Transactions

EPAM Systems, Inc., a leading digital transformation services and product engineering company, today announced its £230M ($301M) agreement to acquire First Derivative, a Northern Ireland-headquartered managed services and consulting business for the capital markets industry with more than 1,800 employees worldwide and major delivery capability in the U.K., Ireland, North America and APAC.

Astrion, a leading provider of mission support and advanced engineering services, and a portfolio company of Brightstar Capital, announced today that it has signed a definitive agreement to acquire Axient, a leading systems integrator and provider of specialized engineering solutions.  The acquisition of Axient will expand Astrion’s capabilities and services portfolio in the areas of cybersecurity, digital solutions, mission support, science & engineering, and test & evaluation.

Mphasis, an Information Technology (IT) solutions provider specializing in cloud and cognitive services, announced and closed today its acquisition of Silverline, a digital transformation consultancy and Salesforce partner. Established in 2009 with its headquarters in New York City, Silverline guides clients through every stage of their digital transformation journey with consulting and advisory services, implementation and managed services, and specialty capabilities.

Wipro Limited, a leading global information technology, consulting and business process services company, today announced it has signed an agreement to acquire Austin, Texas headquartered Edgile, a transformational cybersecurity consulting provider that focuses on risk and compliance, information and cloud security, and digital identity.

Wipro Limited, a leading global information technology, consulting and business process services company, today announced that it has signed an agreement to acquire LeanSwift Solutions, a Florida, US headquartered system integrator of Infor Products whose service capabilities include ERP, e-commerce, digital transformation, supply chain, warehouse management systems, business intelligence and integrations.

Perspecta Inc., a leading U.S. government services provider, today announced that it has entered into a definitive agreement under which it will be acquired by Peraton, a portfolio company of leading private investment firm Veritas Capital (“Veritas”), in an all-cash transaction valued at $7.1 billion

EPAM Systems, a leading global provider of digital platform engineering and development services, today announced its agreement to acquire PolSource—a Salesforce Platinum Partner with more than 350 experienced Salesforce specialists—to scale EPAM’s growing Salesforce capabilities and expansion into new markets

Ness, a global provider of digital transformation solutions and portfolio company of The Rohatyn Group (TRG), announced today that it has signed an agreement to sell Linium, a ServiceNow platform focused services provider that operated as a business unit of Ness to Cognizant.

Cognosante is pleased to announce its acquisition of Enterprise Information Services, LLC (EIS) of Vienna, VA. The acquisition of EIS is the latest accomplishment in Cognosante’s growth strategy continuing to expand its Federal market offering and strengthening its portfolio of contract vehicles.

Perspecta Inc., a leading U.S. government services provider, announced today that it has completed the acquisition of DHPC Technologies (DHPC), a niche developer of innovative electronic warfare (EW) technologies with market-leading technical solutions and a solid, proven reputation with Army customers.

Sierra7, Inc. has completed an asset purchase agreement with HMS Technologies, Inc. (HMS) of Martinsburg, WV. Under the agreement HMS assets that novated to Sierra7 include the VA T4NG IDIQ, GSA VETS2 GWAC, NIH CIO-SP3 GWAC, NASA SEWP GWAC, all active task orders under these vehicles, as well as various other active contracts.

Wipro Limited, a leading information technology, consulting and business process services company, today announced that it has signed a definitive agreement to acquire International TechneGroup Incorporated (ITI), a global digital engineering and manufacturing solutions company.

Perspecta Inc., a leading U.S. government services provider, announced today that it has completed the acquisition of Knight Point Systems, LLC (Knight Point) for a purchase price of $250 million, subject to customary purchase price adjustments, which represents a single-digit multiple on forward-12-months earnings before interest, taxes, depreciation and amortization (EBITDA). The transaction is expected to be accretive to fiscal year 2020 adjusted earnings per share excluding one-time transaction costs.

Comtech announced that it has acquired the state and local government Next Generation 911 (“NG 911”) business from General Dynamics Information Technology, Inc. (“GDIT”) and immediately hired approximately 60 GDIT employees.

