(RESTON, Va.) May. 7, 2021 – Leidos Holdings, Inc. (NYSE: LDOS) (“Leidos”), a FORTUNE® 500 science and technology leader, today announced the completed acquisition of Gibbs & Cox, Inc. (“Gibbs & Cox”) for approximately $380 million in cash. The transaction was previously announced on Feb. 23, 2021. Gibbs & Cox will operate as a wholly-owned subsidiary and will be combined with Leidos’ maritime systems division.

Headquartered in Arlington, Virginia, Gibbs & Cox is the largest independent ship design firm focused on naval architecture and marine engineering. The company’s world class naval architects, designers, engineers and program managers develop innovative vessel designs and naval capabilities. The acquisition positions Leidos to provide a broad set of engineering solutions to the US Navy and to an expanding set of foreign Navies.

“We are delighted to welcome the Gibbs & Cox team to the Leidos family,” said Leidos Chairman and CEO Roger Krone. “Gibbs & Cox is widely regarded for developing the most talented and experienced naval designers in the world. We look forward to this new era of innovation while combining the best of both companies.”

“We are excited to join Leidos, whose employee culture and history of innovation strongly mirror our own legendary 91-year history”, said Gibbs & Cox President and Chief Executive Chris Deegan. “Gibbs & Cox will remain the nation’s largest independent provider of maritime services. The combination of our world-class naval architecture, design and engineering services with Leidos’ speed, security and scale will significantly enhance our combined offerings in the fast growing maritime undersea, autonomous and cyber security segments. We look forward to mapping a new Gibbs & Cox with Leidos for the next 90 years.”

Advisors

Citigroup Global Markets Inc. served as exclusive financial advisor and Holland & Knight LLP served as legal advisor to Leidos. Houlihan Lokey served as exclusive financial advisor and Greenburg Traurig, LLP served as legal advisor to Gibbs & Cox in connection with this transaction.

About Leidos

Leidos is a Fortune 500® information technology, engineering, and science solutions and services leader working to solve the world’s toughest challenges in the defense, intelligence, civil, and health markets. The company’s 39,000 employees support vital missions for government and commercial customers. Headquartered in Reston, Va., Leidos reported annual revenues of approximately $12.30 billion for the fiscal year ended January 1, 2021. For more information, visit www.leidos.com.

About Gibbs & Cox

Gibbs & Cox, Inc. is an independent engineering and design firm specializing in naval architecture, marine engineering, management support, and engineering consulting. The firm is headquartered in Arlington, Virginia with offices throughout the United States and Australia.

Cautionary Statement Regarding Forward-Looking Statements

The forward-looking statements contained in this release involve risks and uncertainties that may affect Leidos’ operations, markets, products, services, prices and other factors as discussed in filings with the Securities and Exchange Commission (the “SEC”). Without limiting the foregoing, forward-looking statements often use words such as “believe,” “anticipate,” “plan,” “expect,” “estimate,” “intend,” “seek,” “project”, “target,” “goal,” “may,” “will,” “would,” “could,” “should,” “can,” “continue” and other words of similar meaning in connection with a discussion of the transaction or future operating or financial performance or events. These risks and uncertainties include, but are not limited to, economic, competitive, legal, governmental and technological factors. Accordingly, there is no assurance that the expectations of Leidos will be realized. This release also contains statements about the proposed acquisition of Gibbs & Cox that are based on assumptions currently believed to be valid but involve significant risks and uncertainties, many of which are beyond Leidos’ control, which could cause Leidos’ actual results to differ materially from these forward-looking statements with respect to the transaction, including risks relating to the completion of the transaction on anticipated terms and timing, including regulatory approvals, anticipated tax treatment, ability to retain key personnel, the dependency of the transaction on market conditions and the impact of a change in market conditions on the value to be received in the transaction, unforeseen liabilities, future capital expenditures, uncertainty as to the expected financial condition and economic performance of the company following the closing, including future revenues, expenses, earnings, indebtedness, losses, prospects, business strategies for the management, expansion and growth of the company following the closing, Leidos’ ability to integrate the businesses successfully and to achieve anticipated synergies, and the risk that disruptions from the transaction will harm Leidos’ business. While the list of factors presented here is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Leidos’ consolidated financial condition, results of operations or liquidity. For a discussion identifying additional important factors that could cause actual results to vary materially from those anticipated in the forward-looking statements, see Leidos’ filings with the SEC, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” in Leidos’ annual report on Form 10-K for the fiscal year ended January 1, 2021 and in its quarterly reports on Form 10-Q which are available at leidos.com and at the SEC’s web site at www.sec.gov. The forward-looking statements contained in this release are made only as of the date of this release. Readers are cautioned not to put undue reliance on forward-looking statements. Leidos assumes no obligation to provide revisions or updates to any forward-looking statements should circumstances change, except as otherwise required by securities and other applicable laws

Arlington, VA, April 22, 2021 – Gibbs & Cox, Inc. is pleased to announce the Naval Surface Warfare Center, Philadelphia Division (NSWCPD) awarded the company a $20M prime contract.

