Nov 10 2009
$1.65 Billion Acquisition Creates Premier Independent High-End Systems Engineering & Technical Advisory Services Business Serving U.S. Government
Ensures TASC's Full Compliance with New OCI Standards
An investor group led by General Atlantic LLC ("GA") and affiliates of Kohlberg Kravis Roberts & Co. ("KKR"), in partnership with the management team of TASC, Inc., ("TASC"), today announced a definitive agreement to acquire 100% of TASC from Northrop Grumman Corporation (NYSE: NOC) in a transaction valued at $1.65 billion. Founded in 1966, TASC today generates approximately $1.6 billion in revenue and has nearly 5,000 employees serving a range of intelligence, defense, and civil agencies.
"Today's announcement is another major milestone in TASC's long history of leadership in serving the federal government and national security communities, and provides an exceptional foundation for our continued growth," said Wood Parker, TASC's General Manager and prospective President and CEO. "As a fully independent entity, TASC will expand its ability to solve the U.S. Government's most pressing technical challenges. Our singular focus, as always, will remain supporting the vital missions of our customers."
"Moreover," added Parker, "we will now have more flexibility to invest in research and development as well as in retaining and attracting the finest talent in the nation. We are very pleased to partner with two highly respected and long-term oriented investors with deep experience in building and growing knowledge- and people-based businesses. Their success in supporting growth companies that are employers of choice makes them very attractive partners for TASC."
Upon closing of the transaction, TASC will be the nation's most recognized independent, non-conflicted provider of advanced systems engineering and technical assistance (SETA) to the defense, intelligence, federal, state and local markets.
The investor group worked closely with a team of expert advisors including Dr. Donald M. Kerr, former head of the National Reconnaissance Office; Peter A. Marino, former Director of Technical Services for the CIA; R. Evans Hineman, a former senior leader in the intelligence community and former President of TASC from 1998-1999; James H. Frey, former President of TASC until 2002; and Reuben Jeffery, former Undersecretary of State for Economic, Energy and Agricultural Affairs.
"General Atlantic and KKR are long-term oriented and responsible growth investors who understand that TASC is an important national asset. They are committed to supporting TASC's customer base and the company's commitment to remain an employer of choice," said Mr. Hineman.
"TASC is at the intersection of General Atlantic's long-standing experience as growth equity investors in the professional services, information technology, and government sectors. We look forward to a long-term partnership," Steven A. Denning, Chairman of GA said. David Langstaff, special advisor to GA and industry veteran added, "With its core systems engineering heritage and its technical and analytical capabilities, TASC is at the forefront of protecting the nation from today's most serious security risks. As a newly independent company, TASC is poised to build on its 43 years of success and has a bright future."
"TASC is embodied by the many highly skilled and credentialed employees who have played a critical role, often unbeknownst to the public, in helping ensure the security of the United States by offering high end, mission critical engineering advisory services to key government agencies," Adam H. Clammer, Member of KKR, said. "Our investment today is not only about capital; it is an investment in the people, the mission and the future of TASC, a company with great heritage and a promising future as an independent and OCI compliant provider of strategic national security advice."
Neither General Atlantic nor KKR currently has portfolio companies that provide SETA services or focus primarily on providing technology services or platforms to the U.S. government, ensuring full compliance with the government's important emphasis on OCI avoidance.
The parties expect to complete the transaction in the fourth quarter of 2009, subject to customary approvals.
Renaissance Strategic Advisors provided strategic counsel to General Atlantic and KKR. Barclays Capital, Deutsche Bank Securities, Inc. and RBC Capital Markets acted as financial advisors to General Atlantic and KKR. Financing commitments for the acquisition are comprised of senior secured credit facilities and senior subordinated notes. The credit facilities will be provided by Barclays Capital, Deutsche Bank Securities, Inc., RBC Capital Markets and CPPIB Credit Investments Inc. KKR Capital Markets, an affiliate of KKR, arranged the senior subordinated notes with Highbridge Mezzanine Partners as the lead investor.
Paul, Weiss, Rifkind, Wharton & Garrison LLP, Simpson Thacher & Bartlett LLP, Arnold & Porter LLP and Arent Fox LLP served as legal advisors to the investors.
Source: http://www.generalatlantic.com/en/home