KippsDeSanto & Co. Advises System High Corporation on its Investment from Enlightenment Capital

KippsDeSanto & Co. Advises System High Corporation on its Investment from Enlightenment Capital

KippsDeSanto & Co. is pleased to announce the investment in System High Corporation (“System High” or the “Company”) by Enlightenment Capital (“Enlightenment”).

Headquartered in Chantilly, VA, System High has established itself as a preeminent provider of global protection and security technical engineering solutions for critical National Security and Special Access Programs (“SAP”) across the Department of Defense (“DoD”) and Intelligence Community (“IC”).  As a pioneer of industry best practices crafted to solve complex, evolving security challenges in support of sensitive programs, the Company’s proprietary methodologies and frameworks preserve advanced technological superiority and unique capabilities across classified, SAP, and Sensitive Compartmented Information programs complete lifecycles.

Coupled with non-traditional protection services, cyber and engineering capabilities, custom training solutions, and experienced Subject Matter Experts deeply versed in a range of security disciplines, the Company’s differentiated security offerings have generated entrenched inroads with difficult-to-obtain, high-profile clients, including the Defense Advanced Research Projects Agency, the National Reconnaissance Office, and the Joint Strike Fighter Joint Program Office, among others, presenting major growth avenues into a sizeable, enduring market.

As a new investment, Enlightenment expects to leverage the Company’s mission-critical suite of capabilities and extensive long-term relationships to expand its presence within a coveted DoD and IC customer base in support of enduring, critical national security programs.

We believe this investment demonstrates several key trends in the government services M&A market:

  • Continued demand for sizeable, growing, IC-oriented firms
  • Highlights the demand for scarce assets with a Full and Open contract profile backed by a suite of complementary value drivers
  • Value continues to be placed on companies with mission-critical capabilities and support for SAPs and enduring programs poised to capitalize on budgetary tailwinds and technology modernization priorities
  • Private equity firms continue to leverage strong credit markets and remain active in the government services market

About KippsDeSanto & Co. KippsDeSanto & Co. is the largest independent investment banking firm exclusively focused on serving leading, 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.

 

Press Release

Enlightenment Invests in System High

January 22, 2019

Chevy Chase, Maryland – Enlightenment Capital, an Aerospace, Defense & Government focused investment firm based in the Washington, DC area, announced it has invested in System High Corporation to help accelerate the Company’s growth. System High will serve as Enlightenment’s newest platform. System High is a leading provider of proactive protection (P2), security engineering, counterintelligence, and cybersecurity solutions, serving select government and commercial customers.

Founded in 2005 with offices in the Washington, DC area and Colorado Springs, CO, System High is a leader in the design, development, and enforcement of proactive protection systems that preserve critical technologies and enhance information protection systems for a multitude of government and civilian organizations. “System High continues to attract the best professionals in our business space, and our customers benefit from our team’s focus on supporting our clients’ security goals,” said Rob Howe, newly appointed CEO and President. “I am proud to partner with Enlightenment and the System High family of professionals, which are passionate about preserving our national security.”

“System High will serve as the initial investment of a new Enlightenment platform, which will provide mission critical protection of the technology that underpins many of the most sensitive efforts within the Defense, Intelligence, and commercial sectors,” said Jason Rigoli, Partner of Enlightenment Capital. “We look forward to working with the leadership team to drive the Company’s growth as they continue to play an integral role in this special arena.”

“System High sits at the critical intersection of defense innovation and IP protection,” said Devin Talbott, Managing Partner of Enlightenment Capital. “We plan to support management and invest in the Company’s continued momentum – both organically and through M&A.”

“Enlightenment is an ideal partner and will be instrumental in helping execute our new long range strategic plan,” said Kirk Blubaugh, Company Founder, who will join the Company board, remain a shareholder, and act as a strategic advisor to the Company.

About System High

System High provides high-end solutions for some of the nation’s most sensitive activities and has become a leading provider and integrator of global protection and security engineering services. System High’s reputation of succeeding where others have failed is a direct result of bringing together and delivering the most innovative, critical thinking professionals to solve the most complex security challenges across both government and commercial sectors. For more information, visit www.systemhigh.com.

About Enlightenment Capital

Enlightenment Capital, a Washington, DC area based private investment firm, provides senior debt, mezzanine debt, and equity to middle market companies in the Aerospace, Defense & Government (ADG) sector. The firm partners with businesses that provide vital services, protect critical infrastructure, innovate cyber and data solutions, enhance decision making capabilities, engineer aerospace systems, safeguard national security, and endeavor to meet the challenges of today and tomorrow. For more information, visit www.enlightenment-cap.com.

KippsDeSanto & Co. Advises MacAulay-Brown, Inc.

