Carlyle Group to acquire ManTech for $4.2B

All-cash transaction expected to close later this year

Published May 16, 2022 by Katherine Schulte

Herndon-based ManTech International Corp. has entered into a definitive agreement to be acquired by The Carlyle Group for approximately $4.2 billion, the tech contractor announced Monday.

In the all-cash transaction, ManTech shareholders will receive $96 per share in cash, a 32% premium to ManTech’s closing share price of $72.82 on Feb. 2, which was the last trading day before news articles of a potential agreement broke. The cash per share is also a 17% premium to the closing stock price of $81.97 on May 13.

“We have always admired ManTech’s unwavering commitment to support national security customers and their critical missions through differentiated capabilities and technology solutions,” Dayne Baird, managing director on Carlyle’s Aerospace and Government Services team, said in a statement. “ManTech’s talented employees and leadership team have built a remarkable company with strong market positions across the federal government.”

The ManTech Board of Directors unanimously approved the transaction, which is expected to close in the second half of 2022. Stockholders with shares representing 49.2% of the current outstanding voting power of the ManTech common stock have entered into an agreement to vote their shares in favor of the transaction.

ManTech Chairman, CEO and President Kevin M. Phillips said in a statement, “Following a comprehensive review of strategic alternatives, our board determined that this transaction is in the best interest of our shareholders and provides them with the most compelling value maximization outcome, offering liquidity at a significant premium. We look forward to leveraging Carlyle’s deep knowledge and experience investing in and growing companies, as we deliver stronger outcomes for our customers and increased opportunities for our employees.”

Founded in 1968, ManTech provides technology solutions for U.S. defense, intelligence and federal civilian agencies. In 2021, the Fortune 1000 company reported $2.55 billion in revenue. In December 2021, ManTech announced it had completed its $350 million acquisition of Gryphon Technologies.

As of March 31, Carlyle managed $325 billion of assets. The investment firm employs almost 1,900 people in 26 offices across five continents. Gov. Glenn Youngkin formerly served as co-CEO of The Carlyle Group before retiring in 2020 to mount his campaign for governor.

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