NTT Data Services, a recognized leader in global technology services, today announced it has acquired Cognosante Consulting, LLC, the consulting division of Cognosante, a leader in health information technology solutions and services for federal and state health agencies.

Science Applications International Corp. and Engility Holdings Inc., today announced that they have entered into a definitive agreement under which SAIC will acquire Engility in an all-stock transaction valued at $2.5 billion ($2.25 billion net of the present value of tax assets), creating the second largest independent technology integrator in government services with $6.5 billion of pro-forma last 12 months’ revenue.

MAXIMUS announced today that it has signed a definitive asset purchase agreement to acquire certain assets of General Dynamics Information Technology’s large-scale, citizen-engagement centers in the U.S. Federal civilian market. The acquisition is expected to strengthen MAXIMUS position in the administration of federal government programs across the United States. The $400 million all cash transaction is expected to close in mid-November and is subject to customary closing conditions.

DXC Technology has completed the separation of its U.S. Public Sector (USPS) business and combination with Vencore Holding Corp. and KeyPoint Government Solutions to form Perspecta, an independent public company that begins trading today on the New York Stock Exchange under the ticker symbol “PRSP.”

General Dynamics has completed its acquisition of CSRA Inc.  The transaction, valued at approximately $9.7 billion, is expected to be accretive to GAAP earnings per share and to free cash flow per share in 2019, and is expected to generate estimated annual pre-tax cost savings of approximately 2 percent of the combined company’s revenue by 2020.

Ness Digital Engineering, a portfolio company of The Rohatyn Group (TRG), has completed its acquisition of Linium, LLC, a digital business, engineering, experience and transformation consultancy.

UTC Climate, Controls & Security has successfully completed its planned acquisition of EcoEnery, Wipro Limited’s energy services business division. EcoEnergy, based in Bengaluru, India, is a leading energy management solutions company that optimizes customers energy consumption by analyzing insights gained from its software-as-a-service platform, big data analytics and domain-centric people and processes.

Everstone Group, a private equity firm based in Singapore, along with Sunrise BPO, a Business Process management company also based in Singapore, jointly acquired US-based C3/CustomerContactChannels, a global CRM solutions provider. C3 was a portfolio company of Stone Point Capital.

CSRA completes merger with SRA International, along with planned refinancing and payment of previously announced special dividend.  CSRA, with 19,000 employees and pro-forma revenues of $6.5 billion, helps U.S. government customers modernize their legacy systems, protect their networks and assets, and improve the effectiveness and efficiency of mission-critical functions.

CSC a global leader in next-generation IT services and solutions, today announced it has closed the acquisition of Fruition Partners, the leading provider of technology-enabled solutions for the service-management sector and the largest ServiceNow-exclusive service management consulting firm. The proposed acquisition will enable CSC to offer enterprise and emerging clients an expanded range of cloud-based service-management solutions to improve their business results through organizational efficiency and lower operating costs.

Global alternative asset manager The Carlyle Group (NASDAQ: CG) has acquired AxleTech International, a global engineering and manufacturing company for off-highway and specialty vehicle drivetrain systems and components headquartered in Troy, Michigan, from General Dynamics Corporation. Terms of the transaction were not disclosed.

QinetiQ US Holdings Inc., an indirect subsidiary of QinetiQ Group plc, has entered into a conditional agreement to sell the QinetiQ Group’s US Services division (excluding Cyveillance®) to The SI Organization, Inc. for an initial cash consideration of US$165 million plus a potential earnout of up to US$50 million in cash, following a market testing exercise that attracted a number of interested parties.

The management and Board of Directors of GeoEye, a leading provider of high resolution satellite imagery and data analytics to the U. S. national security community, as well as other non-U.S. Government and commercial customers, agreed to combine with DigitalGlobe in a stock and cash transaction valued at approximately $1.1 billion.  With the potential to realize more than $1.5 billion in cost and capital-related savings, the combination of the two companies creates a global leader in earth imagery and geospatial analysis, with a  diversified revenue base, a strong financial foundation and significant growth potential.