KippsDeSanto & Co. Advises MacAulay-Brown, Inc. on its Sale to Alion Science and Technology Corporation

KippsDeSanto & Co. is pleased to announce the sale of its client, MacAulay-Brown, Inc. (“MacB” or the “Company”) to Alion Science and Technology Corporation (“Alion”), a portfolio company of Veritas Capital (“Veritas”).

With its national capital headquarters in Vienna, VA and its corporate headquarters in Dayton, OH, MacB has established decades long customer relationships while providing advanced engineering solutions in mission critical, high-barrier-to-entry  areas of National Security across the Department of Defense (“DoD”), the Intelligence Community (“IC”), and various Special Operations Commands (“SOCOM”).  MacB’s differentiated engineering solutions portfolio includes Research, Development, Testing, and Evaluation (“RDT&E”); cyber tools and operations, secure cloud engineering, and data analytic tools development and deployment; cybersecurity – both offensive and defensive; and rapid prototype and quick-response production / manufacturing / integration.

Furthermore, the Company leverages its national network of integrated technical laboratories, Sensitive Compartmented Information Facilities (“SCIFs”), and its next-generation big data platform (“BDP”) to support the entire life-cycle of high value big data solutions from development through fielding.  In a highly competitive government services industry, MacB’s high-barrier-to-imitation solution offerings, in combination with Alion’s, position the combined companies for continued growth in areas of national security mission significance.

Alion’s acquisition of MacB is a natural fit that enhances its technology and NextGen engineering capabilities, including “emerging technologies” in electronic warfare, artificial intelligence, cybersecurity, and cloud solutions; augments highly cleared customer access and Special Access Programs (“SAP”) contract concentration; and provides increased scale anchored by MacB’s revenue growth trajectory, contract win rates, and book to bill ratio.

We believe this transaction demonstrates several key trends in the federal M&A environment:

  • Buyers are focusing on targets with entrenched positioning, including sole source contracts, longstanding incumbency, and customer intimacy, as well as well-funded customers and highly cleared mission-critical programs
  • Highlights the demand for a rare asset with the complete suite of value drivers: scale, priority DoD / IC customer access, Full and Open (“F&O”) and sole source prime contracts, a proven leadership team, an established growth trajectory, Intellectual Property (“IP”), and differentiated capabilities
  • Premiums are placed on acquisition targets that provide complementary solutions within an expanded customer footprint, particularly within the growing National Security / DoD end markets
  • With today’s robust capital markets, private equity – via new platforms and add-ons to existing portfolio companies – are successfully competing against larger public strategics even for the most desirable assets

KippsDeSanto & Co. is an investment bank focused on delivering exceptional M&A and financing transaction results for leading aerospace / defense and technology companies.  For more information on KippsDeSanto & Co., please visit www.kippsdesanto.com

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Press Release 

Alion Science and Technology Corporation to Acquire MacAulay-Brown, Inc.

MCLEAN, Va.– Alion Science and Technology Corporation (“Alion”), a portfolio company of Veritas Capital, has entered into a definitive agreement to acquire MacAulay-Brown, Inc. (“MacB”), a leading provider of complex engineering and mission critical technology solutions and services for national security missions across Department of Defense (“DoD”) and Intelligence Community (“IC”) customers. The combination will strengthen Alion’s robust technology and engineering capabilities, deepen customer relationships, and create greater scale and resources to provide a broad set of solutions for customers.

“This acquisition brings together two leading industry engineering and technology firms, both with rich histories and highly skilled and capable workforces,” said Steve Schorer, President and CEO of Alion. “MacB’s offerings are truly differentiated in the government contractor market, and through this acquisition we strengthen our inroads into emerging technologies in electronic warfare, artificial intelligence, cybersecurity and cloud solutions. We look forward to working with Sid Fuchs and his experienced management team as we continue to build an even stronger Alion. Our customers will benefit from expanded technology, expertise, solutions and the dedicated talents our employees bring to achieving mission success.”

“This acquisition creates a uniquely competitive and innovative company focused on NextGen engineering and product solutions for national security missions,” said Sid Fuchs, President and CEO of MacB. “We are proud and excited to be part of the Alion and Veritas Capital family and look forward to working with them to take this enterprise to the next level.”

“Alion’s transformational acquisition of MacB will accelerate the company’s presence in high-priority emerging technologies,” said Ramzi Musallam, CEO and Managing Partner of Veritas Capital. “This combination creates a differentiated platform that will strengthen MacB and Alion’s ability to provide mission critical services and solutions in support of the customer’s mission.”

KippsDeSanto & Co. served as an exclusive financial advisor and Blank Rome LLP served as legal advisor to MacB. Macquarie Capital served as financial advisor and Schulte Roth & Zabel LLP served as legal advisor to Alion in the transaction.

