Businessweek

Hitz%20Holdings%20U.S.A.%20Inc.%20agreed%20to%20acquire%20NAC%20International%20Inc.%20from%20USEC%20Inc.%20%28NYSE%3AUSU%29%20for%20%2445%20million%20in%20cash%20on%20January%2022%2C%202013.%20On%20January%2023%2C%202013%2C%20the%20definitive%20agreement%20was%20signed.%20The%20purchase%20consideration%20is%20subject%20to%20net%20working%20capital%20adjustment.%20Of%20the%20purchase%20consideration%2C%20%242.5%20million%20will%20be%20kept%20in%20escrow%20at%20closing.%20The%20transaction%20took%20place%20following%20a%20competitive%20sale%20process.%20Hitachi%20Zosen%2C%20parent%20of%20Hitz%20Holdings%2C%20has%20guaranteed%20the%20performance%20and%20payment%20obligations%20of%20Hitz%20Holdings%20under%20the%20stock%20purchase%20agreement.%20USEC%20will%20agree%20to%20certain%20non-competition%20and%20non-solicitation%20covenants%20that%20restrict%20USEC%20from%20engaging%20in%20competition%20with%20NAC%20for%20a%20period%20of%20three%20years%20following%20the%20closing.%20Hitz%20Holdings%20will%20finance%20the%20transaction%20through%20cash%20and%20credit%20facilities.%20NAC%20International%20reported%20net%20assets%20of%20%2414.5%20million%20and%20gross%20revenues%20of%20%2471%20million%20for%20the%20year%20ended%20December%2031%2C%202011.%0D%0A%0D%0AThe%20transaction%20is%20subject%20to%20customary%20conditions%20including%20lender%20approval%20under%20USEC%u2019s%20credit%20facility%2C%20third%20party%20approvals%2C%20contractual%20consents%20and%20review%20of%20the%20transaction%20by%20the%20Committee%20on%20Foreign%20Investment%20in%20the%20United%20States.%20The%20transaction%20is%20expected%20to%20close%20in%20March%202013.%20Pankaj%20K.%20Sinha%2C%20Katherine%20Ashley%20and%20Sean%20Shimamoto%20of%20Skadden%2C%20Arps%2C%20Slate%2C%20Meagher%20%26%20Flom%20LLP%20acted%20as%20legal%20advisors%20while%20Craig%20Korte%20of%20Lazard%20Ltd.%20acted%20as%20financial%20advisor%20to%20USEC.%20Richard%20R.%20Lury%2C%20John%20McDonald%2C%20Kathryn%20McMahon%2C%20Cameron%20Argetsinger%2C%20Matt%20Zucker%2C%20David%20Yohannan%2C%20Deepak%20Nambiar%2C%20Victoria%20Zerjav%2C%20Victoria%20Anderson%2C%20Ryan%20Duffy%2C%20Joan%20Griffin%20and%20Shaun%20Gehan%20of%20Kelley%20Drye%20%26%20Warren%20LLP%20acted%20as%20legal%20advisors%20to%20Hitz%20Holdings.%20Yasuyuki%20Kuribayashi%20and%20Gen%20Takizawa%20of%20City-Yuwa%20Partners%20acted%20as%20legal%20advisors%20while%20Naoki%20Sunayama%2C%20Kazuaki%20Kamio%20and%20Takeshi%20Haruna%20of%20Mitsubishi%20UFJ%20Morgan%20Stanley%20Securities%20Co.%20Ltd%20and%20Yutaka%20Itoh%2C%20Tatsuya%20Miura%2C%20Francis%20Kim%20and%20Fumi%20Seino%20of%20Bank%20of%20Tokyo-Mitsubishi%20UFJ%2C%20Ltd.%20acted%20as%20financial%20advisors%20to%20Hitachi%20Zosen.%20Union%20Bank%2C%20N.A.%20acted%20as%20escrow%20agent%20for%20the%20transaction%20and%20will%20receive%20%242%2C500%20as%20one%20time%20administration%20fee.