The management and Board of Directors of Cobham plc decided to divest Sparta, a leading provider of scientific and engineering services to the U.S. missile defense and national security markets, as part of a portfolio optimization strategy to focus on the company’s higher growth and higher margin products businesses. The transaction, Parsons’ largest in over two decades, represented a significant expansion into advanced technology mission-oriented technical and professional services to the defense and national security markets.

General Dynamics acquired Vangent, a leading provider of health informatics and information exchange, electronic health records and data analytics, as well as state-of-the-art business-process outsourcing solutions and systems to federal agencies, to create a tier 1 provider in the healthcare IT market with the capabilities to address the key requirements of federal healthcare customers.

Integral, a global provider of satellite command and control, telemetry, digital signal processing and communications information assurance products and systems, agreed to be acquired by Kratos Defense and Security following the completion of a comprehensive evaluation of the company’s strategic alternatives.  The acquisition expanded Kratos’ capabilities in cybersecurity, intelligence, communications and unmanned aerial systems, all higher growth areas which will receive funding priority over the coming years.  Kratos’ purchase price of $266 million equated to a transaction multiple of approximately 9.5x CY2011 adjusted EBITDA.

Following a comprehensive assessment of the company’s strategic alternatives, L-1 Identity Solutions, a leading provider of biometric identity management, secure credentialing solutions, enterprise access control and identity enrollment services, agreed to be acquired by Safran. The $1.6 billion acquisition added a suite of technologies that enhanced Safran’s existing technology and product offerings across a broad range of Identity Management and Homeland Security applications.  L-1 also provided Safran with an ideal platform to build its footprint in the critical U.S. market.  Due to regulatory constraints, the successful completion of the transaction required the divestiture of  L-1’s Intelligence Services Group to BAE Systems prior to the acquisition of L-1.  Safran’s purchase price equated to a transaction multiple of approximately 12.7x CY2011 adjusted EBITDA.

General Dynamics’ management and Board of Directors elected to divest the company’s Detection Systems business, a leading supplier of devices for detecting chemical, biological and explosive threats for the DoD, as part of a broader strategic portfolio realignment.  The transaction represented a meaningful expansion by Chemring plc into attractive DoD-related  chemical, biological and explosive/counter-IED detection markets to augment its existing capabilities.

To mitigate regulatory restrictions which prevented certain non-U.S. buyers of L-1 Identity Solutions from owning L-1’s Intelligence Services Group, a leading provider of IT and analysis services to the U.S. Intelligence Community, the business unit was divested prior to the acquisition of L-1.  The $303 million acquisition was consistent with BAE Systems’ strategy of expanding its services capabilities in the growth areas of cyber and intelligence, and enhanced BAE Systems’ ability to meet the growing needs of its government intelligence, defense and security customers.

Due to Organizational Conflict of Interest (“OCI”) regulations, Lockheed Martin’s management and Board of Directors decided to divest the company’s Enterprise Integration Group business, a premier provider of high-end systems engineering and integration services to the DoD and National Intelligence Community.  The $815 million transaction represented a significant strategic investment by Veritas Capital in a premier systems engineering and integration business with highly differentiated capabilities serving a variety of classified defense and intelligence agencies.

ICx Technologies, a leading developer and integrator of advanced sensor technologies for homeland security, force protection and commercial applications, agreed to be acquired by FLIR Systems following a competitive auction process that resulted from ICx’s Board of Directors’ assessment that a strategic partner with broader distribution channels, more developed support infrastructure and brand name recognition provided the best opportunity to maximize the potential of the company’s technology and product offerings.  The acquisition expanded FLIR’s capabilities into advanced sensors for chemical, biological, radiological, nuclear and explosives (CBRNE) detection for the defense and homeland security markets.  The acquisition also enhanced FLIR’s existing product suite with the addition of ICx’s advanced radars and integrated surveillance platforms.  FLIR’s purchase price of $232 million equated to a transaction multiple of approximately 8.8x CY2011 adjusted EBITDA.

