DI Press Releases

DynCorp International Agrees to Acquire Phoenix ConsultingGroup, Inc.

Acquisition expected to expand DynCorp International’sservices to Intelligence
Community and National Security Clients

FALLS CHURCH, Va. (September 28, 2009) –DynCorp International LLC, a wholly-owned subsidiary of DynCorpInternational Inc. (NYSE: DCP), has entered into a definitiveagreement to acquire 100% of the stock of Phoenix Consulting Group,Inc. Phoenix provides its proprietary training courses andmaterials and management consulting and augmentation services tothe intelligence community.  Terms of the transaction were notdisclosed. The acquisition is expected to expand DynCorpInternational’s services to the intelligence community and nationalsecurity clients. DynCorp International intends to fund thepurchase price with cash on hand. 

Phoenix is a private company headquartered in Alexandria,Virginia.  Phoenix has offices in Virginia and Arizona andemploys approximately 400 full-time and part-timeprofessionals.  Phoenix’s offerings include:

• Highly specialized and proprietary training courses toexperienced professionals within the intelligence,counterintelligence, special operations and law enforcementcommunities.
• Strategic, professional level and technical advisory andsupport services to government and military organizations.

Phoenix will operate as a wholly-owned subsidiary and beconsolidated as a business unit within the Global Stabilization andDevelopment Solutions division (GSDS).

“This acquisition is consistent with our goal of acceleratinggrowth, expanding service offerings and penetrating new segments,”said DynCorp International President and CEO William L.Ballhaus.  “Phoenix’s talent complements DynCorpInternational’s business and extends our ability to delivercompelling services to the intelligence community and nationalsecurity clients. This acquisition will continue to strengthenDynCorp International as a leading provider of specializedmission-critical services to civilian and military governmentagencies worldwide.” 

“We are extremely pleased and look forward to joining DynCorpInternational.  This combination will provide us opportunitiesfor expansion of our training and services to meet the changing andchallenging conditions our Nation faces in the coming years. DynCorp International and Phoenix share a common commitment toserve willingly, perform relentlessly, and act ethically,” saidJohn A. Nolan, III, Chief Executive Officer of Phoenix.

KippsDeSanto & Co. acted as exclusive financial advisor toPhoenix Consulting Group.

The transaction is subject to customary closing conditions andis expected to close during October 2009.

About Phoenix Consulting Group, Inc.
Phoenix Consulting Group, Inc. and its over 400 employeesprovide intelligence training, consultative and augmentationservices to a wide range of client organizations. PhoenixConsulting Group’s offerings include:
• Highly specialized and relevant training for intelligence,counterintelligence, special operations and law enforcementpersonnel.
• Dedicated, experienced personnel for service support togovernment and military organizations.
• Subject matter expert and support services to assist thegovernment and military communities in overcoming the challenges oftoday and tomorrow.
Phoenix Consulting Group is headquartered in Alexandria, VA. For more information, visit www.intellpros.com.

About DynCorp International
DynCorp International Inc. (NYSE:DCP), through its wholly-ownedsubsidiary DynCorp International LLC, is a provider of specializedmission-critical services to civilian and military governmentagencies worldwide, and operates major programs in law enforcementtraining and support, security services, base operations, aviationservices, contingency operations, and logistics support. DynCorpInternational is headquartered in Falls Church, Va. For moreinformation, visit www.dyn-intl.com.

Press Release Contacts
DynCorp International Douglas Ebner, 817-224-7822

Safe Harbor Language
Some of the statements contained in this press releaseare considered “forward-looking statements” under the federalsecurities laws.  These forward-looking statements are basedon estimates and assumptions made by DynCorp International’s (the”Company”) management that, although believed by the Company to bereasonable, are inherently uncertain.  Forward-lookingstatements involve risks and uncertainties, including, but notlimited to, economic, competitive, governmental, and technologicalfactors outside of the Company’s control that may cause itsbusiness, strategy or actual results or events to differ materiallyfrom the statements made herein.  These risks anduncertainties may include, but are not limited to, the following:our ability to close the acquisition of Phoenix on a timely basis;our ability to integrate Phoenix into our operations; oursubstantial level of indebtedness; policy and/or spending changesimplemented by the Obama administration; termination of key U.S.government contracts; changes in the demand for services theCompany provides; pursuit of new commercial business in the U.S.and abroad; activities of competitors including bid protests;changes in significant operating expenses; changes in availabilityof or cost of capital; general political, economic and businessconditions in the U.S. and abroad; acts of war or terroristactivities; variations in performance of financial markets; theinherent difficulties of estimating future contract revenue;anticipated revenue from indefinite delivery, indefinite quantitycontracts; expected percentages of future revenue represented byfixed-price and time-and-materials contracts; and other risksdetailed from time to time in the Company’s reports filed with theSecurities and Exchange Commission.  Given these risks anduncertainties, you are cautioned not to place undue reliance onforward-looking statements.  The Company’s actual resultscould differ materially from those contained in the forward-lookingstatements.  The Company undertakes no obligation to publiclyupdate or revise any forward-looking statement as a result of newinformation, future events or otherwise, except as required bylaw.

09/28/2009