KippsDeSanto & Co. Advises EchoStorm on Its Sale to ITT Corporation
KippsDeSanto & Co. is pleased to send you the attached press release announcing the acquisition of our client, EchoStorm Worldwide, LLC (“EchoStorm”), by ITT Corporation (“ITT”). ITT acquired EchoStorm to expand its Intelligence, Surveillance, and Reconnaissance (“ISR”) capabilities with a leading product suite of Full Motion Video (“FMV”) technologies in support of Unmanned Aerial Vehicle (“UAV”) initiatives. The transaction closed on December 17, 2010.
Headquartered in Suffolk, Virginia, EchoStorm is a leading ISR solution provider of net-centric, FMV management products that complement many key UAV platforms. The Company’s software technologies, including the flagship adLib product, provide web-based, standards-compliant solutions for capturing, processing, storing, and disseminating FMV from manned and unmanned vehicles and ground-based sensors. Moreover, EchoStorm products deliver multifaceted ISR functions to enable analysts to seamlessly search for, organize, annotate, and exploit an array of different sensor video data through a format-agnostic, fully-interoperable medium. EchoStorm’s proprietary product suite supports mission critical analysis functions across a diverse group of end users making sense of data collected from manned and unmanned platforms.
We believe this transaction demonstrates several key trends in the defense M&A environment:
- Robust growth trends continuing across the global ISR market, with a specific focus on capabilities enhancing the efficacy of UAV assets.
- Buyers looking to acquire proprietary technology and intellectual property to complement and expand upon existing solutions.
- Military and intelligence users demanding advanced solutions to manage the rapid ingest of video data, which widely outstrips current processing capabilities.
- Value of strong relationships with well-funded customers in priority budget areas.
KippsDeSanto & Co. is an investment bank focused on delivering exceptional M&A and financing transaction results for leading technology and defense companies. For more information on KippsDeSanto & Co., please visit www.kippsdesanto.com.
We welcome the opportunity to discuss how KippsDeSanto & Co. can help you achieve your strategic objectives.
KippsDeSanto & Co., member FINRA/SIPC, is not affiliated with other companies mentioned herein
PRESS RELEASE
ITT Completes Acquisition of EchoStorm Worldwide’s Business Operations
ROCHESTER, N.Y., December 17, 2010 — ITT Corporation (NYSE: ITT) has completed the previously announced acquisition of the business operations of EchoStorm Worldwide. Terms of the acquisition were not disclosed.
EchoStorm, founded in 2003, provides a suite of secure, net-centric commercial products that enables users to capture, manage, and disseminate full-motion video in near real time as well as address the common issues involved with system interoperability and bandwidth.
“Today’s full motion video users are drowning in data, and need effective software to manage, share and analyze that information,” said Bruce Wald, vice president of ITT’s Night Vision & Imaging business. “EchoStorm’s proven solutions for full-motion video give operators easy, fast and cost-effective access to critical video and data in real-time, thereby reducing lengthy analysis and putting actionable intelligence in the hands of end users more rapidly.”
EchoStorm’s business operations will be integrated into ITT Geospatial Systems’ Night Vision & Imaging business area, where EchoStorm’s operationally proven software technology products including adLIB, Convene, FunnelCloud, and MDAR/RADAR, will become key additions to the Geospatial Information Solutions business.
