General Dynamics to acquire Anteon for $2.2 billion

FALLS CHURCH, Va., 14 Dec. 2005. General Dynamics and Anteon International Corp. have entered into a definitive agreement for General Dynamics to acquire Anteon for $55.50 in cash for each outstanding Anteon share. The cost of the transaction would be approximately $2.2 billion, including the assumption of Anteon's $100 million of net debt.

FALLS CHURCH, Va., 14 Dec. 2005. General Dynamics and Anteon International Corp. have entered into a definitive agreement for General Dynamics to acquire Anteon for $55.50 in cash for each outstanding Anteon share. The cost of the transaction would be approximately $2.2 billion, including the assumption of Anteon's $100 million of net debt.

Anteon is a systems integration company that provides mission, operational and IT enterprise support to the U.S. government. It designs, integrates, maintains and upgrades systems for national defense, intelligence, emergency response, infrastructure and other high-priority government missions. It also provides many customers with the systems engineering and program management skills necessary to manage the development and operations of their mission-critical systems. More than 35 percent of its employees are scientists or network, systems or software engineers; more than 65 percent have secret or top-secret security clearances.

Anteon, headquartered in Fairfax, Va., has 9,500 employees in more than 100 offices worldwide. The company has a current business backlog of $6.6 billion and anticipates 2006 sales of $1.72 billion. For more information, see www.Anteon.com.

The proposed acquisition, which has been approved by the boards of directors of both companies, would be immediately accretive to General Dynamics' earnings. Subject to an affirmative vote by Anteon shareholders and normal regulatory approvals, the transaction is expected to close by the end of the second quarter of 2006.

"This superb company significantly strengthens the ability of our Information Systems and Technology group to provide a broad menu of seamless information technology (IT) services to Defense, Intelligence and Homeland Security customers," said Nicholas D. Chabraja, General Dynamics' chairman and CEO. "Anteon has grown consistently by offering high-value integration and systems engineering services to customers with demanding mission requirements. Adding those capabilities to our world-class enterprise IT, command-and-control, communications, computing, intelligence, surveillance and reconnaissance expertise will enable General Dynamics to reach a higher level of performance and create additional shareholder value."

Joseph Kampf, president and CEO of Anteon, said, "Anteon is known as a best-in-class provider of state-of-the-art mission solutions for national defense, intelligence and emergency response customers. Our management team has been recognized for its ability to achieve a sustained high rate of growth through a sound methodology that will be enhanced by the combined strengths of Anteon and General Dynamics. This acquisition provides significant value for our shareholders, and it enables Anteon to become a more powerful force in its markets. We will be able to provide a stronger future for our employees as well as broader offerings to our customers, and continue to make a difference in areas that matter for our country."

** General Dynamics also acquires FC Business Systems

In other news, General Dynamics agreed today to acquire FC Business Systems, Inc. for an undisclosed amount.

FC Business Systems is a privately held information technology (IT) services firm headquartered in Fairfax, Va.

The company, with anticipated 2005 sales of approx. $150 million, is an engineering and IT services company that offers IT services to a wide variety of government customers. The company has extensive credentials in enterprise network services, including information assurance and information security; network engineering; and software application development and integration. FC Business Systems has about 1,000 employees, more than 50 percent of whom hold national security clearances.

FC Business Systems will become part of the General Dynamics Network Systems business unit, a division with more than 6,000 employees that specializes in designing, integrating and supporting mission-critical information systems for government and commercial customers worldwide.

"FC Business Systems is an outstanding company that provides complementary capabilities and an expanded customer base for General Dynamics Network Systems," said Michael Chandler, president of General Dynamics Network Systems. "FC Business Systems has significant skills in network engineering, application integration and information assurance, as well as an exceptional reputation within the Department of Defense and Department of Homeland Security as a provider of secure applications that create lasting value for its customers."

Kamlesh Chainani, president and CEO of FC Business Systems, said, "FC Business Systems is known for its outstanding customer service and commitment as we support the needs of our national security customers. We are delighted to be joining General Dynamics and becoming an even more significant force in the federal IT services market."

General Dynamics, headquartered in Falls Church, Va., employs approximately 71,900 people worldwide and had 2004 revenue of $19.2 billion. The company is a market leader in mission-critical information systems and technologies; land and expeditionary combat systems, armaments and munitions; shipbuilding and marine systems; and business aviation. For more information, see www.generaldynamics.com.

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