NCI (NCIT 20.00, -1.15) trades about 5.2% lower after signing an agreement to be acquired by private funds managed by an affiliate of H.I.G. Capital, LLC, a leading global private equity investment firm, in an all-cash transaction valued at about $283 million.
Shares of NCIT have been on a run during the past few months after the company disclosed full Q4 results on April 5. The results came about a week after the company disclosed the findings of an internal investigation in the Form 10-K. The filing brought the company back into compliance with the NASDAQ after an initial subpoena requesting documents and information relating to an embezzling matter.
Additionally, on June 5 it was announced that the company was the recipient of a US Army contract with a ceiling value of $37.4 billion. This, along with regaining listing compliance with the NASDAQ made NCIT an attractive takeout candidate.
Per the deal, H.I.G. will commence a tender offer no later than July 17, 2017, to acquire all outstanding shares of NCI’s Class A and Class B common stock for $20.00 per share in cash.
Concurrently with the execution of the merger agreement, the chairman of the board of NCI, Charles Narang, in his capacity as a stockholder of the company, entered into a tender and support agreement pursuant to which he will, subject to certain exceptions, tender all of his shares of NCI common stock in favor of the offer.
Current expectations peg the deal closing in Q3, after which NCIT will become a privately held company.