NCI's buyer clears antitrust review hurdle
By
Ross Wilkers
NCI Inc.'s prospective acquirer H.I.G. Capital can proceed on the transaction upon the Federal Trade Commission’s early termination of its regulatory review waiting period.
The Federal Trade Commission has cleared private equity firm H.I.G. Capital's pending $283 million acquisition of NCI Inc. through an early termination of the FTC’s regulatory review waiting period.
H.I.G. and NCI expect to close the deal Aug. 11 pending the completion of H.I.G.'s tender offer for the government IT contractor's shares at 12 a.m. midnight Eastern time that day, both parties said Friday.
The transaction remains subject to the tender of all NCI shares in favor of the deal, including the stock held by NCI Chairman and Founder Charles Narang.
Narang agreed to tender all of his stock in favor of the deal and stands to make $92 million from the sale of all his shares, according to July 17 regulatory filings. Those filings also detail NCI's rationale behind the sale of itself and other parties that showed interest in the Reston, Va.-based company.
NCI's stock has traded down 5 percent since the deal was first announced July 3.
Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, the FTC has a 30-day period to review whether a large transaction violates antitrust law and the acquirer cannot proceed on closing deals until the waiting period ends.
Deals can move forward upon the waiting period’s expiration or if the FTC ends the waiting period early.