MOUNTAIN VIEW, Calif., Would possibly 25, 2023 /PRNewswire/ — Applied Intuition, Inc., a tooling and instrument supplier for self reliant car building, and Embark Technology, Inc. (NASDAQ: EMBK), an self reliant trucking instrument corporate, these days introduced that the firms have entered right into a definitive merger settlement. Below the settlement, Applied will gain Embark in an all-cash transaction with an fairness price of roughly $71 million.
Based in 2016, Embark has constructed a strong self reliant instrument stack that makes use of system finding out methodologies for belief whilst depending on a safety-redundant compute machine. Embark additionally advanced a custom-built {hardware} platform optimized for autonomy and has carried out intensive real-world trying out and machine deployment, with over 1.5 million miles of self reliant operations performed on highways.
Applied targets to combine Embark’s inner equipment, information, and instrument belongings to additional fortify its choices for purchasers within the trucking and automobile industries. Embark plans to retire its fleet of take a look at automobiles as a part of the transaction. Key Embark workers are anticipated to stay to fortify Applied and extend the corporate’s suite of product choices.
“We’re excited to procure Embark,” stated Qasar Younis, Co-Founder and CEO of Applied Intuition. “This acquisition will have to permit us to advance our merchandise and resolve extra particular, advanced demanding situations for our consumers. We recognize the paintings Embark has achieved within the self reliant car business and stay up for leveraging their experience to higher serve our world buyer base.”
“Lately marks a thrilling, new bankruptcy for Embark,” stated Alex Rodrigues, Co-Founder and CEO of Embark. “I wish to thank all previous and provide workers for his or her contributions during the last seven years. I admire the entirety they have got achieved for the corporate, and I can’t wait to peer the place Applied takes the era now we have constructed.”
Below the phrases of the settlement, which has been licensed unanimously via the forums of administrators of each firms, Embark shareholders will obtain $2.88 in line with proportion in coins. The settlement comes after Embark’s March 3, 2023 announcement that it used to be enticing in a procedure to discover, evaluation, and overview a variety of possible strategic possible choices.
The transaction is predicted to near in Q3 2023 and is topic to approval via Embark shareholders and different commonplace remaining stipulations. Upon of completion of the transaction, Embark stocks and warrants will stop buying and selling on NASDAQ, and Embark will turn out to be a privately held corporate.
Advisors
Goodwin Procter LLP is serving as felony suggest to Applied Intuition. Evercore is serving as monetary guide and Wilson Sonsini Goodrich & Rosati, P.C. is serving as felony suggest to Embark and its Transaction Committee. Houlihan Lokey supplied further monetary advisory services and products to Embark’s Transaction Committee.
About Applied Intuition
Applied Intuition’s project is to boost up the arena’s adoption of secure and clever machines. The corporate’s instrument answers make it sooner, more secure, and more straightforward to deliver self reliant techniques to marketplace. Autonomy techniques throughout industries and 17 of the highest 20 world automobile OEMs depend on Applied’s answers to expand, take a look at, and deploy self reliant techniques at scale. Be informed extra at https://applied.co.
About Embark
Embark Technology, Inc. (NASDAQ: EMBK) is an self reliant car corporate construction the instrument powering self reliant vehicles, fascinated about bettering security, potency, and sustainability. Headquartered in San Francisco, CA since its founding in 2016, Embark has partnered with one of the vital greatest shippers and carriers in the US.
Further Knowledge and The place to To find It
Embark Technology, Inc. (“Embark”), its administrators and sure govt officials are individuals within the solicitation of proxies from stockholders in reference to the pending acquisition of Embark via Applied Intuition, Inc. (the “Transaction”). Embark plans to record a proxy commentary (the “Transaction Proxy Commentary”) with the Securities and Trade Fee (the “SEC”) in reference to the solicitation of proxies to approve the Transaction. More information referring to such individuals, together with their direct or oblique pursuits, via safety holdings or differently, will probably be integrated within the Transaction Proxy Commentary and different related paperwork to be filed with the SEC in reference to the Transaction. Knowledge with regards to the foregoing may also be present in Embark’s Annual File on Shape 10-Ok for the fiscal yr ended December 31, 2022 (the “2022 Annual File”), which used to be filed with the SEC on March 28, 2023. To the level that holdings of Embark’s securities have modified for the reason that quantities set forth within the 2022 Annual File, such adjustments had been or will probably be mirrored on Statements of Alternate in Possession on Shape 4 filed with the SEC.
Promptly after submitting the definitive Transaction Proxy Commentary with the SEC, Embark will mail the definitive Transaction Proxy Commentary and a proxy card to each and every stockholder entitled to vote on the particular assembly to imagine the Transaction. STOCKHOLDERS ARE URGED TO READ THE TRANSACTION PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT EMBARK WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders would possibly download, without spending a dime, the initial and definitive variations of the Transaction Proxy Commentary, any amendments or dietary supplements thereto, and some other related paperwork filed via Embark with the SEC in reference to the Transaction on the SEC’s web page (https://www.sec.gov). Copies of Embark’s definitive Transaction Proxy Commentary, any amendments or dietary supplements thereto, and some other related paperwork filed via Embark with the SEC in reference to the Transaction can also be to be had, without spending a dime, at Embark’s investor members of the family web page (https://investors.embarktrucks.com).
Ahead-Taking a look Statements
This communique incorporates forward-looking statements that contain dangers and uncertainties, together with statements in regards to the Transaction, together with the predicted timing of the remaining of the Transaction; issues taken under consideration via Embark’s Board of Administrators in approving the Transaction; expectancies for Embark following the remaining of the Transaction; and expectancies for Embark if the Transaction does now not shut. Such forward-looking statements are topic to inherent dangers and uncertainties, together with the ones related to: (i) the chance that the stipulations to the remaining of the Transaction don’t seem to be happy, together with the chance that required approvals from Embark’s stockholders for the Transaction don’t seem to be got on a well timed foundation or in any respect; (ii) the prevalence of any tournament, exchange or different cases that would give upward push to the suitable to terminate the Transaction, together with in cases requiring Embark to pay a termination price; (iii) uncertainties as to the timing of the consummation of the Transaction and the power of each and every birthday party to consummate the Transaction; (iv) the character, price and result of any felony continuing that can be instituted in opposition to the events and others with regards to the Transaction; (v) the impact of the announcement or pendency of the Transaction on Embark’s belongings, liabilities or monetary situation; (vi) the quantity of the prices, charges, bills and fees associated with the merger settlement or the Transaction; (vii) the chance that Embark’s inventory value would possibly vary throughout the pendency of the Transaction and would possibly decline considerably if the Transaction isn’t finished; and (viii) different dangers and uncertainties detailed within the periodic studies that Embark recordsdata with the SEC, together with the 2022 Annual File and the Quarterly File on Shape 10-Q filed with the SEC on Would possibly 15, 2022, each and every of that may be got at the investor members of the family phase of Embark’s web page (https://investors.embarktrucks.com). If any of those dangers or uncertainties materialize, or if any of Embark’s assumptions turn out fallacious, Embark’s exact effects may range materially from the effects expressed or implied via those forward-looking statements. All forward-looking statements on this communique are in response to data to be had to Embark as of the date of this communique, and Embark does now not think any legal responsibility to replace the forward-looking statements supplied to replicate occasions that happen or cases that exist after the date on which they have been made, except for as required via legislation.
SOURCE Applied Intuition
