Rekor Systems, Inc. completed the acquisition of All Traffic Data Services, LLC from Seaport Capital Partners V, managed by Seaport Capital, LLC and others for for $20.7 million.
January 02, 2024
Share
Rekor Systems, Inc. (NasdaqCM:REKR) acquired All Traffic Data Services, LLC from Seaport Capital Partners V, managed by Seaport Capital, LLC and others for $20.7 million on January 2, 2024. As a result of the transaction, ATD will operate as a wholly-owned subsidiary of the Company and ATD?s key employees have agreed to continue employment with the Company or one of its affiliates. The aggregate purchase price for the interests of ATD was approximately $19.0 million, subject to a customary working capital adjustment. The purchase price comprises approximately $9.0 million in cash and 3approximately 3.5 million unregistered shares of the Company?s common stock, par value $0.0001 (the ?Stock Consideration?), based on a volume weighted average trading price of the Company?s common stock over a thirty consecutive trading day period prior to the date of the Purchase Agreement, which was $2.86. 662,329 of the 3.5 million shares of the Stock Consideration will be issued and delivered to the Seller on the twelve-month anniversary of the Closing Date, subject to cutback for working capital adjustments and/or indemnification claims favoring the Company, if any. Pursuant to the terms of the Purchase Agreement, the Seller was granted the right to designate a director to be seated on the Company?s board of directors (the ?Board?) for a term expiring at the Company?s 2024 annual meeting of stockholders, at which meeting such director shall be nominated by the Board to stand for election by the Company?s stockholders to serve for a term to expire at the next annual meeting of the stockholders. The Seller has a right to a Board designee for so long as it holds at least 50% of the Stock Consideration. On January 2, 2024, at the designation of Seller, the Board appointed Andrew (Drew) Meyers as a member of the Board, with such appointment to take effect immediately. In connection with Mr. Mayer?s appointment, the Board voted to increase the size of the Board to eight members, and appointed Mr. Meyers to fill the resulting vacancy. For fiscal year 2023, ATD is expected to generate approximately $9.5 million in revenue and an estimated $3 million in EBITDA. Michael E. Brandt of Willkie Farr & Gallagher LLP acted as legal advisor to Seaport Capital and Lex Eley of Crowell & Moring LLP acted as legal advisor to Rekor Systems, Inc. in the transaction.
Rekor Systems, Inc. (NasdaqCM:REKR) completed the acquisition of All Traffic Data Services, LLC from Seaport Capital Partners V, managed by Seaport Capital, LLC and others on January 2, 2024. The aggregate purchase price for the interests of ATD was approximately $19,750,000, subject to a customary working capital adjustment. The purchase price comprises approximately $9,750,000 in cash which included closing adjustments and 3,496,463 unregistered shares of Rekor?s common stock. 662,329 of the 3,496,463 shares of the stock consideration will be issued and delivered to the seller on the twelve -month anniversary of the closing date, subject to cutback for working capital adjustments and/or indemnification claims favoring the company, if any.
Rekor Systems, Inc. is engaged in developing and implementing roadway intelligence systems using artificial intelligence (AI) and machine learning. The Company delivers mission-critical traffic and engineering services. It collects, connects and organizes mobility data, and makes it accessible and useful to its customers for real-time insights. Its comprehensive portfolio of products and services offers multiple Internet of things devices for roadside data collection, an array of curated and integrated data sets from a network of transportation ecosystem data providers, as well as platforms, applications, and data streams that have been tailored for use. Its solutions support diverse use cases, data-driven traffic operations and traffic management, real-time incident detection and response, and high-definition video traffic surveillance. Its subsidiaries include Rekor Recognition Systems, Inc., Waycare Technologies, Ltd., Southern Traffic Services, Inc. and All Traffic Data Systems.
Rekor Systems, Inc. completed the acquisition of All Traffic Data Services, LLC from Seaport Capital Partners V, managed by Seaport Capital, LLC and others for for $20.7 million.
REKOR SYSTEMS, INC. 