“This builds on our long-standing relationship with NSWC Philadelphia and we are very proud to have been selected for this award,” said Jonathan Applequist, Vice President for Maritime Services Group.

The contract will have a 5-year operating period with a work scope including maintenance functions for the Materials, Structures, Environmental and Protection Divisions. Work will be split between New York and Philadelphia with an anticipated completion date of April 2026.

Additional Information About Gibbs & Cox

Gibbs & Cox, Inc. is the largest independent naval architecture and marine engineering firm in the United States. Since our founding in 1929, 24 classes of combatants and nearly 7,000 vessels have been built to G&C designs. We proudly support military and commercial clients in the U.S. and internationally with all phases of marine design, construction, and lifecycle management. Our passion is solving our customers’ 21st century maritime challenges with quality and integrity.

We are excited to share that the Society of Naval Architects and Marine Engineers (SNAME) has selected our very own Maggie Nate as their member spotlight!

Maggie joined Gibbs & Cox in 2017 as a Survivability Engineer and soon after transitioned into her current role as Manager of the newly developed Survivability Department, which focuses on specialty engineering. Maggie is also an active member in the SNAME community; she is currently the Chair for the Chesapeake Section and serves on the editorial board for (mt) Magazine and the Journal of Ship Production and Design

Visit https://www.sname.org/blog/member-spotlight-margaret-nate to learn more about Maggie.

From the Leidos Holdings, Inc. Fourth Quarter and Fiscal Year 2020 Report:
Consistent with Leidos strategy to add capabilities and deepen customer relationships, [Leidos Holdings, Inc.] has entered into a definitive agreement to acquire Gibbs & Cox, Inc. (“Gibbs & Cox”), the largest, full-service independent engineering and design firm specializing in naval architecture and marine engineering, for $380 million in cash. Headquartered in Arlington, Virginia, Gibbs & Cox has 525 employees. Over its 90 plus year history, Gibbs & Cox has remained a leader in maritime innovation and is on the frontlines of providing maritime solutions. The deal extends Leidos into an attractive maritime market where Leidos is under-penetrated today, and adds valuable engineering talent (naval architects and digital engineers) to the team. It further positions Leidos for long-term growth in the maritime unmanned market – a market requiring tight integration of ship design and autonomy systems. The transaction is expected to close in the second quarter of fiscal year 2021, subject to satisfaction of customary closing conditions.

Washington, DC, Feb. 18, 2021–Chris Cikanovich, Chairman of the Board of the American Shipbuilding Suppliers Association (ASSA), announced today that Chris Deegan, President and Chief Executive of Gibbs & Cox has been elected to the National Board of Directors.

Deegan joined Gibbs & Cox as the Engineering Group Vice President in 2013. After three years, he was promoted into the position of President and Chief Executive in June of 2016. Since this time, he has expanded the capabilities of Gibbs & Cox into cybersecurity and naval autonomy as well as the company’s presence both domestically and internationally with eight current corporate offices.

In his naval acquisition career, Deegan was a member of the Department of the Navy’s Senior Executive Service (SES) for nearly ten years, serving in executive positions in the Naval Sea Systems Command (NAVSEA), Program Executive Office, Integrated Warfare Systems (PEO IWS) and the Assistant Secretary of the Navy Financial Management Budget office. Before his SES tours, he spent much of his career in submarine program management. In 1997, he was selected as a Brookings Fellow and served on Congressman John Murtha’s (House Appropriations Committee – Defense ranking member) personal staff.

“Since our founding in 1929, 24 classes of combatants and nearly 7,000 vessels have been built to G&C designs,” said Deegan. Gibbs & Cox supports military and commercial clients in the U.S. and internationally with all phases of marine design, construction, and lifecycle management. “Our passion is solving our customers’ 21st century maritime challenges with quality and integrity,” he said.

ASSA is a member-driven, national association representing the American Shipbuilding Supplier Base to the US Congress, Navy, Coast Guard, and shipbuilders. This past year, ASSA received national publicity for its strong Buy American position. “In the absence of clear direction from the Navy on domestic sourcing of critical components, ASSA believes that Congress must provide direction requiring that key critical components be designed, engineered, manufactured, and assembled in the U. S.,” said Cikanovich.

“I am honored to serve on this prestigious board to join with other US companies to advocate for the American Shipbuilding Supplier Base,” said Deegan. “It’s time to make Buy American America’s priority.”

For more on ASSA, go to: https://www.shipbuildingsuppliers.com/