L3 Technologies (NYSE:LLL) announced today that it has entered into a
definitive agreement to acquire Azimuth Security and Linchpin Labs, two
information security businesses that significantly strengthen L3’s
existing C6ISR (Command, Control, Communications, Computers,
Cyber-Defense and Combat Systems, and Intelligence, Surveillance and
Reconnaissance) capabilities and create synergies to drive future growth
in cyber and international markets.
“These acquisitions sharpen our capabilities, heighten our
responsiveness and advance L3’s prime position as a C6ISR solutions
provider,” said Christopher E. Kubasik, L3’s Chairman, Chief Executive
Officer and President. “We are making targeted investments in
cutting-edge technologies and integrating them with existing
capabilities to support our domestic and international customers in
strategically important business areas.”
Based in Australia, Canada, the United Kingdom and the United States,
Azimuth and Linchpin operate in the strategic fields of computer network
operations and vulnerability research for intelligence partners and
other government, defense and security agencies around the world.
“These pioneering intelligence solutions – the ‘I’ in ISR – give our
customers an intelligence advantage through next-generation network
security and threat mitigation,” said Jeff Miller, L3’s Senior Vice
President and President of its Sensor Systems business segment.
The acquired companies will become L3 Trenchant upon completion of the
transaction and will help deliver advanced capabilities integral to a
variety of complex ISR and classified missions.
The combined purchase price for the two businesses was approximately
AUD$270 million (approximately USD$200 million). The purchase price is
subject to an upward adjustment of up to AUD$43 million (approximately
USD$32 million), payable in L3 common stock, based on the combined
company’s post-acquisition sales for each of the 12-month periods ending
June 30, 2019 to 2021, which would be payable in 2019 to 2021.
This transaction is anticipated to be completed during the second half
of 2018, subject to customary closing conditions and regulatory
approvals. For 2019, Trenchant is expected to add approximately $65
million to net sales after amortization of acquired deferred revenue and
to be slightly earnings per share accretive after employee retention
expenses and business combination purchase accounting adjustments,
including intangible asset amortization expenses. The purchase price,
excluding the potential contingent consideration (described above),
represents a multiple of approximately 7x Trenchant’s estimated 2019
earnings before interest, taxes, and depreciation and amortization
About Linchpin Labs and Azimuth Security
is a custom software development company with headquarters in Ottawa,
Canada, serving corporate and government clients globally. The business
was founded in 2007, with a particular expertise centered on computer
network operations, cross-platform and low-level systems development,
and IT security services.
Azimuth Security is an information security consultancy focused on
in-depth analysis of software systems, including threat modelling and
design, configuration and source code review. Azimuth is headquartered
in Sydney, Australia, and serves enterprise clients and commercial
About L3 Technologies
Headquartered in New York City,
L3 Technologies employs approximately 31,000 people worldwide and is a
leading provider of a broad range of communication, electronic and
sensor systems used on military, homeland security and commercial
platforms. L3 is also a prime contractor in aerospace systems, security
and detection systems, and pilot training. The company reported 2017
sales of $9.6 billion.
To learn more about L3, please visit the company’s website at www.L3T.com.
L3 uses its website as a channel of distribution of material company
information. Financial and other material information regarding L3 is
routinely posted on the company’s website and is readily accessible.
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