KippsDeSanto & Co. Advises Information Management Technology on its Sale to Mission Essential Personnel

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KippsDeSanto & Co. is pleased to announce the sale of our client, Information Management Technology Corporation (“IMT” or “the Company”), to Mission Essential Personnel, LLC (“Mission Essential”). This deal, that closed August 3rd, marks KippsDeSanto & Co.’s sixth transaction of 2016.

Headquartered in Fairfax, VA, IMT is a provider of advanced technical solutions for critical global intelligence dissemination systems supporting the Department of Defense (“DoD”), Intelligence Community (“IC”), and Five Eye (“FVEY”) coalition forces. The Company is the lead enabler of a mission-critical Program of Record, the Integrated Broadcast Service (“IBS”) enterprise. The IBS is an enabling capability in a worldwide, geostationary satellite communications (“SATCOM”) system used as the DoD standard network for transmitting time-sensitive strategic, tactical, and targeting data to all echelons of Joint Service and FVEY operational users to fulfill their Command, Control, Communications, Computers, Intelligence, Surveillance, and Reconnaissance (“C4ISR”) and other DoD mission requirements.

With highly-differentiated and established global intelligence system integration, information management, software engineering, and SATCOM subject matter expertise (“SME”), IMT’s capabilities are complementary to Mission Essential’s existing mission-focused solutions across the DoD and IC and establishes Mission Essential as a key player in the IBS enterprise and C4ISR market. The strategic position within the IBS enterprise is further supported by the Company’s portfolio of intellectual property, which establishes a strong foundation to capitalize on increasing global demand and large market opportunities to expand its proprietary solutions, both domestically and internationally.

We believe this transaction demonstrates several key trends in the Intel and C4ISR M&A environment:

  • Mid-sized strategic buyers continue to seek M&A opportunities to enhance depth of technology, proprietary solutions, and intellectual property to complement existing offerings and improve market sector positioning
  • Value of strategic customer access and deeply-embedded positions on missioncritical programs in support of evolving forward operator requirements
  • Companies with differentiated and innovative solutions in support of highly visible and critical C4ISR missions continue to be in high demand

KippsDeSanto & Co. is an investment bank focused on delivering exceptional M&A and financing transaction results for leading aerospace / defense and government technology solutions 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

 MISSION ESSENTIAL ACQUIRES IMT CORPORATION

HERNDON, VA, 8/4/2016 8:39 AM – Mission Essential, a global services and solutions provider to the Defense and Intelligence Communities, announced the acquisition of Information Management Technology Corporation (IMT), a rapidly growing system integrator and software engineering firm, and the foremost experts in the dissemination of time critical intelligence to the warfighter.

Founded in 2006 in Fairfax, VA, IMT provides a full spectrum of integration, engineering, and sustainment solutions and has built an industry-leading expertise in time-critical information management and global communications. IMT is the lead technical support and sustainment provider for the Integrated Broadcast Service (IBS) Enterprise, the Defense Department’s worldwide satellite-connected communications network for transmitting tactical and strategic intelligence, lethal threat warning, and targeting data to Joint Service and Allied partner decision-makers and operators.

“The acquisition of IMT is a key component of our long-term growth and diversification strategy,” said Mission Essential Chairman Greg Miller, further commenting that, “after thoroughly analyzing the marketplace, it was clear that IMT would be a great value-add to the Mission Essential family as the spearhead for our C4ISR capabilities.” Mission Essential CEO Sunil Ramchand stated, “The Mission Essential – IMT combination is a perfect fit: both have mission-focused, people-first cultures, and are committed to supporting the critical needs of the warfighter.”

IMT founder and President Rob Kelly said, “IMT is excited to join the Mission Essential family. The combination of our world-class engineering capabilities with Mission Essential’s global infrastructure will be a force-multiplier for our customers and a catalyst for growth.”

IMT will continue to be led by Rob Kelly, and will be known as IMT, a Mission Essential Company.

The terms of the transaction were not disclosed.

Advisors to Mission Essential for this transaction were Pillsbury Winthrop Shaw Pittman, LLP and Arena Strategic Advisors LLC. IMT was represented by KippsDeSanto & Company and Holland & Knight, LLP.

ABOUT MISSION ESSENTIAL

Mission Essential, founded in 2004 by U.S. Army veteran and current Chairman Gregory K. Miller, is the preeminent provider of interpretation and translation services to the Defense Department, as well as a leading provider of analytic and operational intelligence services and solutions to the Intelligence Community. Mission Essential executes prime contracts with numerous Intelligence Community members, as well as with the U.S. Army, Navy, and Air Force; U.S. Central, European, and Africa Commands; and the State Department.

Mission Essential has deployed over 20,000 professionals to 200 project sites in 46 countries worldwide. It is included on both the Defense News and Washington Technology lists of Top 100 Contractors.

KippsDeSanto & Co. Advises Danya International, Inc. on Sale to DLH Holdings Corp.