About Alion Science and Technology

At Alion, we combine large company resources with small business responsiveness to design and deliver engineering solutions across six core capability areas. With an 80-year technical heritage and an employee-base comprised of more than 30% veterans, we bridge invention and action to support military readiness from the lab to the battle space. Our engineers, technologists, and program managers bring together an agile engineering methodology and the best tools on the market to deliver mission success faster and at lower costs. Based just outside of Washington, D.C., we help our clients achieve practical innovations by turning big ideas into real solutions. To learn more, visit www.alionscience.com.

About Veritas Capital

Veritas Capital is a leading private equity firm that invests in companies that provide critical products and services, primarily technology and technology-enabled solutions, to government and commercial customers worldwide, including those operating in the aerospace & defense, healthcare, technology, national security, communications, energy, government services and education industries. Veritas seeks to create value by strategically transforming the companies in which it invests through organic and inorganic means. For more information on Veritas Capital and its current and past investments, visit www.veritascapital.com.

About MacAulay-Brown, Inc.(MacB)

Over the past 39 years, MacAulay-Brown, Inc. (MacB) has been solving many of our Nation’s most complex National Security challenges. We are committed to delivering critical capabilities in the areas of Intelligence and Analysis, Cybersecurity, Secure Cloud Engineering, Research and Development, Integrated Laboratories and Information Technology to Defense, Intelligence Community, Special Operations Forces, Homeland Security, and Federal agencies to meet the challenges of an ever-changing world. With Corporate Headquarters in Dayton, Ohio and National Capital Headquarters in Vienna, Virginia, our 1,500 employees worldwide are dedicated to developing mission-focused and results-oriented solutions that make a difference where and when it matters most. Learn more about MacB at www.macb.com.

KippsDeSanto & Co. Advises Technology Management Associates, Inc. on its Sale to SAP National Security Services

KippsDeSanto & Co. is pleased to announce the sale of our client, Technology Management Associates (“TMA” or the “Company”), to SAP National Security Services (“NS2”).

Based in Chantilly, VA, TMA is a leading provider of innovative, mission-focused solutions for the Intelligence Community (“IC”) and Department of Defense (“DoD”).  TMA’s core capabilities, include national tactical integration, multi- INT fusion, digital signal processing, algorithm development, signal analysis, systems integration, and software engineering.  The Company provides highly technical support to critical national security programs.

The transaction will further bolster NS2’s national security presence.  TMA’s expertise is in line with NS2’s strategy around leveraging technology – such as the HANA platform – to fuse large data sets given today’s complex threat environment.

We believe this transaction demonstrates several key trends in the IC and DoD M&A environment:

  • Companies who serve highly coveted IC customers with innovative solutions, to include both services and technology, remain in high demand
  • Strategic acquirers continue to prioritize companies with a proven track-record of organic growth and the opportunity to further scale as part of a larger platform
  • Continued M&A interest in high-end solutions businesses from non-traditional buyers, to include more commercially oriented companies

KippsDeSanto Advises Strategic Resources International on its Sale to Peraton

KippsDeSanto & Co. is pleased to announce the sale of our client, Strategic Resources International (“SRI” or the “Company”) to Peraton Corp., a portfolio company of Veritas Capital.

Headquartered in Reston, VA, SRI is a provider of telecommunications assets in the areas of mobile, IP transport, and VSAT. This acquisition adds complementary communication capabilities and expertise to Peraton’s end-to-end communications solution portfolio, enabling Peraton to more-fully integrate its customers into the global communications enterprise.

 

 

 

We believe this transaction demonstrates several key trends in the government services M&A environment:

  • Mid-size strategic and sponsor-backed buyers value companies with embedded customer relationships and strong past performance qualifications.
  • Buyers rely on M&A to add innovative capabilities that proactively fill customer needs.
  • Acquirers continue to place premium values on companies with entrenched and defensible positions with key customers on mission-critical programs.

KippsDeSanto & Co. is an investment bank focused on delivering exceptional M&A and financing transaction results for leading aerospace, defense, and technology companies.  For more information on KippsDeSanto & Co., please visit www.kippsdesanto.com.

KippsDeSanto & Co., member FINRA / SIPC, is not affiliated with other companies mentioned herein

 

Press Release

 

Peraton Completes Acquisition of Strategic Resources International

Strong Complement to Company’s Extensive End-to-End Communications Solutions Portfolio

April 23, 2018

“The addition of SRI to the Peraton portfolio adds an important complement to our communications offerings through their extensive portfolio of telecommunications assets in the areas of mobile, IP transport, and VSAT.”