Monster Worldwide’s acquisition of Yahoo HotJobs, a leading online recruitment website, expanded the company’s North America online job board presence and enhanced traffic to the Monster website through a commercial traffic agreement with Yahoo. The three year commercial traffic agreement allowed Monster to become Yahoo’s provider of career and job content on the Yahoo homepage in the United States and Canada.

Argon ST, a leading provider of C4ISR, cyber and intelligence systems and sensors to the DoD, agreed to be acquired by The Boeing Company in an all-cash transaction following a comprehensive review of the company’s strategic alternatives. Argon represented Boeing’s largest defense-related acquisition since the purchase of Hughes Satellite Systems in 2000.  The addition of Argon bolstered Boeing’s capabilities in the areas of SIGINT (Signals Intelligence), ESM (Electronic Support Measures), EW (Electronic Warfare) and IO (Information Operations). The purchase price of $777 million, a 61% premium to the unaffected price, equated to a transaction multiple of approximately 10.8x forward EBITDA.

Following a decision by General Catalyst and Accel Partners to monetize their investment in BBN Technologies, a leading provider of research and development focused on critical solutions for national defense and security missions, the company agreed to be acquired by Raytheon for $350 million. The transaction strengthened Raytheon’s technological capabilities in the fields of networking, speech and language recognition solutions, sensor systems, cybersecurity and information technology.

The combination of Stream with eTelecare, a premium provider of business process outsourcing solutions that specializes in customer relationship management, created a global BPO business with a diversified Fortune 1000 customer base, an experienced executive team, a comprehensive BPO services portfolio and complementary capabilities with technical and product leadership across a wide range of industries. As a result of the stock-for-stock combination, the Stream shareholders, which included Ares Management, owned 57.5% of the combined entity and the eTelecare shareholders, which included Providence Equity Partners and Ayala Corporation, owned 42.5% of the new company.

General Dynamics’ acquisition of Axsys Technologies, a leading global provider of high-performance surveillance cameras, imaging systems and related motion control technologies, added significant capabilities to the company’s existing intelligence, surveillance and reconnaissance expertise and enabled General Dynamics to further strengthen its portfolio of offerings and discriminators in the high-growth tactical ISR market.

DRS Technologies, a leading supplier of integrated defense electronics products, services and support, agreed to be acquired in an all-cash transaction by Finmeccanica following a review of the company’s strategic alternatives.  The transaction allowed Finmeccanica to solidify its role as a leading global supplier of integrated systems for defense and security, while expanding its presence in the critical U.S. market.  The combination positioned DRS to more effectively pursue new business opportunities both in the U.S. and abroad, while operating as a wholly-owned subsidiary and maintaining its current management and headquarters.  The purchase price of $5.2 billion, a 27% premium to the unaffected price, equated to a transaction multiple of approximately 11.2x forward EBITDA.

Global BPO Services, a $250 million Special Purpose Acquisition Company (SPAC), acquired Stream Holdings Corporation, a leading provider of global customer relationship management and other business process outsourcing services, to form Stream Global Services. The transaction allowed Global BPO Services to realize its strategy of acquiring an operating platform to create a business capable of offering global corporations integrated BPO solutions across a variety of corporate functions using a common technology architecture. In order to facilitate the transaction, simultaneous with the closing, Global BPO sold a 73% stake in the combined company to Ares Management LLC in the form of convertible preferred stock and warrants.

Monster Worldwide’s acquisition of Trovix, a leading provider of employment products and services using intelligent search technologies, expanded the company’s unstructured data search expertise beyond traditional keyword searches into contextual searches to provide customers with unparalleled querying and matching capabilities. Trovix’s technology further enhanced Monster’s value proposition to employers by providing improved candidate targeting and efficiencies in the recruiting process, resulting in a significant increase in return on investment for its customers.