Meggitt PLC, a leading international engineering group specialising in aerospace, defence and energy markets, has agreed to acquire the advanced composites businesses of Cobham plc for US$200 million in cash, financed from existing resources.

The Businesses are global leaders in the design, development and production of highly engineered aerospace composite engine components (spinners, internal multi-stage components, exhaust flaps), radomes (C4I and defensive measures radomes, with a growing position in civil radomes) and complex secondary structures (air-to-air refuelling, structural munitions components). The Businesses will be integrated into Meggitt Polymers & Composites (MPC), a division of Meggitt PLC.

The Businesses operating facilities are located in the United States (San Diego, California and Baltimore, Maryland) and in the UK (Shepshed, Leicestershire and Stevenage, Hertfordshire).

The Businesses revenues in 2014 were US$81.1m. The purchase price implies a multiple of 10x 2016e EBITDA.

Rationale and highlights of the transaction

The Businesses fit well into Meggitt's business model, with strong technologies and a significant level of single-source content. The Acquisition also represents an excellent strategic and complementary fit with existing Group capabilities:

• Predominantly single source on long-term and growing platforms

• Complements and brings critical mass to Meggitt's complex composites product offering

• Reinforces technical capability and intellectual property portfolio of MPC

• Enhances Meggitt's presence on key platforms with key existing and new customers

• Majority of military revenues today with significant growth opportunity in commercial aerospace

Financial effects of the transaction

• Strong profitability with potential to improve through Meggitt Production System, the Group's operational excellence programme.

• The Acquisition is expected to be earnings enhancing immediately, with WACC exceeded in Year three.

• Estimated run-rate cost synergies of approximately US$3.8 million expected from 2017, with up-front cost of US$4.3 million.

• Credit agreement received, subject to documentation, for further facilities totalling US$300m to restore Meggitt"s financial headroom following completion of the Acquisition.

• The on-going buyback programme will continue, with a revised Group target of achieving 1.8x net debt:EBITDA on a covenant basis by the end of 2015.

Stephen Young, Group Chief Executive of Meggitt, commented:

"The Acquisition represents a major step in strengthening our composites capability. The advanced composites businesses of Cobham plc are highly complementary to Meggitt's business model, with strong technology positions, a significant level of sole-source content and substantial growth opportunities in commercial aerospace.

"The Acquisition will enhance our materials and manufacturing technologies and product offerings in complex composites, which are key to next generation aircraft components.

"We look forward to welcoming the employees of the advanced composites businesses into our organisation."

The Acquisition, which is conditional on regulatory clearances including CFIUS and anti-trust, and other customary conditions, is expected to complete in the fourth quarter of 2015.