Peraton is a leading provider of satellite and terrestrial communications. Peraton’s customers range in applications from advanced space communications for NASA’s scientific missions, managing modern communication infrastructures for global businesses, to users in remote and harsh environments across the globe. The company provides the full spectrum of telecommunications services ranging from communications transport to fully-managed network services and solutions by providing seamless access to voice, video, and data. Peraton has robust offerings in: satellite & terrestrial connectivity, carrier-independent terrestrial network with global points of presence; 24x7x365 network operations; agile & innovative network architecture, engineering & analysis; data processing & delivery; and global reach back and last-mile communications.

Stu Shea, president and CEO of Peraton, said, “The addition of SRI to the Peraton portfolio adds an important complement to our communications offerings through their extensive portfolio of telecommunications assets in the areas of mobile, IP transport, and VSAT.”

Together, this acquisition allows Peraton to deliver end-to-end communications solutions, offering high adaptability to integrate a customer into the global communications enterprise. SRI brings extensive experience in building, deploying and augmenting highly-adaptable communications infrastructure in anticipation of critical, global communications needs.

About Peraton

Peraton provides innovative, reliable solutions to global mission-critical programs and systems. As a trusted provider of highly-differentiated space, intelligence, cyber, defense and electronic warfare, homeland security, and communications capabilities, Peraton is a critical partner to select federal agencies and commercial entities. Headquartered in Herndon, Virginia, the company employs approximately 3,500 people across the U.S. and Canada. For more information on Peraton, visit www.peraton.com.

KippsDeSanto & Co. Advises RGS Associates on its Sale to USfalcon, Inc.

KippsDeSanto & Co. is pleased to announce the sale of our client, RGS Associates (“RGS” or the “Company”), a portfolio company of CM Equity Partners, to USfalcon, Inc. (“USfalcon”).

Headquartered in Crystal City, VA, RGS is a leading technology and management consulting company that provides high-end IT, strategy, and human capital management services aimed at optimizing and modernizing critical government functions while creating cost and operational efficiencies.

Since its founding in 1984, RGS has built a reputation for having industry-leading subject matter and domain expertise.  The Company’s unique offerings cover the full lifecycle of IT and management solutions, spanning from implementation to execution.  RGS’ value-added management consulting and human capital management services, as well as its suite of agile software and web services development, help government customers develop and incorporate innovative solutions that drive meaningful results and reduce costs.  RGS’ capabilities and approach to long-term customer support have resulted in a portfolio of long-term contracts, deeply-embedded customer relationships, and exemplary past performance qualifications.

Through its acquisition of RGS, USfalcon expects to leverage the Company’s suite of capabilities and extensive, long-term relationships to expand its presence within a coveted customer base, to include the Department of the Navy, the Department of Justice, the Federal Bureau of Investigation, and the Department of Homeland Security.

We believe this transaction demonstrates several key trends in the government services M&A environment:

  • Mid-size strategic buyers value niche companies with embedded customer relationships and strong past performance qualifications;
  • High-end capability offerings, such as agile and web services development, continue to drive demand in an M&A context;
  • F&O contract portfolios remain a priority focus for strategic buyers within the government services market; and
  • Acquirers continue to look for well-positioned defense and intelligence targets

 

Press Release

 

USfalcon, Inc. (USfalcon) is pleased to announce its merger with RGS Associates, Inc. (RGS).

USfalcon is a leading provider of national defense and security related management and engineering support services, primarily in the areas of Air Force Space, Cyber and Engineering Services, and Army Aviation. RGS is a leading provider of management consulting, human capital management, and information technology services to the Departments of Defense, Navy, Justice, Homeland Security, and numerous other civilian agencies.

The joining of the highly capable resources, experience, knowledge, and management acumen of these two leading-edge companies will provide a depth and breadth of capability across the DoD, the military services, and civilian agencies that is available only in significantly larger corporations.

USfalcon Chief Executive Officer, Zannie Smith, Major General, US Army, Retired, stated “Our USfalcon team examined the valuable client relationships, technical expertise, quality staff members, and the synergy that would be created by our combined forces, and determined that this merger was in our best interest to pursue. After meeting with the RGS team, it was our shared values and commitment that impressed me the most, and made this merger an imperative in my mind.”

About USfalcon

USfalcon is a Service-Disabled, Veteran-Owned Business headquartered in Cary, NC. With offices in Dayton, OH; Reston, VA; Huntsville, AL; and Colorado Springs, CO, USfalcon’s personnel provide on-site Aerospace, Mission Systems Engineering, Information Technology, and Education and Training services supporting warfighters at numerous Government facilities across the United States and abroad. USfalcon is ISO 9001:2015 and AS9110C certified.

USfalcon is committed to its core values of Integrity, Commitment, Stewardship and Service, and found those same values in RGS.

