Mountain View, California, May 25, 2023 /PRNewswire/ — Applied Intuition, Inc.Equipment and software provider for autonomous vehicle development and Embark Technology, Inc. (NASDAQ: EMBKAn independent trucking software company announced today that the companies have entered into a definitive merger agreement. Under the terms of the agreement, Applied will acquire Embark in an all-cash transaction of approximately equal value 71 million dollars.
In the year Founded in 2016, Embark has built a robust standalone software stack that uses machine learning methods for intelligence based on security-recursive computing systems. Embark has also developed a custom-built hardware platform optimized for autonomy and has conducted extensive real-world testing and system deployment with more than 1.5 million miles of autonomous operations on highways.
Its implementation objective is to integrate Embark’s internal tools, data and software assets to further enhance its offerings to customers in the trucking and automotive industries. Embark plans to release a fleet of test vehicles as part of the transaction. Key Embark employees are expected to stay on to support Applied and expand the company’s suite of product offerings.
“We are thrilled to acquire Embark,” said Kasar Younis, co-founder and CEO of Action Intuition. “This acquisition will allow us to advance our products and solve more unique and complex challenges for our customers. We respect Embark’s work in the autonomous vehicle industry and look forward to leveraging their expertise to better serve our global customer base.”
“Today marks an exciting and new chapter for Embark,” he said. Alex Rodriguez, co-founder and CEO of Embark. “I want to thank all past and present employees for their contributions over the past seven years. I appreciate everything they’ve done for the company, and I can’t wait to see where Applied takes the technology we’ve built.”
In accordance with the terms of the agreement, which were unanimously approved by the Board of Directors of both companies, Embark shareholders will receive 2.88 dollars A share in cash. The deal came after Embark. March 3, 2023 advertisement It was in the process of researching, evaluating and evaluating various possible strategic options.
The transaction is expected to close in Q3 2023 and is subject to approval by Embark shareholders and other customary closing conditions. Upon completion of the transaction, Embark’s shares and securities will cease trading on NASDAQ, and Embark will become a privately held company.
Counselors
Goodwin Procter LLP is serving as legal counsel to Applied Intuition. Evercore is serving as financial advisor. Wilson Sonsini Goodrich & Rosati, PC is serving as legal counsel to Embark and the transaction committee. Houlihan Lokey Provided additional financial advisory services to Embark’s marketing committee.
Practical understanding
Applied Intuition’s mission is to accelerate the world’s adoption of secure and intelligent machines. The company’s software solutions make it easy to bring fast, secure and autonomous systems to market. Autonomy programs across industries and 17 of the top 20 global automotive OEMs rely on Applied’s solutions to develop, test and deploy autonomous systems at scale. Learn more at https://applied.co.
About Embark
Embark Technology, Inc. (NASDAQ: EMBK) is an autonomous vehicle company that develops software-powered autonomous trucks focused on improving safety, efficiency and sustainability. In the headquarters San Francisco, California In the year Since its inception in 2016, Emark has partnered with some of the largest shippers and carriers in the America.
More information and where to find it
Embark Technology, Inc. (“Embark”), the directors and certain executive officers of Embark by Applied Intuition, Inc. (“Transaction”) are participants in soliciting proxies of shares in connection with the pending purchase. Embark plans to file a proxy statement (transaction proxy statement) with the Securities and Exchange Commission (“SEC”) in connection with the request for proxies to approve the transaction. The above information can be found in Embark’s Annual Report on Form 10-K for the fiscal year just ended. December 31, 2022 (“2022 Annual Report”), which has been filed with the SEC March 28, 2023. To the extent Embark’s ownership of Stocks has changed since the amounts set forth in the 2022 Annual Report, such changes will be reflected in the change in ownership statements filed with the SEC.
Embark will mail a proxy card to each shareholder entitled to vote at the special meeting to consider the transaction immediately after filing a valid transaction proxy statement with the SEC. Stockholders are encouraged to read the transaction proxy statement (including amendments or supplements) and any other related documents that Embark will file with Sec. Stockholders may obtain free of charge the first and final versions of the transaction proxy statement, any amendments or supplements thereto, and other related documents filed by Embark with the SEC in connection with the transaction at the SEC’s website (https://www.sec.gov). Embark’s definitive transaction proxy statement, amendments or supplements, and other related documents filed by Embark with the SEC in connection with the transaction are available free of charge on Embark’s Investor Relations website.https://investors.embarktrucks.com).
Forward-looking statements
This communication contains forward-looking statements that involve risks and uncertainties, including statements regarding the transaction, including the timing of the closing of the transaction, proposals considered by Embark’s board of directors in approving the transaction; expectations for Embark following the closing of the transaction; and expectations for Embark if the transaction does not close. Such forward-looking statements are subject to inherent risks and uncertainties, including those related to: (i) the possibility that the conditions to the closing of the transaction may not be met, including the risk that approval of the transaction will be required from Embark’s stockholders; Obtained on time or in full; (ii) the occurrence of any events, changes or other circumstances that may give rise to the right to terminate the transaction, including those requiring the payment of a termination fee; (iii) uncertainty regarding the timing of completion of the transaction and the ability of each party to complete the transaction; (iv) the nature, cost and effect of legal proceedings that may be brought against the parties and others related to the transaction; (v) the effect of a transaction announcement or transfer of Embark’s assets, liabilities or financial condition; (vi) the amount of costs, fees, expenses and charges related to the merger agreement or the transaction; (vii) Embark’s stock price may fluctuate during the pendency of the transaction and may decline significantly if the transaction is not completed, and (viii) other risks and uncertainties detailed in its current reports filed with the SEC, including the 2022 Annual Report and Quarterly Report on Form 10-Q; Conditions May 15, 2022Each can be found on the Investor Relations section of Imbarak’s website (https://investors.embarktrucks.com). If any of these risks or uncertainties occur, or if any of Embark’s assumptions prove incorrect, Embark’s actual results could differ materially from the results expressed or implied by these forward-looking statements. All forward-looking statements in this communication are based on information provided to Embark as of the date of this communication, and Embark undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date. except as provided by law.
SOURCE Applied understanding
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