PAE Incorporated today announced the expiration of the “go-shop” period under the terms of the previously announced definitive agreement dated as of October 25, 2021, in which it agreed to be acquired by an affiliate of Amentum Government Services Holdings LLC in an all-cash transaction valued at approximately $1.9 billion, including the assumption of debt and certain fees. The go-shop period expired at 12:01 a.m. on November 29, 2021.
Pursuant to the Merger Agreement, at the direction of the company’s board of directors, representatives of Morgan Stanley & Co. LLC, the company’s financial advisor, contacted and sought to engage in discussions regarding alternative acquisition proposals with potentially interested third parties. The company did not receive an alternative acquisition proposal from any third party that constitutes a Company Acquisition Proposal (as defined in the Merger Agreement).
The Merger is expected to close in the first quarter of 2022, subject to customary closing conditions, including approval by PAE shareholders and receipt of regulatory approvals. Upon completion of the Merger, PAE common stock will no longer be listed on any public market.