KippsDeSanto & Co. Advises TeraThink on its Sale to CGI, Inc 

 KippsDeSanto & Co. is pleased to announce the sale of its client, TeraThink Corporation  (“TeraThink” or the “Company”), to CGI, Inc. (“CGI”).

Headquartered in Reston, VA, TeraThink is a purpose-built digital transformation, ERP implementation, and technology solutions provider specializing in automation, agile development, enterprise application technologies, data analytics, optimization, and cloud computing.  TeraThink delivers digital transformations by modernizing and integrating mainstream IT and deploying digital solutions at scale to produce better business outcomes for federal civilian, national security, and defense customers. The Company merged with Dominion Consulting in November 2017.

This acquisition strengthens CGI Federal’s position as an end-to-end enterprise application services provider with the additional management consulting and digital transformation capabilities that TeraThink brings to the table.

We believe this acquisition demonstrates several key trends in the government services market:

• Strong demand for technology-driven, next-generation IT service companies;
• Importance of a full and open contract profile with visible backlog;
• Focus on high-growth businesses with proven scale, relevant past performance, and sustainable, recurring revenue and profitability; and
• Significant value attributed to deeply-embedded customer relationships and market know-how

 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 100 industry transactions, 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.

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

CGI to Acquire TeraThink
Expands end-to-end enterprise application services for federal clients.

March 25, 2020

Fairfax, Virginia – CGI (NYSE: GIB) (TSX: GIB.A) announced its intent to acquire TeraThink, a leading information technology and management consulting firm providing digitization, enterprise finance,  risk management, and data analytics services to the U.S. federal government. The two companies signed an agreement to proceed with the transaction, which is expected to close by the end of March.

This merger will strengthen CGI Federal’s consulting expertise, and expand its enterprise application development and management services. Combining TeraThink’s agile enablement, application development, and data analytics capabilities with CGI’s Federal’s breadth of IT services will enhance offerings available to federal agencies. This merger will significantly increase the scale of enterprise applications support CGI Federal provides to all three branches of government.

“TeraThink and its approximately 250 professionals have made significant contributions for their federal government clients,” said George D. Schindler, President and Chief Executive Officer. “Through combined portfolios, we strengthen our capabilities and broaden our offerings to meet the growing digitization needs of federal agencies.”

“TeraThink and CGI Federal share a culture of delivering quality services, addressing evolving needs in partnership with our clients, and maintaining a track record of high client satisfaction and longevity,” said Tim Hurlebaus, President CGI Federal. “We look forward to welcoming the TeraThink members to the CGI team.”

About CGI Federal

CGI Federal Inc. is a wholly-owned U.S. operating subsidiary of CGI Inc., dedicated to partnering with federal agencies to provide solutions for defense, civilian, healthcare and intelligence missions. Founded in 1976, CGI is among the largest independent IT and business consulting services firms in the world. With 77,500 consultants and other professionals across the globe, CGI delivers an end-to-end portfolio of capabilities, from strategic IT and business consulting to systems integration, managed IT and business process services and intellectual property solutions. CGI works with clients through a local relationship model complemented by a global delivery network that helps clients digitally transform their organizations and accelerate results. With Fiscal 2019 reported revenue of C$12.1 billion, CGI shares are listed on the TSX (GIB.A) and the NYSE (GIB). Learn more at www.cgi.com.