Hitz%20Holdings%20U.S.A.%20Inc.%20agreed%20to%20acquire%20NAC%20International%20Inc.%20from%20USEC%20Inc.%20%28NYSE%3AUSU%29%20for%20%2445%20million%20in%20cash%20on%20January%2022%2C%202013.%20On%20January%2023%2C%202013%2C%20the%20definitive%20agreement%20was%20signed.%20The%20purchase%20consideration%20is%20subject%20to%20net%20working%20capital%20adjustment.%20Of%20the%20purchase%20consideration%2C%20%242.5%20million%20will%20be%20kept%20in%20escrow%20at%20closing.%20The%20transaction%20took%20place%20following%20a%20competitive%20sale%20process.%20Hitachi%20Zosen%2C%20parent%20of%20Hitz%20Holdings%2C%20has%20guaranteed%20the%20performance%20and%20payment%20obligations%20of%20Hitz%20Holdings%20under%20the%20stock%20purchase%20agreement.%20USEC%20will%20agree%20to%20certain%20non-competition%20and%20non-solicitation%20covenants%20that%20restrict%20USEC%20from%20engaging%20in%20competition%20with%20NAC%20for%20a%20period%20of%20three%20years%20following%20the%20closing.%20Hitz%20Holdings%20will%20finance%20the%20transaction%20through%20cash%20and%20credit%20facilities.%20NAC%20International%20reported%20net%20assets%20of%20%2414.5%20million%20and%20gross%20revenues%20of%20%2471%20million%20for%20the%20year%20ended%20December%2031%2C%202011.%0D%0A%0D%0AThe%20transaction%20is%20subject%20to%20customary%20conditions%20including%20lender%20approval%20under%20USEC%u2019s%20credit%20facility%2C%20third%20party%20approvals%2C%20contractual%20consents%20and%20review%20of%20the%20transaction%20by%20the%20Committee%20on%20Foreign%20Investment%20in%20the%20United%20States.%20The%20transaction%20is%20expected%20to%20close%20in%20March%202013.%20Pankaj%20K.%20Sinha%2C%20Katherine%20Ashley%20and%20Sean%20Shimamoto%20of%20Skadden%2C%20Arps%2C%20Slate%2C%20Meagher%20%26%20Flom%20LLP%20acted%20as%20legal%20advisors%20while%20Craig%20Korte%20of%20Lazard%20Ltd.%20acted%20as%20financial%20advisor%20to%20USEC.%20Richard%20R.%20Lury%2C%20John%20McDonald%2C%20Kathryn%20McMahon%2C%20Cameron%20Argetsinger%2C%20Matt%20Zucker%2C%20David%20Yohannan%2C%20Deepak%20Nambiar%2C%20Victoria%20Zerjav%2C%20Victoria%20Anderson%2C%20Ryan%20Duffy%2C%20Joan%20Griffin%20and%20Shaun%20Gehan%20of%20Kelley%20Drye%20%26%20Warren%20LLP%20acted%20as%20legal%20advisors%20to%20Hitz%20Holdings.%20Yasuyuki%20Kuribayashi%20and%20Gen%20Takizawa%20of%20City-Yuwa%20Partners%20acted%20as%20legal%20advisors%20while%20Naoki%20Sunayama%2C%20Kazuaki%20Kamio%20and%20Takeshi%20Haruna%20of%20Mitsubishi%20UFJ%20Morgan%20Stanley%20Securities%20Co.%20Ltd%20and%20Yutaka%20Itoh%2C%20Tatsuya%20Miura%2C%20Francis%20Kim%20and%20Fumi%20Seino%20of%20Bank%20of%20Tokyo-Mitsubishi%20UFJ%2C%20Ltd.%20acted%20as%20financial%20advisors%20to%20Hitachi%20Zosen.%20Union%20Bank%2C%20N.A.%20acted%20as%20escrow%20agent%20for%20the%20transaction%20and%20will%20receive%20%242%2C500%20as%20one%20time%20administration%20fee.