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KippsDeSanto & Co. is pleased to announce the sale of its client, Danya  International, Inc. (“Danya” or the “Company”) to DLH Holdings Corp.  The Company is a leading provider of technology-enabled program management, consulting, and digital communication solutions, including grant monitoring systems, information networks, and message development, with a primary focus on health and education mission objectives.  The addition of Danya to DLH is highly transformative, as it complements and enhances DLH’s capabilities, while also enabling DLH to realize multiple objectives of its growth plan and broaden its addressable market.

Based in Silver Spring, MD, Danya specializes in program management, monitoring, and evaluation of large-scale, nationally-dispersed programs that require multi-stage reviews, ranging from field data collection, through analysis and reporting.  Since 1999, Danya has held a prime position on the Administration for Children and Families (“ACF”) Office of Head Start (“OHS”) monitoring program.  Under this award, the Company leads a monitoring, evaluation, and analysis effort to determine the effectiveness and compliance of grantees.  Danya also has core competencies in health communications, and a burgeoning digital solutions practice.  The Company’s work is focused on social impact solutions, with capabilities spanning (i) monitoring and evaluation; (ii) capacity building; (iii) technology solutions, and; (iv) communications.  Danya’s experience is expected to accelerate DLH’s expansion into targeted federal agencies, while also driving growth in national priority, mission-critical programs.

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

  • Strategic buyers remain focused on acquisitions that fill capability gaps around existing and future engagements, while also enabling the acquirer to target larger contract opportunities that would have previously been unavailable
  • Value continues to be placed on companies with established client relationships, strong past performance, and solid revenue visibility on prime, unrestricted contracts
  • Importance of deeply embedded positions on well-funded, mission-critical programs
  • Continued interest in transformational acquisitions / mergers of equals in the marketplace due to revenue and cost synergies that drive long-term growth opportunities and enhanced profitability

KippsDeSanto & Co. is an investment bank focused on delivering exceptional M&A and financing transaction results for leading aerospace, defense, and government 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

 

DLH Announces Acquisition of Danya International

  • Highly Strategic Combination Creates Unique Provider of Technology-Enabled Solutions to the Federal Government
  • Financially Transformative and Expected to be Immediately Accretive to Earnings and Cash Flow
  • Pro Forma for the Acquisition, Calendar Year 2015 Revenue and Adjusted EBITDA of Over $100 Million and $10 Million, Respectively, and Total Backlog in Excess of $300 Million
  • Purchase Price of $38.75 Million: $36.25 Million Cash, $2.5 Million Restricted Stock

Atlanta, Georgia – May 3, 2016 – DLH Holdings Corp. (DLHC) and Danya International (“Danya”) today announced that DLH has acquired privately held Danya, a leading provider of technology-enabled program management, consulting, and digital communications solutions, in a $38.75 million transaction, subject to customary adjustments, consisting of $36.25 million of cash and $2.5 million of restricted common stock.  Danya will operate as a second wholly owned subsidiary of DLH Holdings Corp.  Danya`s founder Jeff Hoffman will be retained as a Strategic Market Advisor to DLH for a period of up to two years.

“We view the addition of Danya as transformative for DLH as it significantly enhances our capabilities and enables us to achieve multiple objectives of our growth plan,” said DLH President & CEO, Zachary Parker.  “The combination of these two companies creates a nationally recognized provider of technology-enabled solutions to the Federal Government.  Their capabilities include managing, monitoring, and supporting large-scale healthcare and human services programs across the continuum of care and case management.  From a strategic standpoint, this acquisition supports our growth strategy which calls for the expansion and diversification of our contract portfolio through both organic growth and acquisitions.  This transaction combines two highly complementary businesses with common core capabilities.  Further, Danya`s technological capabilities have immediate applications within DLH`s current and future engagements, and support our expansive organic growth opportunities.”

Dr. Jeff Hoffman, Danya`s CEO and principal shareholder stated “DLH is the ideal partner to continue to support and enhance Danya`s customers and capabilities, as well as the strategy and vision that I have spent the past 20 years developing and nurturing.  The shared values and aligned interests of our organizations make this combination beneficial for our customers and employees.  I look forward to working with Zach Parker and his team and seeing Danya continue to flourish as a part of DLH.”

Mr. Parker further stated, “Together, the two companies are not only better positioned to execute on their respective programs and missions, but are also able to leverage the combined capabilities of the `new` DLH to target larger opportunities that would have previously been unavailable to either company standalone.  Danya`s federal IT management services experience will accelerate our health IT initiatives.  We are extremely excited about the future opportunities that are created with this transaction.”

Overview of Danya International:

Founded in 1996 and headquartered in Silver Spring, Maryland, Danya provides technology-enabled program management, public health expertise, consulting, and digital communications solutions primarily supporting federal health and education programs primarily within the Department of Health and Human Services (“HHS”).  Since 1999, Danya has supported HHS`s Office of Head Start (“OHS”) under its flagship prime contract for the monitoring and evaluation of grants made under the Head Start program.  Within HHS, Danya also serves the Centers for Disease Control and Prevention (“CDC”), as well as the U.S. Navy and the Department of Homeland Security.  Danya currently employs approximately 150 full-time employees.

