General Dynamics Plans to Acquire Veridian

Defense contractor General Dynamics plans to acquire fellow defense contractor Veridian Corp. in a $1.5 billion cash deal that would expand its government business into information systems and other technology areas.

The deal, which has been approved by the boards of directors of both Northern Virginia companies, calls for General Dynamics to pay $35 a share in cash for Veridian’s stock and to assume Veridian’s $270 million of debt. The total transaction is estimated at approximately $1.5 billion.

Subject to an affirmative vote by Veridian shareholders and normal regulatory approvals, the transaction is expected to close by the end of the third quarter of this year. The proposed acquisition would be immediately accretive to General Dynamics earnings and cash flow.

Veridian employs more than 7,300 people in 38 states with projected 2003 sales of approximately $1.2 billion and has a current business backlog of $2.6 billion. General Dynamics estimates Veridian revenues of $1.4 billion in 2004. More than 75 percent of Veridian’s employees hold national security clearances.

Veridian’s specialities include network security and enterprise protection; intelligence, surveillance and reconnaissance; knowledge discovery and decision support; information systems development and integration; chemical, biological and nuclear detection; network and enterprise management; and large-scale systems engineering expertise.

“The acquisition by General Dynamics not only provides significant value for our shareholders, but it enables Veridian to become an even more significant force in its markets,” said David F. Langstaff, president and CEO of Veridian. “We will be able to invest more aggressively in many of the innovative technologies and capabilities for which we are known, provide a stronger future for our employees as well as broader offerings to our customers, and continue to make a difference in areas that matter for our country.”

General Dynamics has approximately 57,000 employees worldwide and estimates 2003 revenues of $15 billion.

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