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PRESS RELEASE :
NOVEMBER 23, 2005 DUCOMMUN INCORPORATED TO ACQUIRE MILTEC CORPORATION
LOS ANGELES, California (November 23, 2005) -- Ducommun
Incorporated (NYSE:DCO) today announced that it has entered into an
agreement to acquire Miltec Corporation (Miltec), a privately-owned
company based in Huntsville, Alabama. The transaction is subject to normal
closing conditions and is expected to close within thirty days.
Don Miller, president and principal shareholder of Miltec, and his
management team will remain with the Company. Miltec’s sales for the
twelve-month period ended September 30, 2005 were approximately
$42,000,000.
Miltec is a leading provider of missile and aerospace systems design,
development, integration and test, operating through three divisions. The
Miltec Missile and Space Company division specializes in missile
engineering and aerospace technologies with extensive knowledge,
experience and capability in missile design, development, integration and
test. The Miltec Systems Company division provides engineering, technical
and program management services. The Miltec Military Research and
Technology division provides high technology systems engineering and
analysis with a focus on sensors, system simulation, engineering and
integration. Key customers of Miltec include the U. S. Army Space and
Missile Defense Command, the Missile Defense Agency, the Aviation and
Missile Command, the Aviation and Missile Research, Development and
Engineering Center, and various prime contractors to the United States
government.
Joseph C. Berenato, chairman and chief executive officer of Ducommun,
stated, “The acquisition of Miltec is consistent with our stated strategy
of moving Ducommun into growing markets with increasing engineering
content. Miltec has a strong record of profitable growth which we expect
to continue into the foreseeable future. Miltec is benefiting
substantially from the trend for the U. S. government to outsource its
technical services requirements. Miltec also possesses an impressive suite
of leading-edge technologies, particularly in missiles, sensors and data
fusion, which we hope to exploit.”
Mr. Berenato continued, “The acquisition of Miltec provides us with a
platform business with leading-edge technology in a large and growing
market with substantial design engineering capability. Our goal is to
expand upon Miltec’s existing strengths by exploiting other applications
for its broad-based technologies, and by expanding Miltec’s presence in
its marketplace with the manufacturing capabilities of Ducommun’s existing
businesses. We believe that the acquisition of Miltec provides us with the
potential to transform the existing manufacturing-oriented Ducommun into a
higher growth, engineering technology business with significant
manufacturing capability which can grow faster than either business
functioning independently.”
Mr. Berenato concluded, “As a result of the Base Realignment and
Closure (BRAC) Commission, the U. S. government has embarked on a
significant realignment of its command structure. The Missile Defense
Agency, the Space and Missile Command, and the U. S. Army Material Command
are all in the process of relocating significant personnel to, and
increasing engineering services spending in, the Huntsville, Alabama area.
We expect the realignment rising from the BRAC Commission to have a
significant positive effect on Miltec’s business over the next several
years.
Bear, Stearns & Co., Inc. advised Ducommun on this transaction.
Founded in 1849, Ducommun Incorporated provides engineering and
manufacturing services for the aerospace and defense industry.
The statements made in this press release include forward-looking
statements that involve risks and uncertainties. The Company’s future
financial results could differ materially from those anticipated due to
the Company’s dependence on conditions in the airline industry, the level
of new commercial aircraft orders, production rates for Boeing commercial
aircraft, the C-17 and Apache helicopter rotor blade programs, the level
of defense spending, competitive pricing pressures, manufacturing
inefficiencies, start-up costs and possible overruns on new contracts,
technology and product development risks and uncertainties, product
performance, risks associated with acquisitions and dispositions of
businesses by the Company, increasing consolidation of customers and
suppliers in the aerospace industry, possible goodwill impairment,
availability of raw materials and components from suppliers, and other
factors beyond the Company’s control. See the Company’s Form 10-K for the
year ended December 31, 2004 and Form 10-Q for the quarter ended October
1, 2005 for a more detailed discussion of these and other risk factors and
contingencies.
CONTACTS: Joseph C. Berenato Chairman and Chief Executive
Officer (310) 513-7209
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