Investor Group to Partner with Management to Transition TASC Inc. into an Independent Company
Investor Group to Partner with Management to Transition TASC Inc. into an
Independent Company
$1.65 Billion Acquisition Creates Premier Independent High-End Systems
Engineering & Technical Advisory Services Business Serving U.S. Government
GREENWICH, Conn. and NEW YORK, Nov. 8 /PRNewswire/ -- 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.
*Organizational Conflict of Interest (OCI)
About General Atlantic LLC
GENERAL ATLANTIC is a leading global growth equity firm providing capital and
strategic support for growth companies. GA combines a collaborative global
approach, sector specific expertise, long-term investment horizon and a deep
understanding of growth drivers to partner with exceptional management teams
and build enduring businesses worldwide. Established in 1980, GA manages
approximately $14 billion in capital and has more than 75 investment
professionals based in Greenwich, New York, Palo Alto, London, Düsseldorf,
Hong Kong, Beijing, Mumbai and São Paulo. For further information and a
listing of GA's public and private portfolio companies see
www.generalatlantic.com.
About KKR
KKR is a leading global alternative asset manager with over $50 billion in
assets under management, over 600 people and 13 offices around the world as of
June 30, 2009. The Firm manages assets through a variety of investment funds
and accounts covering multiple asset classes. KKR seeks to create value by
bringing operational expertise to its portfolio companies and through active
oversight and monitoring of its investments. KKR complements its investment
expertise and strengthens interactions with investors through its client
relationship and capital markets platforms. KKR is publicly traded through
KKR & Co. (Guernsey) L.P. (Euronext Amsterdam: KKR). For additional
information, please visit the Firm's website at www.kkr.com.
About TASC
TASC is a premier provider of advanced systems engineering and advisory
services across the Intelligence Community, Department of Defense and Civilian
Agencies of the federal government. For more than 40 years, we have partnered
with our customers toward one goal--the success of their missions. Our broad
portfolio of services includes cyber security; advanced concept and technology
development; enterprise engineering and integration; program, financial and
acquisition management; system/policy studies and analysis; test and
evaluation; and program protection engineering. With nearly 5,000 employees,
TASC generates approximately $1.6 billion in annual revenue.
For more information, contact:
General Atlantic
Patricia Hedley
203-629-8658
phedley@generalatlantic.com
or
Adam Weiner
Kekst & Company
917-842--1021
212-521-4823
adam-weiner@kekst.com
KKR
Peter McKillop
202-841-6693
Peter.McKillop@kkr.com
or
Kristi Huller
917-940-1233
Kristi.Huller@kkr.com
SOURCE General Atlantic LLC; Kohlberg Kravis Roberts & Co.
General Atlantic, Patricia Hedley, +1-203-629-8658,
phedley@generalatlantic.com, or Adam Weiner, Kekst & Company, +1-917-842-1021,
or 212-521-4823, adam-weiner@kekst.com, KKR, Peter McKillop, +1-202-841-6693,
Peter.McKillop@kkr.com, or Kristi Huller, +1-917-940-1233,
Kristi.Huller@kkr.com
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