves as a provider of Software Development, Cybersecurity, and Cloud services for federal government departments and agencies across the United States. These services are delivered through multiple contract vehicles, including the Alliant 2 best-in-class contract vehicle. Additionally, the company holds a digital transformation entity (Rivet Logic, acquired in 2020) which serves a set of commercial clients and would join forces with Capgemini in the U.S. to expand digital capabilities and key technology partners.

We believe this transaction highlights several key trends in the Government Technology Solutions (“GTS”) M&A market:

  • Continued M&A demand for prime, Full-and-Open Best-in-Class vehicles
  • Large public companies in the GTS market continue to supplement organic growth with strategic acquisitions of well positioned businesses with in-demand Next Gen IT capabilities
  • Foreign buyers remain selective, seeking targets with access to high profile and well-funded U.S. Federal agencies

About KippsDeSanto & Co. KippsDeSanto & Co. is an investment banking firm focused on serving growth-oriented Aerospace / Defense, Government Services and Technology companies. We are focused on delivering exceptional M&A and Financing transaction results to our clients via leveraging our scale, creativity and industry experience. We help market leaders realize their full strategic value. Having advised on over 140 industry transactions since 2007, KippsDeSanto is recognized for our analytical rigor, market insight, and broad industry relationships. There’s no substitute for experience.  For more information, visit www.kippsdesanto.com. There’s no substitute for experience.  For more information, visit www.kippsdesanto.com.

Investment Banking products and services are offered through KippsDeSanto & Co., a non-bank subsidiary of Capital One, N.A., a wholly-owned subsidiary of Capital One Financial Corporation, and a member of FINRA and SIPC. Products and services are Not FDIC insured, Not Bank Guaranteed, May Lose Value, Not a Deposit, and Not Insured by Any Federal Government Agency.

Press Release

Capgemini signs agreement to acquire IT services provider VariQ, adding scalability and strengths to its Government Solutions capabilities in the U.S.

Acquisition adds scale and strengths to Capgemini’s Government Solutions capabilities in the U.S.

Paris, December 1, 2021 – Capgemini announced today, following the fulfillment of all regulatory requirements, the completion of the acquisition of VariQ. The provider of Software Development, Cybersecurity, and Cloud services for Federal government departments and agencies across the United States, will be integrated into Capgemini Government Solutions LLC, Capgemini’s independent operating division working with U.S. government agencies. This acquisition will strengthen the company’s position in the Federal market and build momentum for continued growth.

“Not only does the acquisition of VariQ augment our digital and agile capabilities but it also expands the set of industry-leading solutions that we are able to offer the US government agencies that we serve. It is a key part of our vision for growth in the Americas. I am delighted to welcome the VariQ team to the Capgemini Group,” said Jim Bailey, CEO of Capgemini’s Americas Strategic Business Unit and Group Executive Board Member.

VariQ’s range of services are delivered through multiple contract vehicles, including the Alliant 2 best-in-class contract vehicle. Additionally, the company holds a digital transformation entity (Rivet Logic) which serves a set of commercial clients and will join Capgemini in the U.S. to further expand its digital capabilities.

“The acquisition of VariQ marks an important moment for Capgemini Government Solutions,” said Doug Lane, CEO, Capgemini Government Solutions LLC. “The integration of its multi-disciplinary highly skilled team and expanded best in class contract vehicles will reinforce our ability to deliver on transformative digital initiatives for the agencies that we serve.”

“Joining Capgemini, with its international scale and breadth of services, will enable us to better meet the needs of our client agencies, with access to Capgemini’s extensive range of digital capabilities. It will also offer our people unrivalled career opportunities. We are really looking forward to our next chapter as part of the Group,” said Ben Edson, Founder & CEO of VariQ.

Capgemini previously announced the signature of the stock purchase agreement in September pending U.S applicable regulatory approvals at the time.

