Salient Federal Solutions, the Fairfax-based contracting company founded by Brad Antle, said last week it plans to buy ATS Corp., the McLean firm chaired by Edward H. Bersoff, as part of its effort to build a mid-tier contractor.
Salient is acquiring ATS for $3.20 a share, or about $73 million. ATS Corp.’s stock closed at $3.25 a share on Feb. 17, the last day of trading before the sale was announced.
Antle said Salient is seeking to become a mid-tier company that can fill a gap in today’s contracting market, as many mid-tier contractors have recently either grown or been acquired.
“The benefit to the [government] is that they get more attention typically with a small company. ... The problem is that they don’t have a very deep set of capabilities,” he said. “Large companies, on the other hand, have tremendous capabilities, but bringing them to bear is very difficult, very time consuming and sometimes too challenging.”
Antle founded Salient with backing from Frontenac, the same investment firm that backed SI International, a company Antle sold to the North American arm of Serco Group of the United Kingdom in 2008.
Salient previously purchased San Diego-based information technology firm SGIS and Alexandria-based IT firm Command Information. The SGIS deal is now the subject of a $75 million lawsuit filed by the co-founders and former shareholders of SGIS.
Salient declined to comment on the pending suit.
ATS said last week — the same day that the sale was announced—that its 2011 revenue dropped 21.7 percent in 2011, to $91 million. Its profit for the year dropped 37.1 percent to $4.46 million (19 cents a share).
The company announced it would pursue strategic alternatives more than a year ago, and Sidney E. Fuchs, who had just assumed the chief executive position from Bersoff, quickly left.
But Antle said Salient was unfazed by the company’s revenue erosion and argued ATS would add more civilian customers, as Salient has largely focused on the Defense Department and the intelligence community.
“We’ve always wanted to be a bit more balanced in terms of federal civil, DOD and intel exposure,” Antle said. “We weren’t frightened by the degradation in revenue.”
ATS said in a filing with the Securities and Exchange Commission that it would pay a one-time bonus of about $123,000 to Pamela Little, its co-chief executive, and of $95,000 to John Hassoun, also co-chief executive.
Bob Kipps, managing director of the McLean-based investment firm KippsDeSanto, said the deal includes many of the pieces characterizing the government contracting acquisition market, including a private-equity backed buyer, a shrinking business for sale and a long process.
“That is the government contracting market in a nutshell,” he said.