Kratos Adds Another Defense Company in Growth-by-Acquistion Strategy

Eric DeMarco, the CEO of San Diego’s Kratos Defense & Security Solutions, (NASDAQ:[[ticker:KTOS]]) is showing he learned the lessons of rapid growth during his years at former San Diego defense contractor Titan Corp.

Today Kratos announced it’s merging its Kratos Government Solutions division with Digital Fusion, a small defense contractor in Huntsville, AL, that trades over the counter, in an all-stock deal valued at more than $34 million. The deal with Digital Fusion, or DFI, follows Kratos’ acquisition of San Diego’s SYS Technologies earlier this year and Haverstick Consulting late last year.

DeMarco gained experience with many similar buyout deals while working as Titan’s CFO and COO during a growth-through-acquisition strategy that carried Titan from annual revenue of $138 million to roughly $1.5 billion. L3 Communications acquired Titan in 2005 in a deal valued at roughly $2.65 billion, including assumed debt.

DeMarco left Titan in 2003 to join San Diego’s Wireless Facilities, an ailing communications company that he subsequently changed into Kratos, a defense IT and engineering company.

With the DFI deal, DeMarco continues to transform Kratos from a collection of small defense companies into a mid-tier defense contractor. DFI brings Kratos about 280 employees and contracts in missile defense, aerospace, sensors, computerized modeling, and unmanned aerial vehicles.

If shareholders of both companies approve the deal, Kratos will have about 2,250 employees.
Under the agreement, which has been unanimously approved by the boards at both companies, DFI’s stock will be converted into Kratos stock. The deal calls for Kratos to provide 1.7933 shares of its stock for each DFI share.

Kratos says it will issue about 25.4 million new shares of its common stock, which closed yesterday at $1.35 a share after the deal was announced. Upon closing, DFI shareholders will own approximately 20 percent, and current Kratos shareholders approximately 80 percent, of the combined company.

Author: Bruce V. Bigelow

In Memoriam: Our dear friend Bruce V. Bigelow passed away on June 29, 2018. He was the editor of Xconomy San Diego from 2008 to 2018. Read more about his life and work here. Bruce Bigelow joined Xconomy from the business desk of the San Diego Union-Tribune. He was a member of the team of reporters who were awarded the 2006 Pulitzer Prize in National Reporting for uncovering bribes paid to San Diego Republican Rep. Randy “Duke” Cunningham in exchange for special legislation earmarks. He also shared a 2006 award for enterprise reporting from the Society of Business Editors and Writers for “In Harm’s Way,” an article about the extraordinary casualty rate among employees working in Iraq for San Diego’s Titan Corp. He has written extensively about the 2002 corporate accounting scandal at software goliath Peregrine Systems. He also was a Gerald Loeb Award finalist and National Headline Award winner for “The Toymaker,” a 14-part chronicle of a San Diego start-up company. He takes special satisfaction, though, that the series was included in the library for nonfiction narrative journalism at the Nieman Foundation for Journalism at Harvard University. Bigelow graduated from U.C. Berkeley in 1977 with a degree in English Literature and from the Columbia University Graduate School of Journalism in 1979. Before joining the Union-Tribune in 1990, he worked for the Associated Press in Los Angeles and The Kansas City Times.