About Capgemini

Capgemini is a global leader in partnering with companies to transform and manage their business by harnessing the power of technology. The Group is guided everyday by its purpose of unleashing human energy through technology for an inclusive and sustainable future. It is a responsible and diverse organization of 290,000 team members in nearly 50 countries. With its strong 50-year heritage and deep industry expertise, Capgemini is trusted by its clients to address the entire breadth of their business needs, from strategy and design to operations, fueled by the fast evolving and innovative world of cloud, data, AI, connectivity, software, digital engineering, and platforms. The Group reported in 2020 global revenues of €16 billion.

About Capgemini Government Solutions LLC

Capgemini Government Solutions is committed to working with government clients to support them in their strategic, tactical and transformation initiatives. Capgemini helps organizations create sustainable value by employing innovative business process improvement strategies and applied solutions that utilize a unique method of engagement: the Collaborative Business Experience (CBE). By providing public and private sector experience, best practices, and proven tools and methodologies tailored for the U.S. government’s unique requirements, we help clients build knowledge and capabilities as we work together to drive transformation agendas. With a dedicated core team of professionals in Mclean, VA, Capgemini Government Solutions was formed in 2002 as an independent operating division of Capgemini to offer U.S. Government agencies deep transformation, consulting, and IT expertise.

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KippsDeSanto MarketView Winter 2022

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KippsDeSanto & Co. advises Flatirons Solutions, Inc. on its sale to TELEO Capital

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KippsDeSanto & Co. advises Flatirons Solutions, Inc. on its sale to TELEO Capital

KippsDeSanto & Co. is pleased to announce the sale of its client, Flatirons Solutions, Inc. (“Flatirons” or the “Company”), to TELEO Capital (“TELEO”).

Headquartered in Boulder, CO, Flatirons is a provider of end-to-end content lifecycle management software solutions that help top commercial airlines, tier-one OEMs, and government organizations worldwide manage complex aviation content and achieve higher levels of maintenance and flight operation productivity, optimize asset utilization, and realize operational / regulatory compliance. The Company has a rich history that spans over 25 years and includes deep relationships with marquee customers across the aerospace sector, including 8 of the top 10 global airlines, the top 3 aircraft engine OEMs, and numerous MRO, defense, and government customers.

The aerospace industry is rapidly adopting and expanding software-as-a-service (“SaaS”) based digital content management solutions that are replacing paper-based processes to manage content. Flatirons’ comprehensive product suite allows users to transform legacy arduous processes by effectively managing the full lifecycle of content from creation to consumption in a digital environment.

The Company’s software suite is OEM-agnostic and provides access to an up-to-date database of content for 150+ airframes, 130+ engines, and numerous subcomponents, which are seamlessly delivered through customer-centric software and consumed across multiple end-markets.

Flatirons’ with TELEO will accelerate innovations, furthering the Company’s leadership position in its markets and extending its content management functionality. By mid-2022, Flatirons will complete the launch of its new SaaS-based product suite as the Company works closely with two of the world’s largest airlines as inaugural customers of the fully cloud-based platform.

We believe this transaction highlights several key trends in the aerospace and enterprise technology M&A market:

  • Buyers are looking for companies with differentiated expertise, seamless software-based solutions, and deeply embedded relationships with key aerospace / defense customers
  • Continued emphasis on R&D investment is critical to capitalize on customers’ need for SaaS-based content management solutions
  • Sophisticated private equity buyers with intimate knowledge of target industries / explicit growth strategies continue to be avid investors in the aviation software market, looking to the middle market to implement buy and build strategies

About KippsDeSanto & Co. KippsDeSanto & Co. is an investment banking firm focused on serving growth-oriented Aerospace / Defense, Government Services and Technology companies. We are focused on delivering exceptional M&A and Financing transaction results to our clients via leveraging our scale, creativity and industry experience. We help market leaders realize their full strategic value. Having advised on over 140 industry transactions since 2007, KippsDeSanto is recognized for our analytical rigor, market insight, and broad industry relationships. There’s no substitute for experience.  For more information, visit www.kippsdesanto.com. There’s no substitute for experience.  For more information, visit www.kippsdesanto.com.