Strategic Benefits of the Transaction:

  • Expands Business in Current and Adjacent Federal Agencies: Danya`s customers and capabilities are highly complementary to DLH`s existing work with the Department of Veterans Affairs (“VA”).  The combined entity is a pure-play, technology-enabled government healthcare and human services company with a customer base including four of the largest government health agencies.
  • Enhances DLH`s Growth in National Priority, Mission-Critical Programs: DLH`s flagship contracts supporting all seven of VA`s Consolidated Mail Outpatient Pharmacy locations are mission-critical, ensuring that our nation`s veterans receive prescriptions in a timely and accurate manner.  Similarly, Danya`s monitoring and evaluation services to OHS are critical to ensure educational, health, and social standards are being achieved in an effort to ensure school readiness for underprivileged children.  Danya complements DLH`s services with significant operational synergies that we expect will serve the existing customer base along with expanding the base to additional government agencies.
  • Accelerates DLH`s Strategic Initiatives: Danya`s public health expertise with the CDC and the U.S. Navy enhances DLH`s advancement in key areas:
    • Medication adherence and medication therapy management solutions;
    • Telehealth research and service offerings to the Department of Defense and federal civilian agencies;
    • Health IT and information systems solutions and services; and
    • Case management system solutions and services.
  • Additive to Revenue Visibility and Accretive to Margins: With over $300 million of total backlog, which includes funded and unfunded amounts, the combined company maintains significant revenue visibility.  Moreover, Danya`s margin profile is expected to be accretive to DLH in the current fiscal year.
  • Enhanced Free Cash Flow Profile: DLH believes that the combined company expects to maintain a strong free cash flow generation profile driven by enhanced profitability and limited working capital intensity, and augmented by DLH`s deferred tax assets from utilization of net operating losses.  DLH expects to be able to shield substantially all cash payments of federal income taxes in the initial years following the acquisition.  DLH believes that these factors will provide the ability to accelerate debt repayment.

Transaction Details:

  • Purchase Price of $38.75 Million: Consisting of $36.25 million in cash and approximately $2.5 million of restricted common stock, subject to customary post-closing adjustments.
  • New Senior Debt of $30 Million Funded at Closing: DLH has entered into a new loan agreement with Fifth Third Bank providing for a $25 million term loan and $10 million revolving line of credit, of which $5 million is drawn as of the closing.  The term loan and line of credit bear interest at a rate of LIBOR plus a margin of 300 basis points.
  • Restricted Common Stock Issued to Former Owner: DLH has issued 670,242 restricted shares of its common stock to the primary shareholder of Danya, valued at $2.5 million, or $3.73 per share, based on the volume weighted average price for the past 20 trading days.
  • Bridge Financing of $2.5 Million: Affiliates of Wynnefield Capital, the largest shareholder of DLH, have provided $2.5 million in a subordinated bridge loan.  The Wynnefield bridge loan will accrue interest at an annual rate of 4%.  DLH also issued the Wynnefield entities warrants with an exercise price of $3.73 covering 8% of the face value of the loan.  It is the intention of DLH to repay the bridge loan with the proceeds of a rights offering so that all existing shareholders of DLH will have the opportunity to participate in the equity financing of the transaction.  It is anticipated that Wynnefield will act as a standby purchaser of the rights offering to the extent of $2.5 million.  The exercise price of the rights will be fixed at the time of the offering and will be subject to market conditions.
  • DLH will also use a portion of its existing cash balance to finance the remainder of the purchase price and transaction related expenses.

Advisors:

Canaccord Genuity served as financial advisor to DLH.  Holland & Knight LLP and Becker & Poliakoff LLP provided legal advisory services to DLH. Baker Tilly provided due diligence support to DLH.

KippsDeSanto & Co. served as financial advisor to Danya.   Greenberg Traurig provided legal advisory services to Danya.

Conference Call and Webcast Information:

DLH management will discuss the acquisition of Danya on a conference call beginning at 2:00PM Eastern Time on Tuesday, May 3, 2016.  Interested parties may listen to the conference call by dialing (844) 244-5605 and providing the operator with the conference ID 5412023.  Presentation materials will also be posted on the Investor Relations section of the DLH website prior to the commencement of the conference call.

A digital recording of the conference call will be available for replay two hours after the completion of the call and can be accessed on the DLH Investor Relations website or by dialing (855) 859-2056 and entering the conference ID 5412023.

About Danya International:

Danya International is a privately held company founded in 1996 by Dr. Jeff Hoffman and is headquartered in Silver Spring, Maryland.  Danya has been a leader in providing evidence-based health and education technology-enabled solutions to communities across the globe.  The company has won more than 150 contracts and grants that have allowed them to make a difference through the strength of insight, integration and innovation.  Its customer list includes several federal health agencies.

About DLH Holdings Corp.:

DLH Holdings Corp. (DLHC) serves clients throughout the United States as a healthcare services provider to the Federal Government in health and medical logistics.  Headquartered in Atlanta, Georgia the company was named as a Top 100 Public Company by Georgia Trend, and is a member of the National Defense Industrial Association.  DLH has over 1,250 employees working in 30 states throughout the country.

