Stewart & Stevenson Services Sold

Posted on February 27, 2006

Marking its second sale of 2006, Stewart & Stevenson Services Inc. has been sold to Armor Holdings Inc., Jacksonville, Fla. Stewart & Stevenson Services Inc., Houston, primarily designs, manufactures and services medium and light tactical vehicles for the military through its Stewart & Stevenson Tactical Vehicles Systems, LP subsidiary (TVS). TVS has been the provider of Family of Medium Tactical Vehicles (FMTV) to the U.S. Army since 1991.

On Jan. 23, 2006, Stewart & Stevenson Services, Inc. completed the sale of its Engineered Products Division and Power Products Division to Hushang Ansary, who in turn formed Stewart & Stevenson LLC to own and operate those businesses. Stewart & Stevenson LLC’s Power Products Division sells, rents, provides replacement parts and services various industrial equipment used in the agricultural, construction, industrial, transportation, marine, power generation and petroleum industries. The group is also a distributor for Waukesha, Allison, Detroit Diesel, Deutz, Generac, Sullair and others.

The Engineered Products Division manufactures equipment for the well stimulation segment of the oil service industry, and also provides snow removal and mobile rail car moving equipment.

Armor Holdings Inc. is a manufacturer of the protective armor for soldiers and Humvees used by U.S. forces in Iraq. The deal is reportedly for $35 a share in cash, or $755 million after deducting Stewart & Stevenson's net cash balance of $312 million as of Jan. 31, Armor Holdings said. The price represents a 29 percent premium over Stewart & Stevenson's closing price on Friday.

The deal, which is subject to approval by Stewart & Stevenson shareholders, should close midyear, Armor Holdings said. Through 10/31/05, Stewart & Stevenson had sales of $1.3 billion and net income of $32 million. The company employs about 3600 people.

Armor Holdings said Stewart & Stevenson was particularly attractive for its work on the U.S. Army's primary transport platform, known as the Family of Medium Tactical Vehicles, or FMTV.

"This is truly a transformational event for our company," Armor Holdings President Robert Schiller said in a statement. "This opportunity to become a prime contractor within the military's tactical wheeled-vehicle fleet is extremely compelling. We expect to benefit from Stewart & Stevenson's world-class fabrication and assembly operations, strong research and development effort and highly capable management team. We expect the FMTV program to deliver strong growth going into the second half of this year and to continue in 2007 and beyond.”