Investment Banking products and services are offered through KippsDeSanto & Co., a non-bank subsidiary of Capital One, N.A., a wholly-owned subsidiary of Capital One Financial Corporation, and a member of FINRA and SIPC. Products and services are Not FDIC insured, Not Bank Guaranteed, May Lose Value, Not a Deposit, and Not Insured by Any Federal Government Agency.

Press Release

TELEO CAPITAL COMPLETES GROWTH EQUITY INVESTMENT IN FLATIRONS SOLUTIONS

Boise, ID and Los Angeles, CA – (November 9th, 2021) TELEO Capital Management, LLC (“TELEO”) announced the acquisition of Flatirons Solutions, Inc. (“Flatirons” or the “Business”) from Presse Participations. Flatirons is the global leader in technical content management solutions for the aviation and defense industries. This investment marks TELEO’s second investment in aviation software and fifth corporate carve-out since 2019.

Based in Boulder, CO, Flatirons offers a critical SaaS solution for the global aerospace industry which helps improve the productivity of maintenance procedures, ensuring regulatory compliance. TELEO’s investment will support the continued innovation of Flatirons’ software, driving significant operational efficiencies for the aerospace industry.

“The aerospace market is rapidly changing in response to regulations and technological advances. Flatirons provides organizations with a necessary software platform to efficiently deliver technical content and track completion of maintenance, service and installations while ensuring compliance with industry standards,” stated TELEO Capital.

“I am thrilled with this new chapter in our company history. TELEO and Flatirons share common values, especially when it comes to caring about our customers and employees. This partnership allows us to expand our capacity to serve the market,” stated Flatirons CEO, Stéphane Labadie.

“We are impressed with Flatirons’ innovation to date, the high quality of their staff and their top-tier customer base. Given their twenty years of leadership in the industry, we know they will fit perfectly into our expanding aviation software portfolio,” added Matt Scholl, an Operating Partner at TELEO.

KippsDeSanto & Co. served as the exclusive financial advisor to Flatirons on the transaction.

About Flatirons Solutions

Flatirons Solutions is a provider of technical content management solutions that enable global aviation and defense customers to create, publish and streamline critical information. Flatirons’ proprietary software continuously improves technical and regulatory content to align with necessary maintenance procedures. Their solutions translate content into actionable tasks and jobs, tracking the process from start to finish. Flatirons is based in Boulder, CO with additional offices in India and Europe.

For additional information, please visit www.flatironssolutions.com.

About TELEO Capital

TELEO Capital is a lower middle market private equity firm that looks to invest in opportunities where its strategic thought, operational resources and capital base empower management to perform and execute their business plan. TELEO brings a successful track record of executing corporate carve-outs, recapitalizing broken balance sheets, acquiring founder-owned companies, and implementing buy and build strategies for its portfolio companies. TELEO targets opportunities in the technology & software, healthcare IT, business services and industrial sectors. The firm is headquartered in Boise, ID with an additional office in Los Angeles, CA.

For additional information, please contact Matt Oehlmann at moehlmann@teleocapital.com or visit: www.teleocapital.com.

KippsDeSanto’s DealView — Top 10 M&A Deals of the Quarter

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KippsDeSanto’s DealView — Top 10 Merger & Acquisition (“M&A”) Deals of the Quarter(1)

KippsDeSanto & Co., an investment banking firm focused on serving growth-oriented Aerospace & Defense (“A&D”), Government Technology Services (“GTS”), and Enterprise Technology (“ET”) companies, is pleased to share its DealView – the “Top 10 M&A Deals of the Quarter” – for the quarter ended December 31, 2021.

