CSC announced that it has completed the acquisition of UXC Limited, a deal that was first announced last November. UXC was Australia's largest independent and publicly-owned IT services company and provides enterprise application capabilities including Microsoft Dynamics, SAP, Oracle, and ServiceNow to customers in various industries including state and federal government, transportation, education, energy & utilities, financial services, retail, and healthcare. The company had FY15 revenues of A$686.4 million and EBITDA of A$42.1 million. The purchase price as A$1.22 or a total price of A$427.6 million (US$307.9 million).
Federal Signal Corporation announced that it has agreed to acquire substantially all of the assets and operations of Joe Johnson Equipment (JJE). Based in Ontario, Canada, JJE provides municipalities and contractors with street sweepers, sewer cleaners, vacuum trucks, snow removal equipment, and refuse collection equipment. The company had revenues of approximately C$154 million in the fiscal year ending August 31, 2015. The deal, which is expected to close by the end of the second quarter of 2016, calls for an up-front purchase price of C$108 million, a deferred payment of C$8 million and a contingent earnout of C$10 million.
API Technologies Corporation announced that it has agreed to be acquired by J.F. Lehman & Company, an aerospace and defense-focused private equity firm, for $2.00 per share in cash or an enterprise value of $306 million (based on the company's balance sheet as of August 31, 2015). API Technologies provides RF/microwave solutions, microelectronics, electromagnetic integrated solutions, power solutions, secure systems and information assurance, and electronic manufacturing services to commercial, government, and military customers. For the twelve-month period ending August 31, 2015, the company had revenues of $229 million and adjusted EBITDA of $22.6 million.
The deal is expected to close in the second fiscal quarter of 2016. Jefferies LLC is the financial advisor and Wilson Sonsini Goodrich & Rosati is the legal advisor to API Technologies.
Harris Corporation announced that it has entered into an agreement to divest its Aerostructures business to Albany International Corporation for an enterprise value of $210 million, including $187 million in cash at closing and assumption of a $23 million capitalized lease. The division designs, manufactures, and assembles advanced composite structures for commercial and military aircraft, and has significant positions on growth platforms including Lockheed Martin's Joint Strike Figher, Boeing's 787 and Sikorsky's CH-53K. Harris acquired the business as part of its 2015 acquisition of Exelis Inc.
In 2015, the division generated revenue of $77 million and is projected to generate 2016 revenue in the range of $80 million to $90 million with adjusted EBITDA of $13 million to $15 million. Albany projects that revenue will exceed $200 million by 2020 with adjusted EBITDA margins approaching 20 percent.
The deal is expected to close by the end of the first quarter or early second quarter.
The KEYW Corporation announced that it has agreed to sell its systems engineering and technical assistance (SETA) business to Quantech Services Inc. for $12 million in cash. The SETA business is projected to generate 2016 revenue of approximately $12 million. KEYW decided to sell the business in order to de-conflict itself at two key government agencies and focus on technology development opportunities across the Intelligence Community. The deal is expected to close in a couple of weeks. Bluestone Capital Partners is the exclusive adivsor to KEYW.
Fox Three Partners LLC announced that it has acquired Walashek Industrial & Marine Inc. Founded in 1986, Walashek provides customers, including the US Navy, with a full range of ship repair services including welding, piping, machinery and structural repair, marine propulsion repair, and auxiliary boiler repair. Fox Three Partners is an investment firm based in Virginia Beach, Virginia that focuses on the lower mid-market. Deal terms were not disclosed.
Hot off the presses: Honeywell just released the presentation it shared with UTC oulining its merger proposal. Some highlights from the presentation:
Rockwell Collins announced that it has completed its acquisition of the Matrix series projector product lines from Christie Digital Systems USA Inc., a wholly-owned subsidiary of Ushio Inc. The deal was first announced on January 26. According to LeAnn Ridgeway, VP and General Manager, Simulation and Training Solutions for Rockwell Collins: “The acquisition of the Matrix series product line significantly enhances our industry leading offerings for military and aviation simulation and training while giving customers one place to go for a broad range of projector solutions.”
As part of the transaction, Rockwell Collins will have exclusive rights to sell other projection products and associated software tools from Christie into the worldwide simulation and training market for military and aviation applications. The Matrix projectors will continue to be manufactured by Christie with Rockwell Collins providing the engineering, integration and service support.
Deal terms were not disclosed.
Ducommun Inc. announced that it has agreed to sell Miltec Corporation to San Diego-based General Atomics for a purchase price of $14.6 million in cash. Acquired by Ducommun in 2006 for $50 million and based in Huntsville, Alabama, Miltec provides engineering, technical and program management services to the DoD and Intel agencies. The business generated 2015 revenue of $28.2 million.
This was a bit of a surprising deal since General Atomics isn't exactly known as an acquirer in recent years, with most of its acquisitions occurring during the 1990's. However, they must have seen Miltec as a good opportunity to get complimentary capabilities at a good valuation (half times 2015 revenue). The GA press release states that Miltec will become part of GA's Electromagnetic Systems (EMS) group and will "accelerate GA's depth of knowledge in key technical areas of hypersonic vehicles, small satellites and related products and programs."
KippsDeSanto is the financial advisor to Ducommun on the transaction.
As someone who spent a big chunk of my career at a great employee-owned company (the old SAIC before it was called Leidos and before its IPO), this deal brought a smile to my face. JTG Inc. announced that it has completed a 100 percent employee stock ownership (ESOP) buyout with the former CEO remaining as an employee and member of the Board of Directors. JTG provides intelligence analytics (digital engagement, social media analysis, foreign media monitoring, and open source analysis), training, and language support to government and commercial clients.
The McLean Group advised JTG on the transaction. For a quick overview of ESOP's, check out this ESOP 101 by the Beyster Institute.
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