Tempo Automation Holdings, Inc. (NasdaqGM:TMPO) agreed to acquire Optimum Design Associates, Inc. from Nick Barbin and Roger Hileman for $18.1 million on March 25, 2023. Tempo Automation will acquire Optimum for consideration of up to $6.8 million in cash, to be paid in three installments over one year, 4,400,000 shares of common stock, to be awarded within five days of the closing date of the Securities Purchase Agreement, and up to $7.5 million in additional consideration, to be awarded in the future dependent on the financial performance of Optimum. Tempo Automation will pay $2.8 million of $6.8 million cash portion on closing and remaining $1.5 million on the six-month anniversary and $2.5 million on the 12-month anniversary. Tempo Automation Holdings, Inc will issue Convertible Promissory Note to fund the deal. Thomas G. Brandt and Ryan J. Maierson of Latham & Watkins LLP acted as legal advisor to Tempo Automation Holdings, Inc.

The agreement for Tempo Automation Holdings, Inc. (NasdaqGM:TMPO) to acquire Optimum Design Associates, Inc. from Nick Barbin and Roger Hileman was terminated on August 1, 2023.