About RGS

RGS provides the Department of Defense, Justice, Homeland Security, and other Civilian Agencies with intelligent solutions to meet some of the government’s greatest challenges. RGS applies deep expertise in all project phases from strategic planning through execution and delivers tangible business results in Program Management, Human Capital, and Information Technology. Known for integrity and superior service delivery, RGS has a culture that instills fresh thinking, responsiveness, and dedication to its clients’ missions. www.rgsinc.com

KippsDeSanto & Co. Advises ADG Creative on its Sale to Chenega Corporation

KippsDeSanto & Co. is pleased to announce the sale of our client, ADG Creative (“ADG” or the “Company”), to Chenega Corporation (“Chenega”), an Alaska Native Corporation (“ANC”).

Based in Columbia, MD, ADG is a leading digital innovations firm with a full suite of solutions that address business, cultural, and technology challenges for its customers which include the Department of Defense (“DoD”), the Intelligence Community (“IC”), academia, and commercial clients.  ADG’s capabilities, include innovation, consulting and strategic communications to develop and enhance technology solutions and support organizational goals.  ADG differentiators are evident through the Company’s agility, speed, and responsiveness, as well as deep and long-standing client relationships resulting from earned reputation and trust, quality work, and consistent successful engagements.

Through its acquisition of ADG, Chenega believes its resources, as well as ADG’s, will help satisfy the DoD’s critical need for emerging technology and digital transformation.  Chenega’s scale and relationships will complement ADG’s, allowing the Company to pursue larger opportunities while positively impacting the clients it currently serves.

This transaction demonstrates several key trends in the government solutions M&A environment:

  • Premiums are placed on acquisition targets that have a highly cleared employee base and can provide access to difficult to penetrate and highly coveted National Intelligence Agencies
  • Strategic buyers continue to place value on companies that provide capability synergies and present long-term growth opportunities with enhanced profitability
  • Diversity in strategic buyers are continuing to increase and providing additional options for selling companies

 

Press Release

 

ADG Creative to Be Acquired by Chenega Corporation

Acquisition Will Give ADG Access to a Broader Range of Clientele, While Expanding Chenega’s Digital Transformation, Innovation, and User-Centered Design Capabilities

COLUMBIA, MD (December 12, 2017) – ADG Creative, a Columbia, Maryland-based strategic communications and innovations agency, announced today that it has signed a definitive agreement with the Chenega Corporation to become the newest company in Chenega’s portfolio of professional services organizations.

ADG Creative provides the Department of Defense, U.S. Intelligence Community, and commercial clients with a range of strategic and user experience solutions that address business, cultural, and technology challenges. ADG’s capabilities include strategic communications, advanced data visualization, branding & positioning, training & immersive learning, video & motion, content marketing, and interactive design.

“ADG’s strategy-first approach will enhance Chenega’s offerings and the solutions we can deliver to our customers,” said John “JC” Campagna, President of Chenega’s MIOS Business Unit. “There is a critical need for digital transformation throughout the Federal government, and the addition of ADG will help ensure that Chenega is there to meet that need.”

Chenega, an Alaska Native Corporation (ANC), is the program’s most successful Village Corporation, with diverse capabilities that support a myriad of customer requirements across more than 250 federal contracts and numerous commercial engagements. In addition to its Military, Intel, and Operations Support capabilities, the Chenega Corporation provides expertise and services in the areas of Security, Environmental, Healthcare, Facilities, Professional Services, Communications, and Data Science.

“Joining an organization like Chenega makes perfect sense in ADG’s evolution. The move will make us part of a global company, day one, and will enable us to pursue bigger opportunities and solve harder issues for the clients we serve,” said ADG Founder and Chief Creative Officer Jeff Antkowiak. “The acquisition is strategic for both companies, allowing ADG to connect our talented team of engineers, designers, and strategists with more government and commercial organizations, and positively impact them with the strength of the entire Chenega organization.”

The acquisition is subject to customary closing conditions and approvals, and is scheduled to close in January. Upon closing, ADG Creative will become a wholly-owned subsidiary of Chenega Corporation.

The firms were introduced by their respective representatives at RSM/McGladrey. Holland & Knight served as external legal counsel to ADG Creative, and Hunton & Williams served as counsel and advisor to Chenega. KippsDeSanto served as ADG’s investment banker and advisor through the engagement.

Learn more about the acquisition and both organizations at www.adgnext.com.

About ADG Creative

ADG Creative is a leading digital strategy and innovations agency providing solutions for cultural and technology challenges in the government and commercial sectors. The firm’s capabilities center around workforce anthropology, design thinking, and software engineering, with noted accomplishments in the areas of advanced application engineering, data visualization, corporate strategy, design and branding, interactive and digital learning development, and simulation and video. ADG is headquartered in Columbia, MD, is privately-held, just celebrated its 25th year in business, and is home to nearly 85 talented “Creatives.” The firm is a Smart CEO Future 50 Award winner, District and Regional ADDY winner, has ranked on the Inc. 5000 numerous times, and has been recognized as a “Best Place to Work” by Baltimore Magazine. For further information, visit www.adgcreative.net.

