NCI To Be Acquired by H.I.G. Capital in $283M Deal

Paul A. Dillahay

IT contractor NCI, Inc. has signed a definitive agreement to be acquired by private investor group H.I.G. Capital, LLC in a deal worth roughly $283 million.

Under the terms, H.I.G. will tender an offer no later than July 17 to buy all outstanding shares of NCI’s Class A and Class B common stock for $20 per share in cash.

“On behalf of NCI, I am pleased to announce this agreement today and excited by the prospect of what it means for our customers and employees,” said Paul A. Dillahay, president and CEO. “This partnership with H.I.G. Capital will offer NCI an opportunity to accelerate our growth strategy; enhance our delivery of premier solutions to our customers, including the use of artificial intelligence and agile software development to increase the speed, productivity and capability of their missions; and create new opportunities for our employees.”

“We are excited to partner with Paul Dillahay and the entire NCI workforce,” said Rick Rosen, an executive managing director at H.I.G. “We believe NCI is well positioned to continue to deliver differentiated technology solutions to its federal government customers, including the men and women of our armed forces, and we look forward to working with the NCI management team through the next stage of the Company’s growth.”

“Industry conditions and prospects continue to attract significant private equity interest.  For HIG, NCI’s size, contract portfolio and management team should make it a great industry platform,” said Bob Kipps, managing director at KippsDeSanto & Co.

Wells Fargo Securities, LLC and Stifel, Nicolaus & Company, Inc. serve as financial advisers to NCI. Paul Hastings LLP is acting as NCI’s legal adviser. Teneo Capital is acting as H.I.G.’s financial adviser. Kirkland & Ellis LLP is acting as H.I.G.’s legal adviser.

After completion of the proposed transaction, NCI will become a privately held company.


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