Kratos Defense & Security Solutions, Inc. · NASDAQ:KTOS

Kratos Defense & Security Solutions — IPO Roadshow (May 2012)

15 slides from Kratos Defense & Security Solutions's IPO roadshow presentation, May 9, 2012

  1. Slide 1: Kratos Acquisition of Composite Engineering, Inc. (CEI)

    Kratos Acquisition of Composite Engineering, Inc. (CEI)

  2. Slide 2: Investment Summary of Transaction

    Kratos Acquisition of CEI Investment Summary of Transaction: Very unique Composite Aerial Targets and Aerial Drone manufacturer Business, Customers, Products, and Market that Kratos is intimately familiar with CEI owns significant amount of IP and Data Rights for its products Extremely High Barriers

  3. Slide 3: Investment Summary of Transaction

    Kratos Acquisition of CEI Investment Summary of Transaction: Very limited number of competitors in this market CEI Major Contracts/Programs currently in multi-year Full Rate Production phase, with several additional recent new contract awards entering Full Rate Production over the next two years Sig

  4. Slide 4: Investment Summary of Transaction

    Kratos Acquisition of CEI Investment Summary of Transaction: Kratos Shareholder and Board Member Oak Investment Partners investing $55 Million in Straight Common Kratos Equity to Facilitate and Execute the Transaction Acquisition of CEI and Transaction is expected to be: Accretive to Kratos’ EPS and

  5. Slide 5: CEI is a private company specializing in unmanned aerial drone systems and aerial targets

    Kratos Acquisition of CEI CEI is a private company that specializes in the design manufacture, test and operation of unmanned aerial drone systems, and aerial targets Kratos currently manufactures and provides to CEI electronics and avionics that are on board CEI aircraft, and Kratos currently manuf

  6. Slide 6: CEI is a leading provider of aerial targets

    Kratos Acquisition of CEI CEI is a leading provider of aerial targets which represent the most lethal aerial threats facing this nation’s warfighters and strategic assets All CEI aircraft are jet powered with advanced flight and performance characteristics CEI aircraft have subsonic and supersonic a

  7. Slide 7: Certain CEI programs that can be discussed publicly

    Kratos Acquisition of CEI Certain CEI programs that can be discussed publicly include: U.S. Air Force AFSAT U.S. Navy SSAT Multi-Stage Supersonic Target Miniature Air Launched Decoy (MALD)

  8. Slide 8: CEI aircraft produced in state of the art, secure manufacturing facility

    Kratos Acquisition of CEI CEI aircraft and composite products are produced in a state of the art, secure manufacturing facility

  9. Slide 9: Similar to Kratos' Aegis Readiness Assessment Vehicles and BMD Targets business

    Kratos Acquisition of CEI Similar to Kratos’ Aegis Readiness Assessment Vehicles (ARAV) and BMD Targets business, which is growing organically for Kratos greater than 30 percent annually: The majority of CEI’s contracts are Sole Source CEI owns significant amounts of technical data associated with i

  10. Slide 10: CEI is a complete vertically integrated business

    Kratos Acquisition of CEI CEI is a complete vertically integrated Business, possessing all of the engineering, manufacturing and resource capabilities required for the design, prototyping, testing, production, maintenance and operational support for a comprehensive family of Aerial Targets and Aeria

  11. Slide 11: CEI is a unique and scarce asset

    Kratos Acquisition of CEI CEI is a unique and scarce asset: CEI is the sole source subscale Aerial Target provider to the U.S. Air Force and U.S. Navy CEI has a near 100% win rate on Aerial Target opportunities CEI’s flagship aircraft was designed specifically for the U.S. Air Force to replicate adv

  12. Slide 12: Recent CEI Historical Financial Data

    Kratos Acquisition of CEI Recent CEI Historical Financial Data: 2010 2011 Revenue $73.6M $94.1M Adjusted EBITDA $5.5M $15.9M CEI grew organically over 20 percent from 2010 to 2011, which is expected to continue in the future Current CEI backlog is ~$160M Current CEI Bid and Proposal Pipeline for 201

  13. Slide 13: Purchase Price and Tax Benefit

    Kratos Acquisition of CEI Purchase Price $155 Million Cash Component $135 Million KTOS Stock Component to CEI Owners $ 20 Million Tax Benefit to Kratos from 338(h)(10) Election ~ $130 million Approximately $8.5 million per year for each of next 15 years in tax “shield” Benefit against CEI pre-tax ea

  14. Slide 14: Equity Raised and Share Issuance

    Kratos Acquisition of CEI Estimated New Kratos Equity Raised $100 Million Estimated KTOS Share Issue Price $5.00 Estimated New KTOS Shares Issued 20 Million Estimated Kratos Cash Utilized $35 Million Total Cash Component of Purchase Price $135 Million KTOS Stock Component of Purchase Price $20 Milli

  15. Slide 15: Acquisition Structure

    Kratos Acquisition of CEI Acquisition Structure Transaction expected to be: Accretive to Kratos EPS* and Pro Forma EPS* in 2013 and future years Delevering To Kratos Increase Kratos Free Cash Flow Increase Kratos’ Organic Growth Rates Increase Kratos’ Margin Rates Accelerate delevering of Kratos in

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