About Chenega MIOS

MIOS is Chenega’s Military, Intelligence and Operations Support (MIOS) strategic business unit (SBU), a shared services division of the Chenega Corporation which provides standard business services to the Chenega subsidiaries and assists in the management of contracts. Headquartered in Lorton, Virginia, the MIOS SBU provides shared support services, including human resources, recruiting, contracting, marketing, administration, finance and accounting, business development and security, allowing each company to focus on their customers in their day-to-day operations. www.chenega.com/mios

 

FOR IMMEDIATE RELEASE

Contact:

Caitlin Wolf
caitlinrwolf@gmail.com
410.935.2363

 

ADG Creative to Be Acquired by Chenega Corporation Press Release

KippsDeSanto & Co. Advises Dominion Consulting Inc. on its Merger with TeraThink Corporation

KippsDeSanto & Co. is pleased to announce the merger of our client, Dominion Consulting Inc. (“Dominion” or the “Company”) with TeraThink Corporation (“TeraThink”).

Dominion is a leading technology and management consulting firm focused on delivering agile-based enterprise application and Information Technology (“IT”) solutions to government and commercial clients. TeraThink is a nimble, resourceful team of IT and management consultants that’s purpose-built to help clients drive real, rapid progress and make sustainable improvements that lead to greater operational success. The combination of these two leading firms brings exceptional scale and value to support customer transformation, automation, and mission goals through expertise in agile development, enterprise application technologies, and cloud computing.

Dan Maguire, President of Dominion, will transition to Chief Executive Officer of TeraThink. Tim Spadafore, Chief Operating Officer of Dominion, will become the President and Chief Operating Officer of TeraThink. The newly formed company will assume the TeraThink brand going forward and double its size to $80 million in annual revenue.

We believe this merger demonstrates several key trends in the government services M&A environment:

  • Larger companies with additional resources and past performance can better compete in the unrestricted government contracting environment.
  • Consolidation of the government services industry continues to occur, as firms look to restructure and reposition within critical government areas and customers.
  • Value continues to be placed on companies with established client relationships, strong past performance, and solid revenue visibility.
  • Ample capital is available for government services contractors.

TeraThink Corporation and Dominion Consulting Announce Merger (November 2, 2017)

TeraThink Corporation (TeraThink) and Dominion Consulting (Dominion) today announced a definitive merger agreement in which TeraThink will remain the surviving corporate entity. The merger of equals combines complementary capabilities, experience and commitment to excellence on a much broader platform that yields enhanced service delivery to customers. It brings exceptional scale and value to support customer transformation, automation, and mission goals through expertise in agile development, enterprise application technologies, and cloud computing. The newly formed company will double its size to $80 million in annual revenue evenly allocated across defense and federal civilian customers including Washington Headquarter Services, The Joint Staff, DLA, DOJ, DHS, and USDA.

Paul Lombardi, chief executive officer of TeraThink, will transition to chairman of the board of directors as a result of the transaction. Dan Maguire, president of Dominion, will become the new chief executive officer of TeraThink, and Tim Spadafore, chief operating officer of Dominion, will serve as the president and chief operating officer.

“This merger brings together two like-minded companies, and their employees, to better serve and transform the missions of our customers,” said Lombardi. “We share a vision of an excited and innovative workforce, steeped in capability, who will stop at nothing to drive successful outcomes for our customers. I’m absolutely thrilled for what the future holds for TeraThink.”

“I could not be more excited about the prospects of the new TeraThink,” said Maguire. The combination of TeraThink and Dominion results in an employee-first company comprised of great people driven to deliver high-value, innovative solutions to our federal customers. I truly believe through our combined work force, we are poised to lead and tackle the toughest problems in the market today.”

TeraThink will remain a privately held corporation. Houlihan Lokey acted as exclusive financial advisor to TeraThink on this transaction, and KippsDeSanto served as exclusive advisor to Dominion.

About TeraThink Corporation

Headquartered in Reston, VA, TeraThink is an exceptionally nimble, resourceful team of information technology and management consultants that’s purpose-built to help our clients drive real, rapid progress and make smart, sustainable improvements that lead to less stress and greater operational success. Our seasoned consultants are 100% focused on our government clients, and have a proven track record collaborating with them to dramatically reduce cycle times, do more with less, lower error rates, simplify processes, save money, and equip every client to focus more energy and resources on accomplishing their missions. That’s why we can provide a reference from every organization we’ve ever worked, and why we’re one of the fastest-growing technology and management consulting firms in the U.S. We exist to continuously provide answers that move our clients further and faster – and advance the great things they do for our country and every U.S. citizen. For more information, please visit www.terathink.com.