ITT Geospatial Systems, headquartered in Rochester, N.Y., is a global supplier of innovative night vision, remote sensing and navigation solutions that provide sight and situational awareness at the space, airborne, ground and soldier levels. ITT Geospatial Systems’ solutions range from image and data capture to processing and dissemination. Key applications include image intensification and thermal imaging; advanced power supplies; multi-spectral image systems; weather and climate monitoring; space science; intelligence, surveillance and reconnaissance; GPS-based positioning, navigation and timing systems; and image exploitation software. Using our technologies, customers can move beyond mere image acquisition to image interchange and true knowledge sharing. www.geospatial.itt.com
About ITT Corporation
ITT Corporation is a high-technology engineering and manufacturing company operating on all seven continents in three vital markets: water and fluids management, global defense and security, and motion and flow control. With a heritage of innovation, ITT partners with its customers to deliver extraordinary solutions that create more livable environments, provide protection and safety and connect our world. Headquartered in White Plains, N.Y., the company reported 2009 revenue of $10.9 billion. www.itt.com
Safe Harbor Statement
Certain material presented herein includes forward-looking statements intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements that describe the Company’s business strategy, outlook, objectives, plans, intentions or goals, and any discussion of future operating or financial performance. Whenever used, words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “target” and other terms of similar meaning are intended to identify such forward-looking statements. Forward-looking statements are uncertain and to some extent unpredictable, and involve known and unknown risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed or implied in, or reasonably inferred from, such forward-looking statements. Factors that could cause results to differ materially from those anticipated include: Economic, political and social conditions in the countries in which we conduct our businesses; Changes in U.S. or international government defense budgets; Decline in consumer spending; Sales and revenue mix and pricing levels; Availability of adequate labor, commodities, supplies and raw materials; Interest and foreign currency exchange rate fluctuations and changes in local government regulations; Competition, industry capacity and production rates; Ability of third parties, including our commercial partners, counterparties, financial institutions and insurers, to comply with their commitments to us; Our ability to borrow or to refinance our existing indebtedness and availability of liquidity sufficient to meet our needs; Changes in the value of goodwill or intangible assets; Our ability to achieve stated synergies or cost savings from acquisitions or divestitures; The number of personal injury claims filed against the company or the degree of liability; Uncertainties with respect to our estimation of asbestos liability exposures, third party recoveries, and net cash flow; Our ability to effect restructuring and cost reduction programs and realize savings from such actions; Government regulations and compliance therewith, including compliance with and costs associated with new Dodd-Frank legislation; Changes in technology; Intellectual property matters; Governmental investigations; Potential future employee benefit plan contributions and other employment and pension matters; Contingencies related to actual or alleged environmental contamination, claims and concerns; Changes in generally accepted accounting principles; Other factors set forth in our Annual Report on Form 10-K for the fiscal year ended December 31, 2009 and our other filings with the Securities and Exchange Commission.
The Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.
Press Contact:
Steve Brecken
tel +1 540 525 5660
steve.brecken@itt.com
Investor Contact:
Thomas Scalera
tel +1 914 641 2030
thomas.scalera@itt.com
KippsDeSanto & Co. Advises CenTauri Solutions, LLC on Its Sale to Computer Sciences Corporation
KippsDeSanto & Co. is pleased to send you the attached press release announcing the acquisition of our client, CenTauri Solutions, LLC (“CenTauri”), by Computer Sciences Corporation (“CSC”). CSC acquired CenTauri to deepen its intelligence analysis, information system integration, and command, control, communications, computers, intelligence, surveillance, and reconnaissance (“C4ISR”) platform integration capabilities, and assume a prime position on the $6.6 billion Defense Intelligence Agency’s (“DIA”) Solutions for the Information Technology Enterprise (“SITE”) contract vehicle. The transaction closed on December 17, 2010.
Headquartered in Alexandria, Virginia, with significant operations in Tampa, Florida and Charlottesville, Virginia, CenTauri provides C4ISR solutions to key components of the Intelligence, National Security, and Homeland Security communities primarily in the areas of intelligence analysis, information systems, and technology. In addition, the Company possesses world-class technical design, engineering, and integration of select ISR systems supporting military and paramilitary missions, including a wide range of sensor systems. CenTauri is the developer and systems integrator for emerging unmanned aerial systems (“UAS”) for improvised explosive device (“IED”) detection, force protection, and other ISR missions.
We believe this transaction represents a number of key trends in government and defense technology M&A:
- Companies poised to capitalize on attractive C4ISR and Intelligence Community market opportunities remain at the forefront of industry acquisition criteria;
- Buyers and investors are becoming more sophisticated when evaluating Small Business contracts; however, prime positions on large, long-term contract vehicles awarded on a F&O basis (or transitionable) drive value;
- High-growth potential is a key discriminator for buyers given the current budget environment, and;
- Next-generation technologies, such as UAS and related ISR platforms, are highly sought after in the context of today’s threat environment and tactical Warfighter needs.
KippsDeSanto & Co. is an investment bank focused on delivering exceptional M&A and financing transaction results for leading technology and defense companies. For more information on KippsDeSanto & Co., please visit www.kippsdesanto.com.
We welcome the opportunity to discuss how KippsDeSanto & Co. can help you achieve your strategic objectives.
KippsDeSanto & Co., member FINRA/SIPC, is not affiliated with other companies mentioned herein
PRESS RELEASE
CSC Acquires CenTauri Solutions
Acquisition Strengthens CSC’s Intelligence, Surveillance and Reconnaissance Systems Capabilities and Enhances Opportunities in Intelligence Community IT Services
FALLS CHURCH, Va., Dec. 20 — CSC (NYSE: CSC) today announced that it has acquired CenTauri Solutions, LLC. The company, based in Alexandria, Va., provides information technology (IT) systems and services, systems engineering and intelligence analysis, as well as intelligence, surveillance and reconnaissance (ISR) solutions that serve the national security and intelligence communities. Terms of the acquisition were not disclosed.