For more information, visit the corporate website at www.dlhcorp.com

Magellan Health Completes Acquisition of Armed Forces Services Corporation

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SCOTTSDALE, Ariz.–(BUSINESS WIRE)– Magellan Health, Inc. (NASDAQ:MGLN), a leader in complex care and special population management, today announced that it has completed its acquisition of Armed Forces Services Corporation (AFSC), a company with extensive experience providing and managing behavioral health and specialty services to various agencies of the federal government, including all five branches of the U.S. Armed Forces.

“Coupling Magellan’s clinical expertise with AFSC’s extensive network within the military and other federal agencies, this acquisition will enable us to expand our behavioral health, wellness and integrated care offerings and services in this important area,” said Sam K. Srivastava, chief executive officer of Magellan Healthcare. “This acquisition also allows us to expand our work in suicide prevention and programs that assist in post-traumatic stress disorder to help members of the military and federal workers live healthier lives.”

AFSC holds approximately 60 contracts with the federal government, and has 1,800 employees and subcontractors, with operations in all 50 states, three territories and eight countries. AFSC manages and provides a variety of behavioral health services including life coaching, counseling, training, rehabilitation, transition assistance, recruitment and retention, and family programs.

Magellan will update its 2016 guidance to include the impact of the acquisition on its next earnings call on July 29, 2016.

About Magellan Health: Headquartered in Scottsdale, Ariz., Magellan Health, Inc. is a leader in managing the fastest growing, most complex areas of health, including special populations, complete pharmacy benefits and other specialty areas of healthcare. Magellan develops innovative solutions that combine advanced analytics, agile technology and clinical excellence to drive better decision making, positively impact health outcomes and optimize the cost of care for the members we serve — all within a customer-first culture. Magellan’s customers include health plans and other managed care organizations, employers, labor unions, various military and governmental agencies and third-party administrators. For more information, visit MagellanHealth.com.

Cautionary Statement

This release contains forward-looking statements within the meaning of the Securities Exchange Act of 1934 and the Securities Act of 1933, as amended, which involve a number of risks and uncertainties. All statements, other than statements of historical information provided herein, may be deemed to be forward-looking statements including, without limitation, statements regarding the expansion of behavioral health, suicide prevention, wellness and integrated care offerings and services , the future business and growth of AFSC and Magellan Healthcare’s business generally. These statements are based on management’s analysis, judgment, belief and expectation only as of the date hereof, and are subject to uncertainty and changes in circumstances. Without limiting the foregoing, the words “believes,” “anticipates,” “plans,” “expects,” “may,” “should,” “could,” “estimate,” “intend” and other similar expressions are intended to identify forward-looking statements. Actual results could differ materially due to, among other things, the possible election of certain of the company’s customers to manage the health care services of their members directly; changes in rates paid to and/or by the company by customers and/or providers; higher utilization of health care services by the company’s risk members; delays, higher costs or inability to implement new business or other company initiatives; the impact of changes in the contracting model for Medicaid contracts; termination or non-renewal of customer contracts; the impact of new or amended laws or regulations; governmental inquiries; litigation; competition; operational issues; healthcare reform; and general business conditions. Additional factors that could cause actual results to differ materially from those reflected in the forward-looking statements include, but are not limited to, the risks discussed in the “Risk Factors” section included within the company’s Annual Report on Form 10-K for the year ended December 31, 2015, filed with the Securities and Exchange Commission on February 29, 2016.

Magellan Health, Inc.
Media
Colleen Flanagan Johnson, 860-507-1923
cefjohnson@magellanhealth.com
or
Investors
Renie Shapiro Silver, 877-645-6464
rshapiro@magellanhealth.com

Source: Magellan Health, Inc.

News Provided by Acquire Media

KippsDeSanto & Co. Advises Miltec Corporation on its Sale to General Atomics

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PRESS RELEASE 

Ducommun Completes Divestiture of Miltec Corporation 
LOS ANGELES–(BUSINESS WIRE)–Mar. 28, 2016– Ducommun Incorporated (NYSE: DCO) (“Ducommun” or the “Company”) today announced the completion of the previously announced sale of its Miltec Corporation subsidiary to General Atomics. Miltec provides engineering, technical and program management services principally to the U.S. Department of Defense and U.S. intelligence agencies for advanced weapons systems and military defense systems. As previously announced, the total purchase price was $14.6 million in cash, subject to post-closing adjustments. The Company intends to use net proceeds from the sale to reduce debt.

About Ducommun Incorporated

Ducommun Incorporated delivers innovative manufacturing solutions to customers in the aerospace, defense and industrial markets. Founded in 1849, the company specializes in two core areas – Electronic Systems and Structural Systems – to produce complex products and components for commercial aircraft platforms, mission-critical military and space programs, and sophisticated industrial applications. For more information, visit www.ducommun.com.

Statements contained in this press release regarding other than recitation of historical facts are forward-looking statements. These statements are identified by words such as “may,” “will,” “ begin,” “look forward,” “expect,” “believe,” “intend,” “anticipate,” “should,” “potential,” “estimate,” “continue,” “momentum” and other words referring to events to occur in the future. These statements reflect the Company’s current view of future events and are based on its assessment of, and are subject to, a variety of risks and uncertainties beyond its control, including, but not limited to, the state of the world financial, credit, commodities and stock markets, and uncertainties regarding the Company, its businesses and the industries in which it operates, which are described in the Company’s filings with the Securities and Exchange Commission. The Company is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise.