About Dominion Consulting

Dominion Consulting Inc, headquartered in Reston, VA, is a technology and management consulting firm that connects ideas with innovative solutions to help organizations get from where they are now to where they want to be. Dominion’s people possess the exceptional knowledge of technology, agile thinking and strategic vision needed to help its clients make better decisions and achieve their goals. Dominion is forward-thinking; delivering high-value business transformation services to public and private sector clients that help them adapt to change and evolve into the future. For more information, please visit www.dominionconsulting.com.

KippsDeSanto & Co. Advises Whitney, Bradley, and Brown, Inc., a portfolio company of Lake Capital, on its Sale to an affiliate of H.I.G. Capital

KippsDeSanto & Co. is pleased to announce the sale of Whitney, Bradley, and Brown, Inc. (“WBB” or the “Company”), a portfolio company of Lake Capital, to an affiliate of H.I.G. Capital.

Headquartered in Reston, VA, WBB is an industry-leading provider of next-generation full lifecycle management consulting services and mission support across the Department of Defense (“DoD”), civilian, and health markets.  The Company delivers its capabilities using a differentiated business model supported by highly-cleared Subject Matter Experts and on-site technical staff to address complex and continuously evolving mission requirements for highly-visible Programs of Record (“PoR”), Special Access Programs (“SAP”), and enduring platforms.

Since its founding in 1981, WBB has built a reputation as a leading, trusted advisor and mission-enabler for Federal customers.  The Company provides highly-flexible and sustained support tailored to meet specific customer needs and multi-faceted organizational challenges through operational capabilities development, acquisition and program support, advanced analytics, and mission performance.  With historically deep ties across the DoD, the Company has leveraged its vast institutional knowledge and has been successful in expanding its presence across the DoD, the Department of Homeland Security (“DHS”), and the Department of Veterans Affairs (“VA”).

We believe this transaction demonstrates several key trends in the government services M&A environment:

  • Value continues to be placed on companies with mission-critical capabilities and support for PoRs, SAPs, and enduring platforms to capitalize on budgetary tailwinds and technology modernization priorities
  • Deeply-entrenched customer relationships with senior leadership and key program personnel provide significant insight into continuously evolving mission requirements
  • Private equity firms continue to leverage strong credit markets and remain active in the government services space to compete alongside strategic buyers for coveted assets

 

Press Release

 

H.I.G. Capital Completes Acquisition of WBB, Inc.

November 14, 2017 – H.I.G. Capital (“H.I.G.”), a leading global private equity investment firm with $24 billion of equity capital under management,* is pleased to announce that one of its affiliates has acquired Whitney, Bradley & Brown, Inc. (“WBB” or the “Company”).

Headquartered in Reston, VA, WBB is a leading provider of program management and consulting services to the U.S. Department of Defense and other federal agencies. WBB’s highly specialized and experienced workforce provides services across the full lifecycle from program development to ongoing support and mission performance.

Robert Olsen, CEO of WBB, remarked, “We are excited to announce our affiliation with H.I.G. Capital. H.I.G. brings to the table a wealth of knowledge and resources. We’re looking forward to leveraging these resources to accelerate the execution of our growth strategy while expanding our ability to provide mission critical, best-in-class solutions on behalf of federal agencies.”

“I’d like to congratulate Robert Olsen on his promotion to Chief Executive Officer and would also like to thank the Company’s retiring Executive Chairman Bill McMullen for his years of service,” said Jeff Zanarini, a Managing Director at H.I.G. “Bill and Robert have worked in tandem to position WBB as an integral partner to the Department of Defense and other federal agencies. We believe WBB’s existing services provide a strong foundation and are looking forward to working with the team to expand WBB’s capabilities through organic investments and complementary acquisitions as we embark on this exciting next chapter of growth.”

About WBB

Whitney, Bradley & Brown (“WBB” or the “Company”) is a leading provider of program management and consulting services to the U.S. Department of Defense and other federal agencies. WBB’s highly specialized and experienced workforce provides services across the full lifecycle from program development to ongoing support and mission performance. WBB was founded in 1981 and employs nearly 500 FTEs, including over 100 subject matter experts (“SMEs”) with an average tenure in excess of 20 years. Half of the Company’s advisors, consultants and SMEs are veterans and 75% have security clearances. The Company has a proven 25+ year history on programs of record that are vital to national security interests. Headquartered in Reston, Virginia, WBB is an ISO 9001-registered company with employees operating at seven strategically-located facilities across the country. For more information, visit https://wbbinc.com/.