The acquisition will enable CSC to deliver IT services and solutions as a prime contractor through the Defense Intelligence Agency’s $6.6 billion Solutions for Information Technology Enterprises indefinite-delivery/indefinite-quantity contract. CenTauri Solutions also strengthens CSC’s systems integration capabilities in sensor integration, intelligence processing and in-theater analysis and exploitation.
“With the addition of CenTauri Solutions, CSC strengthens our capabilities in providing IT services and systems integration solutions that deliver value to the Defense Intelligence Agency and C4ISR customers,” said James W. Sheaffer, president of CSC’s North American Public Sector line of business. “We are excited to help bring to market CenTauri Solution’s innovative products in the areas of ISR, video surveillance and other disciplines.”
CenTauri Solutions’ 84 employees will be a part of CSC’s Intelligence business area, which provides IT services and solutions, systems integration and operations support to the Intelligence Community.
About CSC
CSC is a global leader in providing technology-enabled solutions and services through three primary lines of business. These include Business Solutions and Services, the Managed Services Sector and the North American Public Sector. CSC’s advanced capabilities include system design and integration, information technology and business process outsourcing, applications software development, Web and application hosting, mission support and management consulting. The company has been recognized as a leader in the industry, including being named by FORTUNE Magazine as one of the World’s Most Admired Companies for Information Technology Services (2010). Headquartered in Falls Church, Va., CSC has approximately 94,000 employees and reported revenue of $16.1 billion for the 12 months ended October 1, 2010. For more information, visit the company’s website at www.csc.com.
All statements in this press release and in all future press releases that do not directly and exclusively relate to historical facts constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements represent the company’s intentions, plans, expectations and beliefs, and are subject to risks, uncertainties and other factors, many of which are outside the company’s control. These factors could cause actual results to differ materially from such forward-looking statements. For a written description of these factors, see the section titled “Risk Factors” in CSC’s Form 10-K for the fiscal year ended April 3, 2009 and any updating information in subsequent SEC filings. The company disclaims any intention or obligation to update these forward-looking statements whether as a result of subsequent event or otherwise, except as required by law.
KippsDeSanto & Co. Advises Adaptive Materials on Its Sale to Ultra Electronics
KippsDeSanto & Co. is pleased to send you the attached press release announcing the acquisition of our client, Adaptive Materials, Inc. (“AMI”), by UK-based Ultra Electronics Holdings plc (“Ultra”). Headquartered in Ann Arbor, Michigan, AMI is a provider of portable power solutions based on miniaturized Solid Oxide Fuel Cell (“SOFC”) technology to military and commercial customers. Ultra completed the acquisition to expand into the burgeoning market for portable energy solutions. The transaction closed on December 31, 2010.
AMI designs, develops, and produces sophisticated fuel cells that generate between 50 and 500 watts of power and are capable of replacing energy sources from small batteries to generators and engines. The Company draws on its intellectual property and unique manufacturing capabilities to produce high-density power solutions that rely on readily-available, inexpensive propane fuel and offer increased device runtimes without adding weight, volume, emissions, or noise. AMI fuel cells can be leveraged across a range of applications, including small Unmanned Aerial Vehicles (“UAV”), soldier-portable electronics, remote sensors, emergency response radios, and recreational vehicles.
We believe this transaction demonstrates several key trends in the defense M&A environment:
- Increasing focus on technologies that can disruptively enhance capabilities and performance of existing platforms and assets (e.g. UAV that can fly 10 times longer)
- Strengthened appetite for soldier-portable power solutions that improve warfighter safety and effectiveness by minimizing incremental weight burden
- Keen interest in solutions that alleviate logistical burdens placed on the DoD’s supply chain
- Foreign-based defense contractors angling to penetrate the U.S. defense market through acquisitions of targets providing in-demand technologies
KippsDeSanto & Co. is an investment bank focused on delivering exceptional M&A and financing transaction results for leading technology and defense companies. For more information on KippsDeSanto & Co., please visit www.kippsdesanto.com.
We welcome the opportunity to discuss how KippsDeSanto & Co. can help you achieve your strategic objectives.