 

PRESS RELEASE

Ducommun to Divest Miltec Corporation 

Company Enters Agreement to Sell Non-Core Engineering Services Business

LOS ANGELES–(BUSINESS WIRE)–Feb. 25, 2016– Ducommun Incorporated (NYSE: DCO) (“Ducommun” or the “Company”) today announced that it has entered into a definitive agreement with General Atomics to sell the Company’s Miltec Corporation subsidiary for $14.6 million in cash, subject to post-closing adjustments. Miltec provides engineering, technical and program management services principally to the U.S. Department of Defense and U.S. intelligence agencies for advanced weapons systems and military defense systems. The business had sales of approximately $28.2 million in 2015. The completion of the transaction is subject to customary closing conditions. KippsDeSanto & Co. acted as financial advisor to Ducommun.

“With the sale of Miltec, we are taking another proactive step in focusing our energy, attention and resources on the strategic areas that are core to Ducommun’s growth and financial performance going forward,” said Anthony J. Reardon, chairman and chief executive officer. “We believe that our current portfolio is now better positioned to support our vision to provide unique, value-added solutions and technologies to the aerospace, defense and related end markets.”

About Ducommun Incorporated

Founded in 1849, Ducommun Incorporated provides engineering and manufacturing services to the aerospace, defense, and other industries through a wide spectrum of electronic and structural applications. The company is an established supplier of critical components and assemblies for commercial aircraft and military and space vehicles as well as for the energy market, medical field, and industrial automation. It operates through two primary business units – Ducommun AeroStructures (DAS) and Ducommun LaBarge Technologies (DLT). Additional information can be found at www.ducommun.com.

Statements contained in this press release regarding other than recitation of historical facts are forward-looking statements. These statements are identified by words such as “may,” “will,” “ begin,” “ look forward,” “expect,” “believe,” “intend,” “anticipate,” “should”, “potential,” “estimate,” “continue,” “momentum” and other words referring to events to occur in the future. These statements reflect the Company’s current view of future events and are based on its assessment of, and are subject to, a variety of risks and uncertainties beyond its control, including, but not limited to, the state of the world financial, credit, commodities and stock markets, and uncertainties regarding the Company, its businesses and the industries in which it operates, which are described in the Company’s filings with the Securities and Exchange Commission. The Company is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise.

KippsDeSanto & Co. Advises Gleason Research Associates on ESOP Transaction

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KippsDeSanto & Co. is pleased to announce the sale of our client, Gleason Research Associates, Incorporated (“GRA” or the “Company”), to a newly formed Employee Stock Ownership Plan (“ESOP”), the Gleason Research Associates Employee Stock Ownership Trust.  The transaction will enable the Company’s employees, management, and former shareholders to benefit in the ongoing success of the business, while affording the Company’s customers continuity of mission support.  The transaction was structured in partnership with GRA’s management team, MB Financial, and Enlightenment Capital.

Headquartered in Huntsville, Alabama, GRA is a leading provider of high-end engineering and professional services, focused in the areas of weapons systems and logistics support.  GRA provides high-impact engineering for critical missile systems, particularly HELLFIRE, and the modernization of inventory management systems with a set of proprietary software solutions.  The Company delivers its services and solutions to a portfolio of Department of Defense (“DoD”) customers, primarily the Aviation and Missile Research Development & Engineering Command (“AMRDEC”) and Naval Air Systems Command (“NAVAIR”), among others.  Founded in 1982, the Company has deep, established relationships with its core customers, each of which depend on the Company for mission understanding, highly technical personnel, intellectual property-backed solutions, and proven ability to deliver exceptional results.

We believe this transaction demonstrates several key trends in the defense and government services deal environment:

  • With abundant sources of attractive capital and higher tax rates, ESOP buyouts can be a great liquidity solution for certain situations
  • Entrenched positions on mission-critical programs continue to attract strong investor interest
  • Intellectual property, especially in the form of scalable software, underpins sustainable competitive advantages
  • Investors are increasingly focused on companies that possess strong past performance, long-term customer relationships, and a track record of recurring contract awards

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.

