At present, BAE has a “special security agreement”, or SSA, with the Pentagon that allows it to work as a subcontractor on classified contracts. That could be in danger if a BAE-EADS merger happens.
BAE’s electronics and controls, for example, are installed on 6,343 Boeing jets in use by 181 major airlines. The British-owned company supplies more than 60,000 cockpit and cabin parts to Boeing a year. And it has been chosen to build a special touch-screen controller for the interior of Boeing’s aerial refuelling tanker, a $51.7 billion defence contract won by Boeing after years of competition with EADS.
BAE also works closely with most other big US weapons makers. It is one of the major suppliers to Lockheed Martin Corp on the F-35 Joint Strike Fighter, with work done by both its US unit and the British parent. It also teams with Lockheed on a possible replacement for the US Army’s Humvee trucks.
EADS, for its part, recently partnered with General Dynamics Corp to compete for a border security contract.
Its biggest tie-up to date was with Northrop Grumman Corpfor the refuelling tanker, a lucrative contract that saw the rival teams engage in a fierce lobbying battle. Their joint bid initially won the Air Force-led competition, but was later cancelled after government auditors found errors in the selection process.
The merger talks clearly caught US defence companies by surprise. Just a week earlier, Boeing’s defense chief said he did not expect any mergers at the top of the weapons industry, citing the Pentagon’s resistance.
Despite cautious public statements, Boeing and other companies recognize that the combined BAE-EADS will have more resources at its disposal — including larger research and development funding and ample cash flow — than either of the two separate companies now, which could put it in the running to bid for more ambitious projects in the future.
BAE’s defence business would help offset cyclical downturns in EADS’ Airbus jet business, and the combined firm could sink more money into new aircraft and weapons programmes than Boeing, Lockheed and Northrop Grumman.
Some defence executives said they also see opportunity in the tie-up: While BAE and EADS are preoccupied with integration on a massive scale, they will likely be distracted from winning contracts.
Dennis Muilenburg, head of Boeing’s defence division, said on Wednesday that the merger should be reviewed carefully by government regulators, but added it was difficult to comment further until the two companies released details of the proposed structure.
US Air Force Secretary Michael Donley has said the Pentagon needs more details to be able to assess the security implications of a possible merger.
He said the US government had signed special security agreements with foreign-owned companies in the past that allowed them to work on sensitive military and intelligence contracts, but each of those deals was “very individual and very specific”.
Like BAE, EADS also has a security agreement in place, and a merger would require approval by the United States.
“It’s a big deal,” said one senior US government official. “We’re in wait-and-see mode until we get a detailed proposal.”
The merger may still fall apart, given the many conditions European governments are likely to impose. French President Francois Hollande and German Chancellor Angela Merkel will scrutinise the deal on Saturday, but are unlikely to give a final go-ahead to the merger.
US regulators will review the deal carefully, but they are not expected to block it on security or antitrust grounds, according to people familiar with the matter, citing existing security agreements and preliminary discussions BAE and EADS have held with senior Pentagon officials. BAE has said it does not expect to make any divestments as part of the review.
Air Force Major General Christopher Bogdan told reporters on Monday that he did not anticipate major concerns about the impact of a BAE-EADS merger on the F-35 Joint Strike Fighter programme, on which BAE is a key supplier to prime contractor Lockheed.
Lockheed Chief Executive Robert Stevens told analysts recently that his company — which acquired 30 companies over the past decade — was quite content to let EADS test the Pentagon’s reluctance to approve top-tier consolidation.
He and William Swanson, the chief executive of Raytheon Co, both veterans of the massive consolidation among US defence contractors in the 1990s, voiced concern about the immense challenges involved in integrating major companies.
Some expect more trouble. On Thursday, Greg Hayes, chief financial officer of United Technologies Corp, said the merger would likely face lengthy regulatory reviews, as did his company’s recent acquisition of Goodrich. “It won’t be an easy review. I think we saw that on Goodrich.”
But few are venturing specifics, in large part because the details are still fuzzy, beyond plans for BAE Systems to own 40 per cent of the merged company and EADS the remainder.
Source; Gulf News & Flyvertosset
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