Northrop Grumman has announced plans to voluntarily withdraw and refile its premerger notification for Columbia-based Essex Corporation with the Department of Justice. The withdrawal is intended to give federal antitrust authorities additional time to review the proposed acquisition, officials at Essex said. A spokesman for Northrop Grumman declined to comment.
The deal was originally announced in November and was scheduled to be completed by the first quarter of 2007. Northrop Grumman agreed to acquire the technology company for $24 per common share, or about $580 million. Essex provides high-tech security solutions, including advanced optoelectronic imaging and signal processing services and products, to federal clients in the intelligence and defense community.
The refiling, which falls under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, is expected to be completed in a timely manner to ensure the deal still closes in the first quarter, said Ed Jaehne, chief strategy officer for Essex. Because much of Essex’s work is classified, there are a limited number of DOJ officials who can review the application, Jaehne said, and more time was needed since the application was filed during the holiday season.
Shareholders are scheduled to vote on the proposed acquisition on Jan. 10 and are expected to approve the deal, Jaehne said.
“Essex … further enhances our ability to serve our customers in the intelligence and defenses communities,” said Ronald D. Sugar, Northrop Grumman’s chairman and chief executive officer, when the deal was originally announced. “This transaction complements our existing capabilities and is consistent with our goal of investing in businesses that demonstrate the potential for strong and sustained growth.”
Essex was founded in 2000 with fewer than50 employees. Today, it has more than 1,000, including about 600 locally, and more than $330 million in revenues. The firm has completed several acquisitions of its own in the last few years. In October, it acquired Cambridge, Mass.-based Adaptive Optics Associates for $40.25 million and Annapolis-based Windermere Group for $70 million.