KippsDeSanto & Co., member FINRA/SIPC, is not affiliated with other companies mentioned herein
PRESS RELEASE
Ultra agrees to acquire Adaptive Materials for $23m
Ultra announces that it has acquired Adaptive Materials Inc. from its founders, Dr Aaron and Michelle Crumm for an initial cash consideration of $23.0m. A further sum of up to $5.0m will be payable if certain performance-based measures are achieved by 31 December 2013.
Adaptive Materials designs and manufactures portable power solutions in the 50W – 300W range. Adaptive Materials has developed Solid Oxide Fuel Cells (SOFCs) that run on propane and provide more power in less space than competing technologies. Propane is an inexpensive fuel source which is readily available globally, and can be easily sourced in all current operational areas. Propane fuel cells deliver nine times the energy density of conventional batteries. Its products are suitable for niche applications where the power requirements are too small for conventional generators and too large for batteries.
Applications in the defence market for the fuel cell technology developed by Adaptive Materials include:
- individual soldiers; to power the increasing range of soldier-borne electronic equipment
- Unmanned Air Vehicles and Unmanned Ground Vehicles; to increase endurance compared to
batteries and provide near silent operation compared to internal combustion engines - remote sensors; to enhance the life of unattended sensor systems
Customer confidence in the technology developed by Adaptive Materials has been demonstrated by the award in recent years of over $45m of engineering funding from the US DoD and other research agencies. Adaptive Materials has a significant IP portfolio and is now preparing to enter volume production. It employs around 50 staff, including 15 engineers, operating from a facility in Ann Arbor, Michigan, USA.
The acquisition of Adaptive Materials will be financed using Ultra’s existing facilities and is expected to be earnings enhancing in 2011. Adaptive Materials will continue to operate from its existing facilities as a bolt-on acquisition, reporting to Phil Evans, Managing Director of Ultra’s Aircraft & Vehicle Systems division.
Rakesh Sharma, Chief Operating Officer of Ultra, commented:
“Adaptive Materials is an excellent acquisition for Ultra, adding to the Group’s range of specialist capabilities in the growing market for innovative energy solutions. Adaptive Materials has excellent IP, endorsed by its customers, and will benefit from Ultra’s proven abilities in high quality, volume manufacture as it enters the production phase for its range of fuel cell solutions. I am confident that Adaptive Materials will continue its track record of innovation under Ultra’s ownership.”
– Ends –
Enquiries:
020 8813 4321
www.ultra-electronics.com
www.ultra-electronics.com
Ultra Electronics Holdings plc
Douglas Caster, Chief Executive
Rakesh Sharma, Chief Operating Officer
Paul Dean, Group Finance Director
Rakesh Sharma, Chief Operating Officer
Paul Dean, Group Finance Director
Media enquiries:
| Susan Ellis, Senior Communications Adviser James White, MHP Communications |
07836 522722 020 3128 8100 |
Further information about Ultra:
Ultra Electronics is an internationally successful defence and aerospace company with a long, consistent track record of development and growth. Ultra businesses constantly innovate to create solutions to customer requirements that are different from and better than those of the Group’s competitors. The Group has over one hundred distinct market or technology niches within its twenty four businesses. The diversity of niches enables Ultra to contribute to a large number of defence, aerospace and civil platforms and programmes and provides resilience to the Group’s financial performance.
Ultra has world-leading positions in many of its niches and, as an independent, non-threatening partner, is able to support all of the main prime contractors with specialist capabilities and solutions. As a result of such positioning, Ultra’s systems, equipment or services are often mission-critical to the successful operation of the platform to which they contribute. In turn, this mission-criticality secures Ultra’s positions for the long term which underpin the superior financial performance of the Group.
Ultra offers support to its customers through the design, delivery and support phases of a programme.
Ultra businesses have a high degree of operational autonomy where the local management teams are empowered to devise and implement competitive strategies that reflect their expertise in their specific niches. The Group has a small head office and executive team that provide to the individual businesses the same agile, responsive support that they provide to customers as well as formulating Ultra’s overarching, corporate strategy.
KippsDeSanto & Co. Advises Global Protocols on its Sale to Riverbed Technology
KippsDeSanto & Co. is pleased to send you the attached press release announcing the acquisition of our client, Global Protocols LLC (“Global Protocols”), by Riverbed Technology, Inc. (“Riverbed”). Riverbed acquired Global Protocols to strengthen its Wide Area Network (“WAN”) optimization capabilities and solidify its presence within Federal markets. Global Protocols was a portfolio company of The White Oak Guggenheim Aerospace & Defense Fund. The transaction closed on November 9, 2010.