Of the above transactions, the following were especially noteworthy:

The A&D deal of the quarter is Tailwind Two Acquisition Corporation’s (NYSE: TWNT) (“Tailwind Two”), a special purpose acquisition company, pending $1.58 billion business combination agreement with Terran Orbital Corporation (“Terran Orbital” or the “Company”). The combined company will operate as Terran Orbital Corporation, with plans to list on the NYSE under the symbol LLAP. The deal will give Terran Orbital access to $345 million of cash from Tailwind Two’s cash-in-trust, $50 million from a private investment in public equity (“PIPE”) with participation from AE Industrial Partners, Beach Point Capital, and Lockheed Martin, as well as $75 million of additional financial commitments from Francisco Partners and Beach Point Capital. This agreement continues the trend of space companies going public through SPAC’s following recent announcements of Redwire, Astra Space, BlackSky, and others. Headquartered in Boca Raton, Florida, Terran Orbital provides satellites for commercial and government customers including military and intelligence agencies, NASA, and the European Space Agency. With the growth capital raised from the business combination, Terran Orbital will be able to expand existing manufacturing capabilities to deliver new technologies quicker and more affordably. Small satellites will play a critical role in the future of space infrastructure and exploration, as well as provide customers with real time data to make informed and actionable decisions. LLAP expects to have a positive adjusted EBITDA by 2023 and ~$3 billion in revenue by 2026, a significant increase from $35 million in revenue expected in 2021. Additionally, LLAP is capitalizing on its fully integrated manufacturing capabilities to launch the most advanced Earth observation constellations of small satellites. This will provide highly persistent, real-time Earth imagery as a service, making Earth observation data more abundant and accessible than ever before. The transaction is expected to close in the first quarter of 2022 subject to shareholder approval and other customary closing conditions.

The GTS deal of the quarter is the $1.9 billion pending acquisition of Pacific Architects and Engineers (NASDAQ: PAE) (“PAE”), by Amentum Government Services Holdings, LLC (“Amentum”), a portfolio company of Lindsay Goldberg and American Securities, LLC, in an all-cash transaction. Headquartered in Arlington, VA, PAE provides a broad range of services and operational solutions for the U.S. government, allied governments, and international organizations. The combined company will become one of the largest Federal government contractors, with more than $9.0 billion in annual revenue. The addition of PAE will complement Amentum’s intelligence and technology services capabilities, expand customer relationships across the Department of Defense (“DoD”), Department of State, NASA, and the Intelligence Community (“IC”), and significantly increase Amentum’s scale and suite of capabilities. The transaction reinforces the ongoing prioritization by buyers of acquisition targets with deep relationships with difficult to penetrate customers within the DoD and the IC. Other recent acquisitions of targets with embedded positioning across the DoD/ IC include the acquisition of Asymmetrik by BlueHalo and of Entegra Systems, LLC, by Acclaim Technical Services. Under the merger agreement, PAE shareholders will receive $10.05 per share in cash, a 70% premium to PAE’s closing price on the last day of trading prior to the announcement. This is the third acquisition this year of a public target by a private equity-sponsor or portfolio company. In May, Veritas Capital and Evergreen Coast Capital acquired Cubic Corporation (NYSE: CUB) for $3.0 billion, and Peraton (a portfolio company of Veritas Capital) acquired Perspecta Inc. (NYSE: PRSP) for $7.1 billion. PAE shareholders have yet to approve the transaction, following the end of a “go-shop” period on November 29, 2021. However, PE Shay Holdings, LLC, which currently owns 22.5% of PAE’s outstanding shares, has agreed to vote to approve the transaction in accordance with management. The deal is expected to close in the first quarter of 2022.

KippsDeSanto & Co is an investment banking firm focused on serving growth-oriented Aerospace / Defense, Government Services and Technology companies. We are focused on delivering exceptional M&A and Financing transaction results to our clients via leveraging our scale, creativity and industry experience. We help market leaders realize their full strategic value. Having advised on over 140 industry transactions since 2007, KippsDeSanto is recognized for our analytical rigor, market insight, and broad industry relationships. There’s no substitute for experience. For more information, visit www.kippsdesanto.com.

Securities and investment banking products and services are offered through KippsDeSanto & Co., a non-banking subsidiary of Capital One, N.A., a wholly owned subsidiary of Capital One Financial Corporation. KippsDeSanto is a member of FINRA and SIPC. Products or services are Not FDIC Insured, Not Bank Guaranteed, May Lose Value, Not a Deposit, and Not Insured By Any Federal Governmental Agency.