MOUNTAIN VIEW, Calif., Might 25, 2023 /PRNewswire/ — Applied Intuition, Inc., a tooling and software program provider for autonomous car improvement, and Embark Technologies, Inc. (NASDAQ: EMBK), an autonomous trucking software program corporation, currently announced that the providers have entered into a definitive merger agreement. Below the agreement, Applied will obtain Embark in an all-money transaction with an equity worth of roughly $71 million.
Founded in 2016, Embark has constructed a robust autonomous software program stack that utilizes machine mastering methodologies for perception although relying on a security-redundant compute program. Embark also created a custom-constructed hardware platform optimized for autonomy and has performed substantial genuine-planet testing and program deployment, with more than 1.five million miles of autonomous operations performed on highways.
Applied aims to integrate Embark’s internal tools, information, and software program assets to additional boost its offerings for buyers in the trucking and automotive industries. Embark plans to retire its fleet of test autos as aspect of the transaction. Important Embark workers are anticipated to stay to assistance Applied and expand the company’s suite of item offerings.
“We are excited to obtain Embark,” stated Qasar Younis, Co-Founder and CEO of Applied Intuition. “This acquisition need to allow us to advance our items and resolve additional precise, complicated challenges for our buyers. We respect the function Embark has achieved in the autonomous car market and appear forward to leveraging their experience to greater serve our worldwide client base.”
“Now marks an fascinating, new chapter for Embark,” stated Alex Rodrigues, Co-Founder and CEO of Embark. “I would like to thank all previous and present workers for their contributions more than the previous seven years. I appreciate every thing they have performed for the corporation, and I can’t wait to see exactly where Applied requires the technologies we have constructed.”
Below the terms of the agreement, which has been authorized unanimously by the boards of directors of each providers, Embark shareholders will get $two.88 per share in money. The agreement comes immediately after Embark’s March three, 2023 announcement that it was engaging in a course of action to discover, assessment, and evaluate a variety of possible strategic options.
The transaction is anticipated to close in Q3 2023 and is topic to approval by Embark shareholders and other customary closing situations. Upon completion of the transaction, Embark shares and warrants will cease trading on NASDAQ, and Embark will grow to be a privately held corporation.
Advisors
Goodwin Procter LLP is serving as legal counsel to Applied Intuition. Evercore is serving as economic advisor and Wilson Sonsini Goodrich & Rosati, P.C. is serving as legal counsel to Embark and its Transaction Committee. Houlihan Lokey offered added economic advisory solutions to Embark’s Transaction Committee.
About Applied Intuition
Applied Intuition’s mission is to accelerate the world’s adoption of secure and intelligent machines. The company’s software program options make it more quickly, safer, and less difficult to bring autonomous systems to marketplace. Autonomy applications across industries and 17 of the major 20 worldwide automotive OEMs rely on Applied’s options to create, test, and deploy autonomous systems at scale. Discover additional at https://applied.co.
About Embark
Embark Technologies, Inc. (NASDAQ: EMBK) is an autonomous car corporation developing the software program powering autonomous trucks, focused on enhancing security, efficiency, and sustainability. Headquartered in San Francisco, CA considering that its founding in 2016, Embark has partnered with some of the biggest shippers and carriers in the United States.
More Information and facts and Exactly where to Obtain It
Embark Technologies, Inc. (“Embark”), its directors and particular executive officers are participants in the solicitation of proxies from stockholders in connection with the pending acquisition of Embark by Applied Intuition, Inc. (the “Transaction”). Embark plans to file a proxy statement (the “Transaction Proxy Statement”) with the Securities and Exchange Commission (the “SEC”) in connection with the solicitation of proxies to approve the Transaction. More info relating to such participants, such as their direct or indirect interests, by safety holdings or otherwise, will be integrated in the Transaction Proxy Statement and other relevant documents to be filed with the SEC in connection with the Transaction. Information and facts relating to the foregoing can also be discovered in Embark’s Annual Report on Type ten-K for the fiscal year ended December 31, 2022 (the “2022 Annual Report”), which was filed with the SEC on March 28, 2023. To the extent that holdings of Embark’s securities have changed considering that the amounts set forth in the 2022 Annual Report, such alterations have been or will be reflected on Statements of Modify in Ownership on Type four filed with the SEC.
Promptly immediately after filing the definitive Transaction Proxy Statement with the SEC, Embark will mail the definitive Transaction Proxy Statement and a proxy card to each and every stockholder entitled to vote at the unique meeting to look at the Transaction. STOCKHOLDERS ARE URGED TO Study THE TRANSACTION PROXY STATEMENT (Such as ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT EMBARK WILL FILE WITH THE SEC WHEN THEY Develop into Readily available Since THEY WILL Include Significant Information and facts. Stockholders may possibly acquire, totally free of charge, the preliminary and definitive versions of the Transaction Proxy Statement, any amendments or supplements thereto, and any other relevant documents filed by Embark with the SEC in connection with the Transaction at the SEC’s web site (https://www.sec.gov). Copies of Embark’s definitive Transaction Proxy Statement, any amendments or supplements thereto, and any other relevant documents filed by Embark with the SEC in connection with the Transaction will also be out there, totally free of charge, at Embark’s investor relations web site (https://investors.embarktrucks.com).
Forward-Seeking Statements
This communication consists of forward-hunting statements that involve dangers and uncertainties, such as statements relating to the Transaction, such as the anticipated timing of the closing of the Transaction considerations taken into account 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-hunting statements are topic to inherent dangers and uncertainties, such as these connected with: (i) the possibility that the situations to the closing of the Transaction are not happy, such as the danger that essential approvals from Embark’s stockholders for the Transaction are not obtained on a timely basis or at all (ii) the occurrence of any occasion, modify or other situations that could give rise to the suitable to terminate the Transaction, such as in situations requiring Embark to spend a termination charge (iii) uncertainties as to the timing of the consummation of the Transaction and the capability of each and every celebration to consummate the Transaction (iv) the nature, price and outcome of any legal proceeding that may possibly be instituted against the parties and other people relating to the Transaction (v) the impact of the announcement or pendency of the Transaction on Embark’s assets, liabilities or economic situation (vi) the quantity of the charges, costs, expenditures and charges connected to the merger agreement or the Transaction (vii) the danger that Embark’s stock value may possibly fluctuate throughout the pendency of the Transaction and may possibly decline substantially if the Transaction is not completed and (viii) other dangers and uncertainties detailed in the periodic reports that Embark files with the SEC, such as the 2022 Annual Report and the Quarterly Report on Type ten-Q filed with the SEC on Might 15, 2022, each and every of which may possibly be obtained on the investor relations section of Embark’s web site (https://investors.embarktrucks.com). If any of these dangers or uncertainties materialize, or if any of Embark’s assumptions prove incorrect, Embark’s actual final results could differ materially from the final results expressed or implied by these forward-hunting statements. All forward-hunting statements in this communication are primarily based on info out there to Embark as of the date of this communication, and Embark does not assume any obligation to update the forward-hunting statements offered to reflect events that take place or situations that exist immediately after the date on which they had been created, except as essential by law.
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