Headquartered in Greenbelt, Maryland, Global Protocols is a leading provider of Transport Control Protocol (“TCP”) solutions for stressed, tactical communications networks within military satellite communications (“SATCOM”) markets. The Company’s flagship offering, SkipWare, is a software-based protocol acceleration solution that centers around the Space Communications Protocol Standards Transport Protocol (“SCPS-TP”), the Department of Defense’s (“DoD”) most commonly specified requirement for fixed and mobile satellite networking. The SkipWare solution differentiates itself from competing offerings by delivering leading levels of bandwidth optimization, error-tolerance, and interoperability for military SATCOM networks. The acquisition represents a continuation of the two companies’ partnership that began in 2008 with the goal of providing enabling bandwidth optimization solutions for mission-critical network communications initiatives within defense and intelligence agencies.
The White Oak Guggenheim Aerospace & Defense Fund is a committed fund of The White Oak Group, Inc, an Atlanta based investment firm focused on aerospace and defense, healthcare technology, and alternative energy / power solutions.
We believe this transaction demonstrates several key trends in the defense M&A environment:
- Growing demand from U.S. military agencies for SATCOM and mobile bandwidth solutions, driven by the DoD’s emphasis on network-centric warfare and the surge of bandwidth consumption by U.S. armed forces over the last decade.
- Considerable funding and attention aimed at defense communications technologies that support high-priority military mission areas.
- M&A processes driven by buyers looking to leverage sellers’ differentiated technology and intellectual property within core existing product lines.
- Private sector companies vying to establish strong positions within the Federal arena to take advantage of less volatile markets in light of the recent economic downturn.
KippsDeSanto & Co. is an investment bank focused on delivering exceptional M&A and financing transaction results for leading technology and defense companies. For more information on KippsDeSanto & Co., please visit www.kippsdesanto.com. We welcome the opportunity to discuss how KippsDeSanto & Co. can help you achieve your strategic objectives. For more information on this particular transaction, please contact one of our senior professionals.
PRESS RELEASE
Riverbed Solidifies Federal Market Leadership With The Acquisition of Global Protocols LLC
Riverbed™ Technology (NASDAQ: RVBD), the IT performance company, today announced it has acquired Global Protocols LLC, a leader in helping government organizations achieve greater application performance across satellite networks using the Space Communications Protocol Standards (SCPS). The addition of Global Protocols’ industry-leading technology, SkipWare, to Riverbed® WAN optimization will bolster Riverbed’s leadership position in delivering optimization solutions for satellite networks.
SCPS is a protocol solution that was developed by NASA and US Space Command, and is used by military and other organizations that operate in satellite networking environments to overcome the severe performance degradation caused by weather and other interference that jeopardizes mission-critical communications. Global Protocols’ SkipWare product has a customer base in military, civilian and Department of Defense (DoD) agencies that operate over satellite networks. The acquisition will allow Riverbed to build on its success in providing DoD and other organizations with IT performance solutions that meet their rigorous standards, and bring the joint solution to the wide range of organizations using satellite networks for business-critical communications.
The acquisition of Global Protocols is an expansion of the existing partnership between Riverbed and Global Protocols. Since announcing its partnership in 2008, Riverbed and Global Protocols have enabled joint customers to achieve high-performance, secure access to mission-critical information by combining the award-winning WAN optimization capabilities of Riverbed Steelhead® appliances with best-of-breed SkipWare functionality from Global Protocols within the Riverbed Services Platform (RSP).
“Government organizations are pressured to adhere to strict guidelines, but also realize that performance is paramount to their success. Riverbed has been successful working with government organizations to speed access to mission-critical data over the WAN. By partnering with Global Protocols in 2008, we extended our reach and deepened our investment in the federal market,” said Jerry Kennelly, chief executive officer at Riverbed. “Adding Global Protocols’ technology to our product portfolio as a result of this acquisition will enable customers to derive even greater value out of the combined solution.”
Enterprises and government organizations leverage Riverbed WAN optimization to improve remote and mobile employee productivity, enable private clouds, and provide enterprise-wide network and application visibility. By speeding the performance of applications between remote offices, private data centers and mobile workers, typically by five to 50 times and in some cases up to 100 times, Riverbed Steelhead products enable organizations to consolidate IT, improve backup and replication processes to ensure data integrity, and improve staff productivity and collaboration. More than 8,700 customers, across a wide range of markets, have implemented Riverbed WAN optimization solutions in their geographically dispersed organizations.
