Harris Corporation to Acquire CapRock Communications, a Global Provider of Mission-Critical, End-to-End Managed Communications Services

Harris Corporation (NYSE:HRS), an international communications and information technology company, has entered into a definitive agreement to acquire CapRock Communications, a global provider of mission-critical managed satellite communications solutions for the energy, government and maritime industries (see also Communication Equipment).

Established in 1981, CapRock provides its customers with secure, highly-reliable managed communication services including broadband Internet access, voice over IP, networking and real-time video delivered to harsh and remote locations around the world. CapRock managed network solutions include multiband, portable and fixed satellite communications services supported by its teleports and network operations centers around the globe. CapRock designs, implements and operates these sophisticated, end-to-end managed network solutions under long-term contracts.

Under the terms of the agreement, Harris will purchase privately held CapRock for $525 million in cash, subject to post-closing adjustments. CapRock's audited financial statements for calendar year 2009 included revenue of $359 million; earnings before interest, taxes, depreciation and amortization (EBITDA) of $54 million; and operating income of $28 million. The acquisition is expected to be slightly accretive to Harris earnings in fiscal year 2011, excluding acquisition-related charges, and a more significant contributor to earnings in fiscal year 2012. The transaction is subject to customary regulatory reviews, FCC license approvals, and closing conditions, and it is expected to close during the first quarter of fiscal 2011. Harris will finance the acquisition using a combination of cash on hand, commercial paper, and borrowings under its committed credit facilities.

"Acquiring CapRock expands our international presence and customer base, while increasing the breadth of our assured communications® offerings. We see increasing demand for outsourced managed communications services that include secure high-availability networks, creating growth opportunities across a variety of markets," said Howard L. Lance, chairman, president and CEO of Harris. "The acquisition provides an entry into the energy market, while expanding our present offering for the government and maritime markets to include managed satellite communications solutions. CapRock is a facilities-based global service provider that has made significant strategic investments in a self-owned and operated infrastructure to support demanding customer requirements. CapRock is a very successful company that shares our passion and commitment to mission-critical communications. It has an experienced management team with a track record of double-digit growth and profitability."

CapRock supports a wide range of customers in the energy, maritime and government industries, including Chevron, Diamond Offshore, ExxonMobil, Halliburton, MODEC, Shell, Transocean, KBR, Green Reefers, Gulf Offshore, Seatrans, Oceaneering, Subsea 7, the U.S. Department of Defense, Department of Homeland Security and other federal civilian agencies .

Headquartered in Houston, Texas, CapRock has over 700 employees located primarily in Houston, Washington, D.C., the U.K., Brazil, and Indonesia. CapRock's strong U.S. and international presence includes four international teleports, four 24x7 network operations centers, eleven field dispatch and customer service centers, and service on more than 50 satellites. The company supports over 2,000 customer sites in over 120 countries around the world.

Peter Shaper, CapRock CEO, said, "The combination of CapRock and Harris will provide both commercial and government customers with a new, stronger offering to address their needs for mission-critical communications services. Bringing these two companies together will give our customers access to a combined breadth of services, depth of expertise, and unparalleled customer commitment. We are excited about this opportunity for our customers and our employees."

Harris will host a live audio webcast and conference call on Monday, May 24, at 6:30 p.m., ET in conjunction with its annual Analyst Meeting being held in Rochester, New York. The webcast and conference call will include a discussion of the above acquisition as part of presentations on the company's business strategy and financial performance by Howard L. Lance, chairman, president and CEO, and Gary L. McArthur, senior vice president and chief financial officer. Interested individuals are invited to listen to the call by using a dial-in number: (866) 730-5766, access code: 43143804. The conference call also will be broadcast live via the Internet at http://www.harris.com/. A replay of the teleconference will be available beginning at 9:30 p.m., Eastern Time, and will run until midnight, Eastern Time, on Monday, May 31. To access the replay, please call (888) 286-8010, access code: 80727059. A recording of the call will also be available on the Harris website beginning at 8:30 p.m., Eastern Time, on May 24.