Forward-looking information and statements

This press release contains “forward-looking information” within the meaning of Canadian securities laws and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and other applicable United States safe harbors. All such forward-looking information and statements are made and disclosed in reliance upon the safe harbor provisions of applicable Canadian and United States securities laws. Forward-looking information and statements include all information and statements regarding CGI’s intentions, plans, expectations, beliefs, objectives, future performance, and strategy, as well as any other information or statements that relate to future events or circumstances and which do not directly and exclusively relate to historical facts. Forward-looking information and statements often but not always use words such as “believe”, “estimate”, “expect”, “intend”, “anticipate”, “foresee”, “plan”, “predict”, “project”, “aim”, “seek”, “strive”, “potential”, “continue”, “target”, “may”, “might”, “could”, “should”, and similar expressions and variations thereof. These information and statements are based on our perception of historic trends, current conditions and expected future developments, as well as other assumptions, both general and specific, that we believe are appropriate in the circumstances. Such information and statements are, however, by their very nature, subject to inherent risks and uncertainties, of which many are beyond the control of CGI, and which give rise to the possibility that actual results could differ materially from our expectations expressed in, or implied by, such forward-looking information or forward-looking statements. These risks and uncertainties include but are not restricted to: risks related to the market such as the level of business activity of our clients, which is affected by economic conditions, and our ability to negotiate new contracts; risks related to our industry such as competition and our ability to attract and retain qualified employees, to develop and expand our services, to penetrate new markets, and to protect our intellectual property rights; risks related to our business such as risks associated with our growth strategy, including the integration of new operations, financial and operational risks inherent in worldwide operations, foreign exchange risks, income tax laws, our ability to negotiate favorable contractual terms, to deliver our services and to collect receivables, and the reputational and financial risks attendant to cybersecurity breaches and other incidents; as well as other risks identified or incorporated by reference in this press release, in CGI’s annual and quarterly MD&A and in other documents that we make public, including our filings with the Canadian Securities Administrators (on SEDAR at www.sedar.com) and the U.S. Securities and Exchange Commission (on EDGAR at www.sec.gov). Unless otherwise stated, the forward-looking information and statements contained in this press release are made as of the date hereof and CGI disclaims any intention or obligation to publicly update or revise any forward-looking information or forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law. While we believe that our assumptions on which these forward-looking information and forward-looking statements are based were reasonable as at the date of this press release, readers are cautioned not to place undue reliance on these forward-looking information or statements. Furthermore, readers are reminded that forward-looking information and statements are presented for the sole purpose of assisting investors and others in understanding our objectives, strategic priorities and business outlook as well as our anticipated operating environment. Readers are cautioned that such information may not be appropriate for other purposes. Further information on the risks that could cause our actual results to differ significantly from our current expectations may be found in the section titled “Risk Environment” of CGI’s annual and quarterly MD&A, which is incorporated by reference in this cautionary statement. We also caution readers that the above-mentioned risks and the risks disclosed in CGI’s annual and quarterly MD&A and other documents and filings are not the only ones that could affect us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial could also have a material adverse effect on our financial position, financial performance, cash flows, business or reputation.

For more information:

Investors

Lorne Gorber

Executive Vice-President, Investor and Public Relations

lorne.gorber@cgi.com

+1 514-841-3355

Media

Jennifer Horowitz

Vice-President, Marketing & Communications

jennifer.horowitz@cgi.com

+1 202-807-9558

KippsDeSanto & Co. advises FreeFlight Systems on its sale to ACR Group, a portfolio company of The Jordan Company

KippsDeSanto & Co. is pleased to announce the sale of its client, FreeFlight Systems (“FreeFlight” or the “Company”), to ACR Group (“ACR”), a portfolio company of The Jordan Company.

Headquartered in Irving, TX, FreeFlight is a leading provider of next generation avionics systems to global commercial and military aerospace customers.

Established in 2001, FreeFlight is at the forefront of the ongoing airspace transformation, providing a full suite of positioning, data collection, state-sensing, flight management, and air traffic management solutions and services.  FreeFlight’s customer base spans commercial airline, business aviation, and military / government users worldwide.

ACR’s portfolio of brands is known for high quality and performance and adding FreeFlight’s well-known and respected brand will help the companies realize substantial benefits from their respective technology team collaboration and customer / market access.

We believe this transaction highlights several key trends in the aerospace/defense M&A market:

• Buyers are looking for proprietary, highly engineered, differentiated solutions
• Cutting-edge IP and continued emphasis on R&D are critical for new systems development to exploit value in the midst of a holistic, global overhaul of legacy systems
• Private equity continues to be an avid investor in the broader aerospace industry, 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 100 industry transactions, 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.

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

FreeFlight Systems joins the ACR Group

February 24, 2020 – IRVING, Texas – NextGen avionics leader FreeFlight Systems announced today that the Company has joined the ACR Group’s portfolio of aviation companies which includes ARTEX, Flight Data Systems, Latitude Technologies, and SKYTRAC Systems.

“We’ve always made it our mission to make flying safer and more efficient with the highest-quality, longest-lasting, and most affordable products available,” said Tim Taylor, FreeFlight Systems’ President and CEO. “Both companies share common values and goals, with focuses on safety, product performance, and client satisfaction, and together we will continue to lead the industry in the development of critical technologies that supports the aviation industry.”

Headquartered in Irving, Texas, FreeFlight Systems is a leader in providing high-performance, safety of life technologies and solutions that bring the NextGen airspace transformation to all segments of aerospace. The Company will continue to operate as an independent subsidiary, retaining the existing leadership, products, brand, locations, engineering capabilities, and sales team.

