---
schema_version: "secwatch.filing_event.v1"
accession: "0000102752-23-000051"
form_type: "8-K"
ticker: "VSEC"
cik: "0000102752"
company_name: "VSE CORP"
filed_at: "2023-05-05T23:59:59+00:00"
generated_at: "2026-06-15T15:37:43.947207+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# VSE to sell FDS business for up to $100M, acquire Desser Aerospace for net $94M

## Summary
- Sale of Federal & Defense Services (FDS) to Bernhard Capital Partners for up to $100M: $50M cash at close plus up to $50M earn-out.
- Acquisition of Desser Aerospace for ~$124M total cash; concurrent sale of Desser's propriety businesses to Loar Group for ~$30M, net ~$94M.
- FDS transaction expected to close late 2023 or early 2024; Desser acquisition expected within 90 days, subject to regulatory approvals including UK.
- Net proceeds from FDS sale to be used for debt reduction and strategic acquisitions.
- Desser is a distributor of aircraft interiors, tires, and batteries, expanding VSE Aviation's aftermarket parts offering.

## SEC filing metadata
- accession: 0000102752-23-000051
- form_type: 8-K
- ticker: VSEC
- cik: 0000102752
- company_name: VSE CORP
- filed_at: 2023-05-05T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/102752/000010275223000051/0000102752-23-000051-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/102752/000010275223000051/vsec-20230501.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000102752-23-000051
- JSON: https://secwatch.observer/filing/0000102752-23-000051.json
- Plain text: https://secwatch.observer/filing/0000102752-23-000051.txt

## Key facts
- Material Agreements
  VSE CORP entered into Purchase Agreement with ASG Operations, LLC, an affiliate of Bernhard Capital Partners valued at total cash consideration of up to $100 million (effective 2023-05-01).
  - Action: entry
  - Agreement: asset purchase
  - Counterparty: ASG Operations, LLC, an affiliate of Bernhard Capital Partners
  - Value: total cash consideration of up to $100 million
  - Effective: 2023-05-01
  source text: Under the terms of the membership interest purchase agreement, dated as of May 1, 2023 (the “Purchase Agreement”), between the Company, one of its wholly-owned subsidiaries, and ASG Operations, LLC, an affiliate of the Purchaser, the FDS Business is anticipated to be sold for a total cash consideration of up to $100 million (the “FDS Transaction”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/102752/000010275223000051/0000102752-23-000051-index.htm
- Material Agreements
  VSE CORP entered into Agreement and Plan of Merger with Desser-Graham Partnership, L.P. (“Desser Aerospace”) valued at approximately $124 million (effective 2023-05-03).
  - Action: entry
  - Agreement: merger
  - Counterparty: Desser-Graham Partnership, L.P. (“Desser Aerospace”)
  - Value: approximately $124 million
  - Effective: 2023-05-03
  source text: Under the terms of the Agreement and Plan of Merger, dated as of May 3, 2023 (the “Merger Agreement”), by and among VSE Aviation, Inc., a wholly-owned subsidiary of the Company (“VSE Aviation”), one of VSE Aviation’s wholly-owned subsidiaries (“Merger Sub”), Desser Aerospace, and Desser Holdings Partnership GP, LLC (“Representative”), Merger Sub will merge with and into Desser Aerospace resulting in Desser Aerospace being a wholly-owned subsidiary of VSE Aviation (the “Merger Transaction”). VSE Aviation will pay total cash consideration in connection with the Merger Transaction of approximately $124 million, subject to certain customary adjustments.
  evidence_url: https://www.sec.gov/Archives/edgar/data/102752/000010275223000051/0000102752-23-000051-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.