Deal Flow
Letter · prints on one page
Transaction tear sheetData as of Nov 7, 2026
M&A · Tech · Services-Prepackaged Software

Nuclear Engineering Holdings LLC to acquire GSE Systems Inc

Announced Aug 8, 2024 · Closed Nov 1, 2024

Deal value$13MEV $12M
Premium50.0%To unaffected price
EV / Adj. EBITDA—0.3x EV / Revenue
ConsiderationAll cash$4.10 per share

Transaction

Acquirer
Nuclear Engineering Holdings LLC
Target
GSE Systems Inc (GVP)
Buyer type
Strategic
Offer price per share
$4.10
Enterprise value
$12M
Status
Closed Nov 1, 2024

Deal protections

Break fee (target pays)
$0.6M · 4.5%
Reverse fee (buyer pays)
—
Go-shop
No-shop
Financing
No financing condition

Advisors

To the acquirer
Not disclosed
To the target
Baird

Sector context · Tech

Comparable deals
56 in the prior 24 months
Premium
50.0% vs. 46.0% sector median
EV / Adj. EBITDA
Sector median 16.3x
Break fee
4.5% vs. 3.0% sector median

Timeline

  1. AnnouncedAug 8, 2024
  2. Proxy filedSep 4, 2024
  3. Definitive proxySep 16, 2024
  4. Shareholder voteOct 29, 2024
  5. ClosedNov 1, 2024

Valuation · fairness opinions

Trading comparables$3.24$4.45
Precedent transactions$3.30$4.50
Discounted cash flow$3.78$4.12
Offer $4.10

Implied value per GSE Systems Inc share by analysis.

Sources
  • 8-K · Aug 8, 2024
  • 8-K · Oct 21, 2024
  • 8-K (EX-99.1) · Oct 22, 2024

Adj. EBITDA is operating income + D&A + impairment, restructuring, deal costs and stock compensation, less any large gain on a sale, last twelve months, from the target's filings. Calculated by Castle, so it can differ from a bank's adjusted figure.

Prepared with Castle from public SEC EDGAR filings. Figures are extracted automatically; verify against the source documents. Not investment advice.