Together the aviation division of the ACR Group provides every segment of the aviation market with high value solutions including Emergency Locator Transmitters (ELTs), Flight Data Recorders, Global Aeronautical Distress and Safety Systems (GADSS), Automatic Dependent Surveillance Broadcast (ADS-B), Flight Management Systems (FMS), Monitoring, and Data Acquisition including Flight Tracking and Messaging.

Financial terms of the acquisition will not be released.

For more information on the FreeFlight Systems suite of avionics solutions, visit our product page. For more information on The ACR Group and other safety equipment, visit ACRARTEX.com.

About FreeFlight Systems

FreeFlight Systems designs and manufactures high-performance avionics for flight safety. These solutions deliver substantial safety, cost, environmental, and other benefits from the NextGen airspace transformation. Founded in 2001 and based in Texas, the company pioneered the first certified aviation WAAS/GPS receiver and the first rule-compliant UAT ADS-B system. FreeFlight Systems produces a range of high quality, American-made, competitively priced systems for installation in all aircraft types.

About the ACR Group

The ACR Group is the leading innovator of satellite-based tracking, data communications, and emergency location products & services used across aviation, marine, and land environments. The ACR Group portfolio of companies includes ACR Electronics, ARTEX, Skytrac, Latitude Technologies, Flight Data Systems, NAL Research, Ocean Signal and United Moulders (UML).

KippsDeSanto & Co. Advises Smartronix, Inc. on its Recapitalization by OceanSound Partners

KippsDeSanto & Co. is pleased to announce the recapitalization of Smartronix, Inc.  (“Smartronix” or the “Company”), by OceanSound Partners (“OceanSound”).

Founded in 1995, Smartronix is a premier provider of mission critical Command, Control, Communications, Computer, Intelligence, Surveillance, and Reconnaissance (“C4ISR”) and next generation IT and complex enterprise network operations  programs for the Department of Defense (“DoD”), as well as leading end-to-end cloud solutions for public sector and commercial customers.

Smartronix has established itself as a C4ISR lead industry integrator on several contracts that span across multiple programs, platforms, and agencies. The Company’s ability to deliver on large, complex programs has yielded over $2 billion in contract awards performing C4ISR integration globally for a myriad of DoD customers.

With over a decade of experience providing cloud professional and managed services, Smartronix’ cloud business is strategically positioned to serve customers within highly regulated industries including federal civilian, defense, healthcare, financial services, state and local government, and education, among other sectors. The Company has been recognized as a Leader by Gartner in their Magic Quadrant for Public Cloud Professional and Managed Services Providers, as well as being accredited as a managed services provider and Premier Partner by all three large cloud services providers; Amazon, Microsoft and Google, a distinction that is highly sought after and rare across the ecosystem of service providers in cloud.

We believe this investment demonstrates several key trends in the defense, and government and commercial technology M&A environment:

• Highlights the demand for scarce assets with a Full and Open, large scale, mission critical contract profile backed by a suite of complementary Full and Open vehicles, such as Alliant II, OASIS and RS3;
• Industry leading domain expertise, particularly in high priority, well-funded markets such as C4ISR, is a critical differentiator for sellers in a crowded M&A market;
• Buyers recognize the rarity and value of companies that have next generation IT and cloud capabilities, particularly those supporting all three leading cloud service providers (AWS, Microsoft and Google); and
• Private equity continues to deploy capital in the government and commercial technology market – via new platforms and add-ons to existing portfolio companies to build differentiated middle market players

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 100 industry transactions, 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.

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

OceanSound Partners Announces Strategic Investments to Create Leading Government Technology Business

NEW YORK–(BUSINESS WIRE)–OceanSound Partners, LP (“OceanSound”), a private equity firm focused on making control investments in middle-market technology and technology-enabled companies, today announced the recapitalizations of Smartronix, Inc. (“Smartronix”) and Trident Technologies, LLC (“Trident”). Financial terms of the private transaction were not disclosed.

Smartronix, based in Hollywood, MD, is a leading provider of next-generation information technology and cloud solutions to government and commercial customers, and intelligence, surveillance, and reconnaissance solutions to the U.S. Department of Defense. The recapitalization of Smartronix was completed in December 2019. Trident, based in Huntsville, AL, is a leading provider of advanced IT, engineering, and programmatic solutions to the United States federal government. The company was acquired by OceanSound in March 2019.

