SoundThinking agrees take-private deal with $8 cash and contingent upside

SoundThinking ($SSTI) signed a definitive agreement to be acquired by Transom Capital through a tender offer paying $8.00 per share in cash plus a non-transferable contingent value right. The right could add up to $3.00 per share if specified revenue milestones are achieved. The upfront consideration implies an enterprise value of approximately $114 million; the maximum contingent payment would increase that figure to about $159 million.

The $8.00 cash component represents a 46% premium to the preceding closing price. Holders of roughly 33% of outstanding stock have agreed to tender their shares. The transaction would take the public-safety technology supplier private, but completion is expected only in the fourth quarter and requires a majority tender and other conditions. The additional $3.00 is not guaranteed and depends on ShotSpotter and SafePointe revenue performance.

Sources:

• Issuer release