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Qinetiq IPO is big, but controversial news

By James. H. Smith
January 18, 2005


UK-based and mostly state-owned defense research and engineering company QinetiQ, the UK Ministry of Defence (MoD) research laboratory, announced on January 12 its intention to float in an initial public offering (IPO) valued at GBP1.1 billion.

The UK government owns 56 per cent of the company after a 31 per cent stake was sold to US private equity group Carlyle Group in 2002.

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The current plan is for the UK government to sell half the remaining stake and to retain a special share, which will enable the government to prevent the company from passing from British control

When the government announced the deal to sell part of its stake to Carlyle, the government maintained that its intended to sell its entire remaining stake within three to five years, probably through a stock market floatation.

But the current plan is to sell half the remaining stake and to retain a special share which will enable the government to prevent the company from passing from British control and to ensure that companies on which QinetiQ provided independent advice for the MoD did not build up over-large holdings.

The deal represents the first flotation of a public asset since the UK Labour government came to power nearly nine years ago.

The IPO will be road showed to potential accredited institutional investors, beginning in February, and is expected to be priced during that month.

Credit Suisse First Boston (Europe) Ltd, JPMorgan Cazenove Ltd and Merrill Lynch International have been appointed joint global co-ordinators, joint book runners, joint sponsors and joint lead managers for the proposed flotation. ABN Amro and Rothschilds are advising the UK government.


Both the MoD and Carlyle will part with some of their holdings in the IPO.

The deal is a mixed bag of pros and cons.

For one, there are competition issues. With the IPO, Qinetiq would lose its right to contracts awarded by the defense ministry -- without public tender -- between now and 2010.

Qinetiq currently receives 65 per cent by value of all MoD research and development contracts. The UK government has indicated that it intends to open the sector to more competition. While this may be a good deal for the government, the may be more benefit to investors in competing companies.

The government maintains that the deal will benefit taxpayers by driving down the price of projects and increasing quality. And Qinetiq maintains that the deal allows the company to access new and more profitable markets, moving away from a concentration on military business and into more civilian projects.

With the IPO the company loses protection of all but five per cent of its business up until 2008/2009.

No longer under the UK government's protection, the floated company faces competition from larger competitors such as BAE Systems, Thales and General Dynamics.

The former protection of its business due to the MoD's ownership and the ministry's ability of award contracts without a public tender may place future revenues at risk.

Criticism concerning a possible conflict of interest has been levied as a Qinetiq board member is employed by Credit Suisse First Boston, one of the investment banks running the IPO.

Another criticism is that the IPO is a sweetheart deal for the investment banks as retail investors have been cut out of the sale. UK taxpayers, who already own the government's share of the company, are being excluded from gaining on the sale.

A counter argument is that, by allowing only institutional investors into the deal, the price will be set a book-building exercise will at least, ensure that the valuation of the company on flotation bears some relation to demand for the stock.

The IPO is just another element in the contentious history of Qinetiq. The privatization has been controversial since the MoD split it off from the Defence Evaluation and Research Agency in 2002. Critics contended that Carlyle paid too little for its minority stake.

Carlyle and its investors are the big winners. After investing in the company three years ago, at the expected US$1.1 billion valuation, the group's 31 per cent stake, will be worth about GBP340 million, an eight-fold increase on its initial investment when other payouts are included

However, the deal is expected to proceed and marks another change in the worldwide footprint of major military contractors.

In the US, General Dynamics recently agreed to acquire Anteon, a specialist in military communications and networking, for US$2.2 billion. And, in October, Lockheed Martin attempted to lead a consortium to buy government networking group Computer Sciences Corporation.

Disclaimer

James Smith is an independent columnist for this web site. James Smith may hold long or short positions in any of the stocks mentioned in this article and those positions can change at any moment.

InvestorIdeas.com Disclaimer: www.InvestorIdeas.com/About/Disclaimer.asp, InvestorIdeas is not affiliated or compensated by the companies mentioned in this article. James Smith is a freelance writer. Nothing in the articles should be construed as an offer or solicitation or recommendation to buy or sell any specific products or securities. Past performance does not guarantee future results.

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