TORONTO, Sept. 1, 2021 /PRNewswire/ - Quarterhill Inc. ("Quarterhill") (TSX: QTRH) (OTCQX: QTRHF), announces that it has closed the previously announced acquisition (the "Acquisition") of 100% of the outstanding equity of Richardson, Texas-based Electronic Transaction Consultants, LLC ("ETC"), an Intelligent Transportation Systems ("ITS") company focused on tolling and mobility systems. Following completion of the Acquisition, Quarterhill now has a leadership position in the U.S. tolling market where ETC serves some of the largest transportation authorities, including those in Texas, California and Illinois.
On a post-synergy basis, within the next 12-18 months, Quarterhill estimates that ETC will generate annualized revenue between $95.0 to $120.0 million and Adjusted EBITDA between $12.5 to $15.0 million. The $150.0 million purchase price for the Acquisition will be satisfied through $75.0 million of cash-on-hand and $75.0 million in syndicated debt. All amounts are in Canadian dollars unless otherwise stated.
"This transformational acquisition establishes Quarterhill as a leader in ITS, delivers scale in the tolling market, an area where we see strong growth trends, and significantly diversifies our future financial results," said Paul Hill, Quarterhill's CEO. "The transaction is also a significant commitment to our M&A strategy in ITS. So far in 2021 we have completed three acquisitions at an aggregate value of almost $160.0 million, demonstrating great progress on our five-year $400 million M&A capital deployment target."
"ETC's tolling business is complementary to IRD's enforcement business and we see significant potential for revenue synergies between the two companies with product and geographic expansion being two areas where they will be able to support one another. ETC also gives us a platform in tolling from which its experienced leadership team will pursue both organic and acquisitive growth opportunities. Governments are increasingly seeking new revenue sources to pay for badly needed infrastructure projects, and we believe our ITS business is well positioned to capitalize on these industry trends."
Financing the Transaction
$75.0 million of the Acquisition price will be funded by Quarterhill's cash-on-hand and $75.0 million by newly established syndicated debt facilities. The debt facilities will include a $63.0 million term debt facility and a $19.0 million revolving credit facility. To pay for the Acquisition, the term debt facility will be drawn in full and $12.0 million will be drawn on the revolving credit facility. Debt financing for the transaction is being provided by a syndicate of banks, which is led by HSBC Bank Canada.
About Electronic Transaction Consultants, LLC
ETC is a leading U.S. intelligent transportation systems provider, developing and delivering best in class solutions for tolling, congestion management, urban mobility, and multimodal transportation needs. ETC's passionate and innovative team has been driving the future of mobility since 1999, with a number of industry firsts, including all electronic tolling (AET), dynamic pricing, agency interoperability, hosted mobility solutions and machine learning.
For over two decades, ETC has delivered sophisticated solutions to many of the U.S.'s largest toll authorities, including state-wide programs, county networks and tolling-specific authorities. ETC's solutions process over two billion transactions annually totaling over $3 billion in revenues for our customers, incorporating the latest in evergreen open-source and SaaS technologies and Big Data architecture through our innovative riteSuite™ products.
About Quarterhill Inc.
Quarterhill is a growth-oriented company in the Intelligent Transportation System (ITS) industry as well as, through its Wi-LAN Inc. subsidiary, a leader in Intellectual Property licensing. Our goal is to execute an investment strategy that capitalizes on attractive growth opportunities within ITS - and its adjacent markets - to become a global leader in that industry. Quarterhill is listed on the TSX under the symbol QTRH and on the OTCQX Best Market under the symbol QTRHF. For more information: www.quarterhill.com