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

KippsDeSanto & Co. Advises TeraLogics, LLC on its Sale to Cubic Corporation

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KippsDeSanto & Co. is pleased to announce the sale of our client, TeraLogics, LLC (“TeraLogics” or “the Company”), to Cubic Corporation (“Cubic”). TeraLogics is a leading provider of real-time Full Motion Video (“FMV”) processing, exploitation, and dissemination (“PED”) products and solutions for the Department of Defense (“DoD”), Intelligence Community (“IC”), and commercial customers. The Company’s products sit at the center of the DoD’s FMV Intelligence, Surveillance, and Reconnaissance (“ISR”) dissemination architecture. Based in Ashburn, VA, TeraLogics architected, designed, developed, and currently supports the DoD’s enterprise Airborne ISR (“AISR”) video portal and dynamic multicast dissemination network. TeraLogics’ ability to develop real-time video analysis and delivery software for FMV is complementary to Cubic’s existing tactical communications portfolio, and establishes Cubic as a key player in the ISR FMV market.
TeraLogics’ flagship product, Unified Video® is the situational awareness (“SA”) solution for the DoD, IC, and various bilateral coalitions, and supports interactions across the entire AISR community. TeraLogics’ Unified Video® software provides multilayered, human-centered context to video by integrating geospatial data, collaborative data, human- or sensor-provided tags, previously archived video, and metadata with live, real-time streams. With deep and established satellite communications and ISR delivery expertise, TeraLogics is a leader in FMV ISR and has close relationships with the U.S. Unified Combatant Commands (“COCOM”), National Geospatial Agency (“NGA”), Defense Information Systems Agency (“DISA”), and various commercial customers.

We believe this transaction demonstrates several key trends in the Defense Technology and C4ISR M&A environment:

Buyers place premium value on companies with differentiated and innovative solutions in support of highly visible and critical C4ISR missions
Defense integrators seek strategic acquisitions to enhance depth of technology, proprietary solutions, and intellectual property to complement existing offerings
DoD and IC users continue to demand advanced video intelligence solutions for SA and real-time applications to manage the rapid ingest of video data
There is value in strong client relationships and embedded positions 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.

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

KippsDeSanto & Co. Advises ForceX, Inc. on its Sale to L-3 Communications

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KippsDeSanto & Co. is pleased to announce the acquisition of our client, ForceX, Inc. (“ForceX” or the “Company”), by L-3 Communications (“L-3”) (NYSE:LLL). ForceX is an industry leader in Intelligence, Surveillance, and Reconnaissance (“ISR”) software development and hardware integrations, and geospatial application technology programs, supporting the Department of Defense (“DoD”), other civilian and government agencies, and security organizations.

Based in Nashville, TN, ForceX is a leading developer of highly-customized mission-critical solutions to support navigation, surveillance, tracking, command and control (“C2”) solutions, increasing situational awareness, forward operator safety, and the probability of mission success. ForceX has established itself as a leader in the custom software solutions space, boasting deep operational expertise supporting mission-execution platforms, battlefield and weapons management systems, intelligence exploitation, and covert Special Operations Forces (“SOF”) missions.  Through its partnership with L-3, ForceX expects to deliver even greater value to its customers, as well as pursue additional growth areas.

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

  • Buyers continue to place premium value on companies with differentiated ISR software capabilities that improve situational awareness and operator decision-making
  • Importance of relationships with mission-critical programs and customers that support the most sensitive and classified missions (e.g., U.S. Special Operations Command)
  • Major defense integrators continue to seek revenue synergies and improve market sector positioning through selective M&A activity

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.

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

L-3 Acquires ForceX, Inc.

– Industry Leader Specializing in ISR Software Development and Geospatial Application Technology Programs –

NEW YORK–(BUSINESS WIRE)–Oct. 13, 2015– L-3 Communications (NYSE:LLL) announced today that on October 13, 2015 it acquired ForceX, Inc., which the company has renamed L-3 ForceX. L-3 ForceX will be incorporated into L-3’s Integrated Sensor Systems (ISS) sector within the Electronic Systems business segment. Terms of the transaction have not been disclosed, but the acquisition is expected to be immediately accretive.

Based in Nashville, Tenn., L-3 ForceX is an industry leader specializing in ISR mission management software and geospatial application technology programs, offering an array of advanced products, including cueing system software, hardware and video algorithms, and wide-area sensor integration solutions and software. The company’s proprietary processing, exploitation and dissemination (Tactical PED) capability provides an integrated tactical operational picture, allowing users to make critical decisions in real time. The business also provides training courseware, materials and turnkey classroom training solutions for its customers and currently supports several key Department of Defense ISR initiatives and classified programs. Its customer base includes the U.S. Air Force, U.S. Special Operations Command, the Naval Surface Warfare Center and a variety of DoD agencies. The business also has existing relationships with several defense prime contractors as well as numerous L-3 business units. L-3 ForceX is a highly customer-focused business that is expected to accelerate the overall growth prospects of the ISS sector.

“We have been strategically repositioning our portfolio by adding new capabilities that are aligned with our customers’ priorities, and we are pleased to announce this acquisition, which furthers this objective,” said Michael T. Strianese, L-3’s chairman, president and chief executive officer. “ForceX complements L-3’s core business, enhancing our product and system capabilities to compete in new markets, and expands our customer base.”

L-3 ForceX is expected to add approximately $30 million in sales for the year ending December 31, 2016. Goodwill and other intangible assets from this acquisition are expected to be deductible for income tax purposes.

Headquartered in New York City, L-3 employs approximately 45,000 people worldwide and is a prime contractor in aerospace systems and national security solutions. L-3 is also a leading provider of a broad range of communication and electronic systems and products used on military and commercial platforms. The company reported 2014 sales of $12.1 billion.

