Huntington Ingalls Industries (HII) Enters Agreement to Acquire Camber Corporation

November 3, 2016 5:47 AM EDT

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Huntington Ingalls Industries (NYSE: HII) announced that it has entered into a definitive agreement to acquire Camber Corporation, a government services company headquartered in Huntsville, Alabama. The planned acquisition has been approved by the HII Board of Directors and is expected to close in late 2016, subject to certain regulatory approvals and customary closing conditions.

Camber is a $364 million revenue generating, pure-play provider of sophisticated mission-based and information technology solutions. Major customers are the U.S. Navy and the U.S. Army; Federal and civilian customers to include the Administrative Office of the United States Courts and the U.S. Postal Service; and the intelligence community. With its strong position and capabilities in growth areas, including agile software and network engineering, modeling simulation and training, unmanned systems, systems engineering, and data analytics, Camber significantly broadens HII’s existing service offerings and customer base.

“This acquisition is consistent with our Path to 2020 strategy to optimize and expand our services portfolio while continuing to invest in our shipbuilding business and returning substantially all free cash flow to shareholders,” said Mike Petters, HII’s president and CEO. “Camber has an impressive and complementary array of people, capabilities and relationships that make it a great fit for us, and we are excited to welcome Camber’s 1,700 employees to the HII family.”

HII will acquire Camber for $380 million, which includes approximately $25 million of tax benefits, subject to customary closing adjustments. The purchase price reflects a buyer’s multiple (net of estimated tax benefits) of 8.6 times Camber’s adjusted EBITDA for the fiscal year ended June 30, 2016 (which excludes certain non-recurring expenses). The transaction is expected to be accretive to earnings per share and cash flow in the first full year and will be funded with cash on the balance sheet.

Upon closing of the Camber acquisition, HII will reorganize its services businesses to establish a new reportable segment consisting of Camber and the following HII subsidiaries: AMSEC, Continental Maritime of San Diego, Newport News Industrial, SN3, Undersea Solutions Group and UniversalPegasus International. The new segment, to be named “HII Technical Solutions,” will enhance strategic and operational alignment among the services businesses, expand opportunities for growth and improve performance transparency. Including Camber, the Technical Solutions segment is expected to generate approximately $1 billion of combined revenue in FY17, with operating margin in the low single digits, expanding to an expected 5%-7% range by 2020. HII Technical Solutions will be led by Andy Green, who will serve as executive vice president of HII and president of the Technical Solutions segment, reporting directly to Mike Petters. Green currently serves as corporate vice president of corporate development, with responsibility for all business development activities related to marine technical services and shipbuilding.

“The acquisition of Camber and the establishment of our Technical Solutions segment under Andy’s leadership builds upon our strong heritage as a valued and trusted partner to our customers,” Petters said. “Moreover, the combination of Camber and our existing services businesses provides an excellent platform for future growth and value creation for our shareholders.”

A fact sheet with additional information about the Camber acquisition and the newly formed Technical Solutions segment can be found on the Investor Relations page of the HII website at www.huntingtoningalls.com.



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