ManTech to acquire Sensor Technologies Inc.
ManTech will pay $242 million in cash for Sensor Technology; Sensor’s largest customer is the U.S Army through several contracts, including its prime position on the S3 Indefinite Delivery/Indefinite Quantity contract, on which it has received more than $2.5 billion in task orders to date
Fairfax, Virginia-based ManTech International Corporation (Nasdaq: MANT) announced that it has signed a definitive agreement to acquire Sensor Technologies Inc. (STI) for $242 million in cash. STI is a provider of mission-critical systems engineering and Command, Control, Communications, Computers, Intelligence, Surveillance and Reconnaissance (C4ISR) services and solutions to the Department of Defense. STI’s largest customer is the U.S Army through several contracts, including its prime position on the S3 Indefinite Delivery/Indefinite Quantity contract, on which it has received more than $2.5 billion in task orders to date. The transaction is expected to be accretive to ManTech’s earnings per share in 2010.
Headquartered in Red Bank, New Jersey and founded in 1991, STI is a privately held company with specialized services supporting program management offices across the U.S. Army in the areas of biometrics, human terrain systems, communications, and ISR. STI generates solid operating margins and expects to produce approximately $340 million in revenue in 2009 and $450 million in revenue in 2010.
“This acquisition is consistent with our long-term strategy to broaden our footprint in the high-end defense and intelligence market,” said George J. Pedersen, chairman of the board and chief executive officer of ManTech International. “STI is an outstanding company with a proven track record of strong growth, profitability and excellence in supporting their customers. With the defense appropriation bill on track and a clear mission and strategy for Afghanistan, this acquisition allows us to provide more direct support to the U.S. Army as it continues its overseas operations and prepares for the next generation of national security.”
Michael Gualario, STI president & CEO, stated, “Our unique capabilities and focus on leading-edge innovation creates great synergy with ManTech’s expertise. Joining with ManTech provides expanded professional development opportunities for both STI and ManTech employees and will allow both companies to provide our customers with more robust and comprehensive solutions. Additionally, we are delighted to join ManTech because they share our high ethical standards, our track record of superior performance and our devotion to supporting the customer’s mission - no matter how complex or challenging.”
“The U.S. Army Communications-Electronics Command (CECOM) plays an important role in today’s military, and we are excited by the opportunity to offer them the combined capability of ManTech and STI,” said Lawrence B. Prior, III, ManTech president and chief operating officer. “Together, we will support the ISR surge in theater and provide the quick response capabilities that the Army demands going forward. As CECOM transitions from Fort Monmouth to Aberdeen as part of the Base Realignment and Closure process, support from trusted providers like ManTech and STI will be essential.”
The acquisition is subject to various closing conditions and approvals, including approval under the Hart-Scott-Rodino Act, and is expected to be completed early in 2010. The parties will enter into a 338(h)(10) election for tax purposes. ManTech currently has no debt and will fund the acquisition from cash on hand and borrowings under its senior revolving credit facility.