To learn more about L-3, please visit the company’s website at www.L-3com.com. L-3 uses its website as a channel of distribution of material company information. Financial and other material information regarding L-3 is routinely posted on the company’s website and is readily accessible.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

Except for historical information contained herein, the matters set forth in this news release are forward-looking statements. Statements that are predictive in nature, that depend upon or refer to events or conditions or that include words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” “will,” “could” and similar expressions are forward-looking statements. The forward-looking statements set forth above involve a number of risks and uncertainties that could cause actual results to differ materially from any such statement, including the risks and uncertainties discussed in the company’s Safe Harbor Compliance Statement for Forward-Looking Statements included in the company’s recent filings, including Forms 10-K and 10-Q, with the Securities and Exchange Commission. The forward-looking statements speak only as of the date made, and the company undertakes no obligation to update these forward-looking statements.

KippsDeSanto & Co. Advises Aegis Group on Sale to GardaWorld Security Corporation

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KippsDeSanto & Co. is pleased to announce the acquisition of our client, Aegis Group (“Aegis” or the “Company”), by GardaWorld Security Corporation (“GardaWorld”). The acquisition complements and enhances GardaWorld’s existing protective service offerings, as well as expands its geographic presence throughout the Middle East and Africa.

Aegis provides holistic private security and consultancy services, including physical security and protection, training, threat extortion, crisis and kidnap response, and business intelligence and risk management, to government agencies and corporate clients worldwide. The Company has a long and successful history of serving the mission-critical needs of U.S. and international government agencies, including the U.S. Department of Defense (“DoD”) and the U.S. Department of State (“DoS”), as well as commercial clients in the Oil & Gas, Maritime, Financial, and Critical Infrastructure industries. Aegis has an exceptional past performance record serving the U.S. Government, including supporting the DoD in Iraq as a part of the Reconstruction Security Support Services (“RSSS”) contract, and a prime position on the $10 billion DoS Worldwide Protective Services (“WPS”) contract vehicle. The Company has been at the forefront of developing comprehensive business practices and ethical codes of conduct for the security industry, and was a key contributor to the development of the International Code of Conduct and Private Security Contractors (“PSC”) – 1 industry standard.

As a key piece of its expansion strategy, Aegis provides GardaWorld with enhanced capabilities and protective service offerings, as well as deeper access to government and commercial clients, particularly U.S. DoD, U.S. DoS, and major Oil & Gas companies. With the acquisition, GardaWorld will have a clear path to be a market leader in providing premier security services with unparalleled depth in its service offering and strength in its global reach.

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

  • Strategic buyers continue to target M&A opportunities that address strategic gaps, especially in mission-critical domains and customer segments
  • Buyers continue to seek targets with strong growth potential evidenced by a highly visible backlog, and a robust, actionable pipeline supported by a highly-sophisticated, mature, professional infrastructure able to scale alongside growth
  • Prime positions on large, long-term contract vehicles that transition to the acquirer drive value; however, buyers and investors are increasingly focused on companies with strong past performance, customer relationships, and a track record of awards under these vehicles

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.

We welcome the opportunity to discuss how KippsDeSanto & Co. can help you achieve your strategic objectives.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

GardaWorld Announces Strategic Expansion to Become the Premier Security Provider in Africa and the Middle East

As part of its expansion, the company signs a binding agreement for the acquisition of Aegis Group

MONTREAL, QUEBEC–(Marketwired – July 13, 2015) – GardaWorld, the world’s largest privately owned security and cash services provider, announces today the strategic expansion of its protective services platform in Africa and the Middle East.

Over the past decade GardaWorld has continuously expanded its operational capacity as demand for specialized and professional services to protect high profile diplomatic staff, development projects and leading oil & gas companies dramatically increased in Africa and the Middle East. In the current geopolitical context, such comprehensive security services offering remains critical for companies and governments operating in the region and GardaWorld has committed to become a premier security provider globally. The company expects to complete this phase of its strategic expansion plan before the end of the year.

As the first phase of its strategic expansion, GardaWorld is pleased to announce that it has entered into a binding agreement for the acquisition of Aegis Group, a leading provider of highly specialized protective services with annual run-rate revenues of over CAN$450 million with a presence across 10 African and Middle East emerging markets.

“Aegis Group’s operational platform will complement GardaWorld’s offering and geographic footprint as we continue to build our protective services capabilities throughout Africa and the Middle East,” said Stephan Crétier, Founding President and CEO, GardaWorld. “Aegis Group and GardaWorld have both been truly committed to setting the highest professional and ethical standards in the industry. We are the first two private security providers in the world to obtain the PSC.1 certification, offering our clients a complete peace of mind service solution in emerging markets. Once we have completed the integration, we will become a clear market leader, providing premier professional security services with the unsurpassed depth of our offering and strength of our global platform.”

“In the next phase of our growth strategy, planned for later this year, we expect to further expand GardaWorld’s regional infrastructure and to double our physical footprint by reinforcing our presence on the ground in nearly 20 countries in Africa and the Middle East. Our goal is to offer a specialized and distinctive protective services offering, to more clients, including governments, diplomatic organizations, large critical infrastructures, mining, oil & gas companies, NGOs and Fortune 500 corporates, in more places and where they need us most than any other company in our market,” continued Mr. Crétier.