“The Smartronix team is thrilled to partner with OceanSound given their deep experience in our core markets and a shared vision on how we can continue to grow our company,” said John Parris, CEO of Smartronix. “This partnership will allow us to further build our brand, broaden our portfolio of capabilities and expand into new customer segments by investing in the business, both organically and with strategic acquisitions.”

“The Smartronix and Trident transactions are exciting and meaningful milestones for OceanSound that validate our investment strategy, our team’s capabilities and the strong support we have received from investors, especially considering the collective magnitude of the transactions in our first year,” stated Joe Benavides, Co-Founder and Partner at OceanSound. “We have assembled an exceptional team with significant prior experience investing together within our focus markets. We are united in the conviction that we can apply our collective expertise and experience to identify, acquire, and drive value creation within attractive middle-market companies operating in both government and commercial markets.”

In addition to Benavides, the firm is led by experienced investment partners Jeff Kelly and Ted Coons, and supported by a team of 10 Executive Partners, investment professionals, and administrative staff. Benavides most recently served as a Partner at Veritas Capital where he worked with Kelly, and was previously at The Blackstone Group, where he worked with Coons. Prior to OceanSound, Kelly was most recently at H.I.G. Capital while Coons was most recently a General Partner at TCV.

“Given our long history of working together, launching OceanSound has been a seamless transition,” said Coons, Co-Founder and Partner at OceanSound. “These initial transactions fit squarely within our investment strategy and leverage our differentiated perspective of companies operating at the intersection of government and technology. Smartronix and Trident provide mission-critical digital transformation and cloud computing solutions, particularly to government customers, and their collective expertise in multi-cloud, data analytics, and cybersecurity ideally positions the businesses to compete and win in the growing markets for mission-critical IT, cloud, and defense services and solutions.”

“We are excited to embark on the next phase of Trident’s growth in partnership with OceanSound. Their strategic guidance and experience in our industry will be invaluable to us as we expand our business to provide new solutions to customers and pursue growth opportunities that were unavailable to us as a founder-owned business,” said Mike Williams, CEO of Trident.

“We are thrilled to have the opportunity to partner with Smartronix and Trident. Each have distinguished employee bases and impressive track records delivering mission critical services and solutions to their customers. Both companies will gain access to additional resources, a diverse portfolio of capabilities and contract vehicles, as well as enhanced geographic reach to better serve the needs of customers,” said Kelly, Co-Founder and Partner at OceanSound. “We look forward to supporting their continued growth with additional investments in corporate infrastructure, including human capital and technology, and strategic acquisitions.”

KippsDeSanto & Co. served as the exclusive financial advisor to Smartronix. Arena Strategic Advisors provided due diligence and strategy support to Trident and OceanSound. Pillsbury Winthrop Shaw Pittman LLP served as legal counsel to Smartronix, and Gibson, Dunn & Crutcher LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal counsel to OceanSound.

About OceanSound Partners

OceanSound Partners is a middle-market private equity firm that invests in U.S. based technology and technology-enabled services companies operating in business-to-government and business-to-business end markets. OceanSound targets investments with defensible and resilient business models, attractive secular market growth, and multiple opportunities for value creation. We seek to execute a value-oriented approach, investing in businesses which are complex or facing an inflection point. OceanSound specializes in enacting strategic and operational initiatives to reposition businesses and drive transformational growth in partnership with management teams. We invest in companies that are driving digital transformation, primarily in the government, industrial, enterprise, and communications technology sectors, which include hardware, services and software businesses. For more information, please visit www.oceansoundpartners.com.

About Smartronix, Inc.

Smartronix is a leading provider of next generation IT, cloud and ISR solutions to the Department of Defense, federal civilian and commercial customers. The company’s core capabilities include cloud professional, managed, and resale services; ISR solutions; mission systems integration; enterprise network operations; cybersecurity; and; systems integration services. Smartronix serves a wide range of customers across federal and state government and commercial markets. For more information, please visit https://www.smartronix.com/.

About Trident Technologies, LLC

Trident Technologies, LLC is a leading provider of advanced engineering, information technology and programmatic and technical services to a wide variety of customers within the United States Department of Defense. The company’s capabilities include advanced engineering; enterprise architecture; data integration, collection and management; development, integration and deployment; cloud migration; cybersecurity, and; data analytics. Trident serves a diverse group of customers across the Department of Defense, with a primary focus on the U.S. Army, U.S. Transportation Command, and the Missile Defense Agency. For more information, please visit www.tridenttechnologies.net.Contacts

Contacts

Media
Charlyn Lusk, Stanton
clusk@stantonprm.com
646-502-3549