EXHIBIT 99.1
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[GRAPHIC OMITTED]
[LOGO -- ANTEON
INTERNATIONAL] NEWS
FOR IMMEDIATE RELEASE
Contacts:
Press
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Mark Meudt
703-246-0525
mmeudt@anteon.com
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Investors
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Paul Cooksey
(703) 246-0521
pcooksey@anteon.com
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ANTEON TO BE ACQUIRED BY GENERAL DYNAMICS FOR $55.50 PER SHARE
FAIRFAX, VA, DECEMBER 14, 2005 - Anteon International Corporation (NYSE: ANT), a
leading information technology, systems integration and engineering services
company, announced today that it has entered into a definitive agreement for
Anteon to be acquired by General Dynamics (NYSE: GD) for $55.50 in cash for each
outstanding Anteon share. The total value of the transaction, including General
Dynamic's assumption of Anteon's debt, is expected to be approximately $2.2
billion at closing. Anteon expects the transaction to close by the end of the
second quarter in 2006.
The transaction has been approved by the boards of directors of each company and
is subject to approval by Anteon shareholders, customary regulatory reviews and
other closing conditions contained in the transaction agreement. Anteon's board
of directors is unanimously recommending that Anteon's shareholders approve the
transaction.
Joseph Kampf, Anteon president and chief executive officer, said, "I am
confident that this transaction provides tremendous value for our shareholders
and is in the best interests of our customers and our employees. For almost ten
years, Anteon has seen tremendous growth in the market and now, combined with
the integrity, strength and vision of General Dynamics, will be able to provide
our employees with even more opportunity for success."
Senior management from both Anteon and General Dynamics will discuss the
transaction and answer questions from investors and financial analysts at 9 a.m.
on Wednesday, December, 14, 2005 at the Four Seasons Hotel New York, 57 East
57th Street, New York, New York. The conference will be webcast through a link
at the Anteon web site at www.anteon.com and at the General Dynamics website at
www.generaldynamics.com.
General Dynamics, headquartered in Falls Church, Virginia, employees
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.
Anteon was advised by Bear Stearns & Co., Inc. and Paul, Weiss, Rifkind, Wharton
& Garrison LLP, who acted as financial and legal advisors, respectively, in
connection with this transaction.
ABOUT ANTEON
Anteon, headquartered in Fairfax, Virginia, is a leading information
technology company serving the U.S. Federal government and international
customers. Anteon designs, integrates, maintains, and upgrades state-of-the-art
systems for national defense, intelligence, homeland security, and other high
priority government missions. Anteon provides numerous government clients with
the systems integration, strategy and program management, systems engineering,
operations services, and simulation and training skills necessary to manage the
development and operations of their mission critical systems. The Company was
founded in 1976 and currently employs over 9,500 employees in more than 100
offices worldwide. Anteon consistently ranks among the top information
technology integrators based on independent surveys, and has been named to the
FORBES LIST OF THE 400 BEST BIG COMPANIES IN 2005, earning distinction on the
Forbes Platinum List. Anteon is included in the STANDARD & POOR'S MIDCAP 400
INDEX. For more information, visit www.anteon.com.
CAUTIONARY LANGUAGE CONCERNING FORWARD-LOOKING STATEMENTS
Statements herein regarding the proposed transaction between Anteon
International Corporation and General Dynamics Corporation, the expected
timetable for completing the transaction, future financial and operating
results, benefits and synergies of the transaction, future opportunities for the
combined company and any other statements about Anteon International Corporation
management's future expectations constitute forward looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. Such
statements are based upon the current beliefs and expectations of Anteon
International Corporation's management and are subject to significant risks and
uncertainties. There are a number of important factors that could cause actual
results or events to differ materially from those indicated by such forward
looking statements, including: the ability to obtain governmental approvals of
the transaction on the proposed terms and schedule and the failure of Anteon
International Corporation stockholders to approve the transaction. Additional
factors that may affect future results are contained in Anteon International
Corporation's filings with the Securities and Exchange Commission ("SEC"),
including its Annual Report on Form 10-K for the year ended December 31, 2004,
which are available at the SEC's Web site http://www.sec.gov. The information
set forth herein speaks only as of the date hereof, and Anteon International
Corporation disclaims any intention or obligation to update any forward looking
statements as a result of developments occurring after the date hereof.
IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC
In connection with the proposed transaction, Anteon International Corporation
plans to file with the SEC a Proxy Statement. INVESTORS AND SECURITY HOLDERS OF
ANTEON INTERNATIONAL CORPORATION ARE URGED TO READ THE PROXY STATEMENT AND ANY
OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY ARE AVAILABLE BECAUSE THEY
WILL CONTAIN IMPORTANT INFORMATION ABOUT ANTEON INTERNATIONAL CORPORATION, THE
PROPOSED TRANSACTION AND RELATED MATTERS. The final Proxy Statement will be
mailed to stockholders of Anteon International Corporation. Investors and
security holders of Anteon International Corporation will be able to obtain
copies of the Proxy Statement, when they become available, as well as other
filings with the SEC that will be incorporated by reference into such documents,
containing information about Anteon International Corporation, without charge,
at the SEC's Internet site (http://www.sec.gov). These documents may also be
obtained for free from Anteon International Corporation by directing a request
to Anteon International Corporation, Investor Relations, 3211 Jermantown Road,
Fairfax, Virginia 22030-2801 or at Anteon International Corporation's Investor
Relations page on its corporate website at www.anteon.com.
PARTICIPANTS IN SOLICITATION
Anteon International Corporation and its respective directors and executive
officers and other members of management and employees may be deemed to be
participants in the solicitation of proxies from Anteon International
Corporation's stockholders in respect of the proposed transaction. Information
regarding Anteon International Corporation's participants is available in Anteon
International Corporation's proxy statement, dated April 22, 2005, for its 2005
annual meeting of stockholders, which is filed with the SEC. Additional
information regarding the interests of such participants will be included in the
Proxy Statement to be filed with the SEC.
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