GardaWorld’s acquisition of Aegis Group is subject to customary closing conditions, including regulatory approvals and is expected to close within the next 90 days.

Note to the Editors

Certification PSC-1: ANSI/ASIS PSC.1-2012

Management System for Quality of Private Security Company Operations – Design, delivery and management of physical security and security risk management services worldwide in high risk, benign and complex environments in a responsible manner that enhances human safety and security, conforming to international law, local laws and human rights.

About GardaWorld

GardaWorld is the world’s largest privately owned security and cash services provider. Our 48,000 highly trained, dedicated professionals serve clients throughout North America, Europe, Africa, Asia and the Middle East. GardaWorld works across a broad range of sectors, including natural resources and critical infrastructures, retail, construction, telecommunications and manufacturing, and on behalf of Fortune 500 companies, governments, NGOs and humanitarian relief organizations. For more information, visit www.garda.com

About Aegis Group

Aegis Group is a leading security and risk management company with project experience in over 60 countries. The company has a worldwide client-base including governments, international agencies and the international corporate sector, and are a major security provider to the United States government. Aegis Group offers comprehensive advice on every aspect of security from corporate operations, commercial risk and foreign investment to counter-terrorism, close protection and support to governments. For more information, visit www.aegisworld.com.

KippsDeSanto & Co. Advises Information Management Consultants on the Sale of its Health & Life Sciences and Defense & Public Sector Business Units to CALIBRE Systems

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KippsDeSanto & Co. is pleased to announce the acquisition of the Health & Life Sciences (“H&LS”) and the Defense & Public Sector (“D&P”) business units of our client, Information Management Consultants, Inc. (“IMC” or the “Company”), by CALIBRE Systems, Inc. (“CALIBRE”).

Headquartered in Reston, VA, IMC is a leading provider of health informatics, enterprise content management, and technology solutions to government and commercial customers.  IMC’s H&LS and D&P groups deliver valuable solutions to Federal agencies in the health, defense, and other civilian markets, and have significant domain expertise and long-term relationships with strategic end customers such as National Institutes of Health (“NIH”), Food and Drug Administration (“FDA”), Department of Homeland Security (“DHS”), and Department of State (“DOS”), as well as select commercial healthcare clients.  Leveraging a network of Subject Matter Experts (“SME”) and technologists, IMC delivers solutions via a holistic approach by providing a complete range of services from problem identification through execution.

In addition to a complementary set of core capabilities and technology expertise between the two companies, IMC’s H&LS and D&P businesses offer CALIBRE unique access to new customers in the Federal health market, including NIH and several of its core directorates, as well as provide resources and experience that supplement CALIBRE’s existing presence and expertise with several key defense and homeland security customers.

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

  • Strategic buyers continue to target M&A opportunities that address strategic gaps, especially in well-funded markets such as healthcare
  • Differentiation remains paramount to attracting acquisition interest, whether it is technological capability, intellectual property, customer access, or business development
  • Buyers and investors are increasingly focused on companies with strong past performance, customer relationships, unrestricted prime contracts, and near-term revenue visibility
  • Mid-tier strategic buyers are becoming increasingly focused on deploying capital through acquisitions as a viable growth strategy

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. 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

CALIBRE Announces the Acquisition of the Health & Life Sciences and the Defense & Public Sector groups of Information Management Consultants (IMC)

Alexandria, Virginia, August 31, 2015 – CALIBRE Systems, Inc. (CALIBRE), an Alexandria, Virginia-based employee-owned management consulting and information technology solutions company, said Monday that it had acquired the Health & Life Sciences and the Defense & Public Sector groups of Information Management Consultants (IMC) of Reston, Virginia.

The transaction closed on Monday. Terms of the deal were not disclosed. KippsDeSanto & Co. represented IMC, a leading provider of health informatics, enterprise content management, and information technology solutions to federal and commercial organizations.

“This acquisition combines the complementary expertise of our two companies in federal and commercial markets,” Joe Martore, President & CEO of CALIBRE, said in a statement. “We look forward to the IMC employees joining the CALIBRE team to create an even more trusted partner for current and new clients.”

Founded in 1981, IMC is one of the most trusted and reliable technology consultancies in the DC metro area. IMC serves the information technology needs of federal government, health and life sciences, and commercial clients.

“We are very happy to have found an acquirer in CALIBRE whose leadership, prominence, and dedication to quality is second to none. We are thrilled that our employees will now be part of a company that is equally employee friendly and dedicated to fulfilling the missions and goals of our clients, and will also offer employees an opportunity to grow and prosper in the coming days,” said Sudhakar Shenoy, Chairman and CEO of IMC.

The acquired assets will become one of CALIBRE’s five operating divisions. Ms. Dorisa Harris will assume the leadership role for the new CALIBRE Information Management Consulting Division.

About CALIBRE

Established in 1989, CALIBRE supports government and industry decision?makers with management analysis, technology solutions, and program support. CALIBRE builds and delivers practical, timely, best value solutions to solve management, technology, and program challenges.

For more information about CALIBRE, please visit www.calibresys.com.
Contact: Craig College, Senior Vice President, Strategy Development
Telephone: 703.797.8733
E-mail: Craig.College@calibresys.com