Iteris,
Inc. (NASDAQ: ITI), the global leader in applied informatics for
transportation and agriculture, today announced that it has entered into
a definitive agreement to acquire Albeck
Gerken, Inc., a privately held traffic operations engineering
services provider headquartered in Tampa, Florida, with offices in
Orlando (FL), Virginia Beach (VA) and Chadds Ford (PA).
Under the terms of the agreement, Iteris will acquire Albeck Gerken for
a total purchase price of $10.7 million to be paid in cash and stock,
with the ability for key principals to realize an additional $2.3
million in other incentives over three years from the date of close. The
proposed acquisition is expected to close on July 2, 2019. For the
fiscal year ending December 31, 2018, Albeck Gerken’s audited GAAP
revenue was $8.1 million and EBITDA was $2.0 million.
Albeck Gerken has developed a reputation for exceptional traffic
operations engineering and consulting expertise, particularly in
Florida, which is one of the most robust markets in the U.S. for smart
transportation, with the Florida Department of Transportation (FDOT)
having committed $49.9 billion of investment over a five-year period.
The company operates its own state-of-the-art traffic management
facility, including a traffic management center, traffic operations lab
and training center, from its headquarters in Tampa. Albeck Gerken
bundles these captive assets with its traffic operations engineering
services to yield a highly leveraged operating model. Albeck Gerken also
possesses significant capabilities in transportation systems management
and operations, and integration and managed services.
In addition to the Florida market, Albeck Gerken services cities and
states in the Midwest and Mid-Atlantic. As all of these regional markets
represent established or strategic geographies for Iteris, the
combination of the two entities will result in improved geographic
density for Iteris. The combined total value of Albeck Gerken’s current
contracts across all geographic markets is approximately $16 million.
“We look forward to integrating Albeck Gerken into the Iteris family,”
said Joe Bergera, president and CEO of Iteris. “The combination will
expand Iteris’ strategic footprint in Florida, one of the nation’s most
robust smart transportation markets, as well as enhance our existing
position in the Mid-Atlantic and Midwest markets. Additionally, we
intend to utilize Albeck Gerken’s world-class traffic management
facility to advance our Iteris intersection-as-a-service™
offering, which is a software-enabled managed service that Iteris offers
nationwide.”
“We are thrilled with the opportunity to join Iteris’ industry-leading
intelligent transportation systems team under the proposed acquisition
agreement,” said Jeff Gerken, president of Albeck Gerken. “As part of
the Iteris family, Albeck Gerken’s extensive traffic operations
engineering and consulting experience will continue to improve the lives
of citizens and travelers in Florida and across the nation.”
Florida is a strategic geography for Iteris, with recent contract awards
including a connected and automated vehicle technologies project
with the Lee County Board of County Commissioners, a regional traffic
management center operations and staffing engagement
with FDOT, and a smart transportation initiative
with the City of Gainesville.
About Iteris, Inc.
Iteris is the global leader in applied informatics for transportation
and agriculture, turning big data into big breakthrough solutions. We
collect, aggregate and analyze data on traffic, roads, weather, water,
soil and crops to generate precise informatics that lead to safer
transportation and smarter farming. Municipalities, government agencies,
crop science companies, farmers and agronomists around the world use our
solutions to make roads safer and travel more efficient, as well as
farmlands more sustainable, healthy and productive. Visit www.iteris.com
for more information and join the conversation on Twitter,
LinkedIn
and Facebook.
Iteris Forward-Looking Statements
This release may contain forward-looking statements, which speak only as
of the date hereof and are based upon our current expectations and the
information available to us at this time. Words such as “believes,”
“anticipates,” “expects,” “intends,” “plans,” “seeks,” “estimates,”
“may,” “should,” “will,” “can,” and variations of these words or similar
expressions are intended to identify forward-looking statements. These
statements include, but are not limited to, statements about the impact
and expected benefits of the proposed acquisition. Such statements are
not guarantees of future performance and are subject to certain risks,
uncertainties, and assumptions that are difficult to predict, and actual
results could differ materially and adversely from those expressed in
any forward-looking statements as a result of various factors.
Important factors that may cause such a difference include, but are not
limited to, our ability to retain, integrate and incentivize the
acquired company’s employees; our ability to leverage and expand the
acquired company’s business and its operations model together with our
strategic direction; integration of the acquired company without any
material disruptions to the company or its businesses; general
challenges to introduce, transition and market an acquired company’s
business with our transportation business; successfully develop,
complete, roll out and gain broad market acceptance of the acquired
engineering and consulting services; and the impact of general economic,
political and other conditions in the markets we address. Further
information on Iteris, Inc., including additional risk factors that may
affect our forward-looking statements, is contained in our Annual Report
on Form 10-K, our Quarterly Reports on Form 10-Q, our Current Reports on
Form 8-K, and our other SEC filings that are available through the SEC’s
website (www.sec.gov).
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