Notable Mergers and Acquisitions of the Day 03/03: (GTEC) (ASGR) (TK)/(TOO)

FREE Breaking News Alerts from StreetInsider.com!

GTEC Hot Sheet

Overall Analyst Rating:
NEUTRAL (= Flat)

Global Defense Technology & Systems, Inc. (Nasdaq: GTEC) has entered into a definitive agreement to be acquired by an Ares Management LLC affiliate for $24.25 per share, or total consideration of $315 million (including assumption of debt, and pre-expenses).

The tender offer is not subject to any financing contingencies.

Closing is expected in Q211.

Cowen and Company, LLC is acting as exclusive financial advisor to GTEC. Morrison & Foerster LLP and Pillsbury Winthrop Shaw Pittman LLP are acting as legal advisors to GTEC and its Board of Directors. Wells Fargo Securities LLC is acting as financial advisor to Ares. Proskauer Rose LLP and Arnold & Porter LLP are acting as outside legal counsel to Ares.
Valitás Health Services, Inc., the parent company of Correctional Medical Services, Inc., and America Service Group Inc. (Nasdaq: ASGR), the parent company of PHS Correctional Healthcare, Inc., announced today the signing of an agreement and plan of merger (the Merger Agreement) under which the two companies would be combined, bringing together two leading companies in the correctional healthcare field – America Service Group's PHS Correctional Healthcare (PHS) and Valitás’ Correctional Medical Services (CMS). Upon completion of the transaction, the combined company will have approximately 11,000 employees and independent contractors and will serve more than 400 correctional facilities. The combined company’s annual revenues are expected to total approximately $1.4 billion for 2011.

Pursuant to the terms of the Merger Agreement, Valitás will acquire America Service Group for cash consideration of $26.00 per share, or approximately $250 million.
Teekay Corporation (NYSE: TK) has agreed to sell their remaining 49% interest in Teekay Offshore Operating L.P. to Teekay Offshore Partners L.P. (NYSE: TOO) for $390 million.

Upon the completion of this transaction, Teekay Offshore will own 100% of OPCO.