About H.I.G. Capital

H.I.G. is a leading global private equity and alternative assets investment firm with $24 billion of equity capital under management.* Based in Miami, and with offices in New York, Boston, Chicago, Dallas, Los Angeles, San Francisco, and Atlanta in the U.S., as well as international affiliate offices in London, Hamburg, Madrid, Milan, Paris, Bogotá, Mexico City and Rio de Janeiro, H.I.G. specializes in providing both debt and equity capital to small and mid-sized companies, utilizing a flexible and operationally focused / value-added approach:

1.H.I.G.’s equity funds invest in management buyouts, recapitalizations and corporate carve-outs of both profitable as well as underperforming manufacturing and service businesses.

2.H.I.G.’s debt funds invest in senior, unitranche and junior debt financing to companies across the size spectrum, both on a primary (direct origination) basis, as well as in the secondary markets. H.I.G. is also a leading CLO manager, through its WhiteHorse family of vehicles, and manages a publicly traded BDC, WhiteHorse Finance.

3.H.I.G.’s real estate funds invest in value-added properties, which can benefit from improved asset management practices.

Since its founding in 1993, H.I.G. has invested in and managed more than 300 companies worldwide. The firm’s current portfolio includes more than 100 companies with combined sales in excess of $30 billion. For more information, please refer to the H.I.G. website at www.higcapital.com.

* Based on total capital commitments managed by H.I.G. Capital and affiliates.

KippsDeSanto & Co. Advises JBS International, Inc. on its Sale to BlueCross BlueShield of South Carolina

KippsDeSanto & Co. is pleased to announce the sale of our client, JBS International, Inc. (“JBS” or the “Company”) to BlueCross BlueShield of South Carolina (“BCBSSC”).

Headquartered in Rockville, MD, JBS is a provider of public health and social impact solutions focused on projects in support of critical Department of Health and Human Services (“HHS”) and other civilian agency, state government, and non-profit programs that enhance and protect the health and well-being of individuals and populations.  JBS plays a leading role in programs that are driving change in areas such as addiction and recovery, children and families, health IT, public health, workforce and education, and international development.  The Company provides a combination of consulting, professional, and information technology (“IT”) services to deliver innovative solutions for policy and program development, communications and integrated marketing, strategic planning, and survey research and evaluation.

BCBSSC, one of the most successful and respected BlueCross BlueShield plans in the country, acquired JBS in order to expand the capabilities and customer reach of The Celerian Group.  The Celerian Group is a portfolio of healthcare companies owned by BCBSSC, representing over 5,000 dedicated and trusted employees, that supports healthcare administration for the Federal government.

We believe this transaction demonstrates several key trends in the government and healthcare M&A environment:

  • Deep domain and subject matter expertise, particularly when coupled with long-term relationships, are critical differentiators for sellers in a crowded M&A market
  • Companies at the forefront of growing national and international health crises, such as the opioid epidemic, represent opportunities to achieve positive impact on multiple levels (the so-called “double bottom line”).
  • The marketplace remains bullish for companies that are positioned with prime contracts that are aligned with well-funded requirements and procurement opportunities within federal healthcare

 

Press Release

 

The Celerian Group Acquires JBS International

November 8, 2017 – The Celerian Group, an organization of companies that provides various administrative, information technology, training and program management services to state and federal government agencies, and a division of BlueCross BlueShield of South Carolina, recently acquired JBS International Inc., a Maryland-based organization. The acquisition adds expertise that complements the organization’s existing capabilities and expands the Celerian Group’s ability to offer even more wide-ranging, comprehensive technology and business management services to both the public and private sectors.

JBS has more than 30-years-experience providing a broad range of social science research, technical assistance and other mission execution services to the public sector. It specializes in addressing health and social challenges such as opioid addiction, HIV infection, immigration, education and issues related to aging. It also focuses on emerging trends in training medical providers, health systems reform, public health data exchanges, public health, behavioral health, social science research and information technology services.

Moreover, it has built its reputation on a broad offering of services such as data analytics, business process development, performance management, and strategic communications and creative services, including web and mobile development.

According to Bruce Hughes, president of the Celerian Group, strategic acquisitions such as this one demonstrate a commitment to exceptional customer value. He said, “Our customers come to us with complex business needs. Being able to more fully address those needs through one trusted business partner is cost-saving, simplifies the process and creates peace of mind that details are front and center.”

JBS will continue to be led by its co-founders and co-CEOs, Gail Bassin and Jerri Shaw. The company has 315 employees and will operate from its headquarters in North Bethesda, Maryland, as well as maintaining existing offices in Burlingame, California and Atlanta, Georgia.

About Celerian Group

Celerian Group is an organization of companies with more than 50 years’ combined experience in government programs administration and is a division of BlueCross BlueShield of South Carolina. The group has a well-established reputation for operational excellence, which optimizes performance and reduces costs, thus delivering exceptional value for its customers. It provides federal and state government agencies, as well as private companies, support in business process outsourcing, information technology, data analytics, training and project management services. This expertise includes information technology, claims processing, customer services and social science research functions.