Bowman Consulting Group Ltd. (the “Company” or “Bowman”)
(NASDAQ: BWMN), a national engineering services firm delivering
infrastructure solutions to customers who own, develop, and
maintain the built environment, announced it has entered into a
definitive agreement to acquire St. Louis-based Surdex Corporation
(“Surdex”), a geospatial and engineering services firm providing
low-, medium- and high-altitude digital orthoimagery, advanced
high-resolution LiDAR, intelligent digital mapping, 3D hydrography,
and disaster mapping. The acquisition is subject to usual and
customary closing conditions and is expected to formally close by
April 10, 2024.
Founded in 1954 by veteran Navy pilot Earl R. Hoffmann, Sr.,
Surdex has grown from a small aerial photography firm to one of the
most technologically advanced digital imagery and mapping firms in
the nation. Led by current president Ron Hoffmann, the firm
operates a fleet of ten single- and twin-engine aircraft in
addition to unmanned aerial vehicles (UAVs) to provide high and
low-altitude geospatial solutions for both public and private
sector customers. By combining traditional photogrammetric
processes with state-of-the-art technology, Surdex provides
reliable and accurate geospatial data with resolutions that make
the imagery extremely flexible and valuable. Surdex possesses the
in-house resources and skilled professional workforce necessary to
undertake virtually any photogrammetric mapping project with any
combination of digital orthoimagery, LiDAR, and/or digital
topographic or planimetric mapping.
Digital orthoimagery is seamless and extremely accurate imagery
of the Earth’s surface. It is used for GIS, intelligent mapping,
and geospatial analysis. Surdex develops geospatial mapping and
digital orthoimagery that enables federal, state, and local
governments to view, measure, and analyze extremely high-resolution
data tied to identified geographic features. Applications for
Surdex services include infrastructure planning, resource
management, roadway planning and development, environmental
studies, tax assessment, and disaster response planning. Operating
under entrenched, long-term relationships, Surdex serves a variety
of public sector customers and contracts including multiple state
departments of transportation, the US Department of Agriculture,
the US Geological Survey, the US Army Corps of Engineers, and other
state and local government agencies.
“The acquisition of Surdex will align well with our strategic
objectives of expanding our geospatial service offerings, growing
our public sector market presence, and increasing the average size
of our acquisitions,” said Gary Bowman, chairman and CEO of Bowman.
“Surdex’s portfolio of high-resolution image capture, orthoimage
processing, and digital mapping services provides tremendous
revenue synergy opportunities with our customers. Adding
state-of-the-art, high-altitude services to Bowman’s extensive
array of terrestrial and low-altitude capabilities will create a
compelling suite of full-service geospatial solutions. From the
outset, the Surdex operation will realize savings by utilizing
Bowman’s current survey resources and Bowman will experience cost
savings by accessing Surdex’s high-volume image processing
resources. We believe this acquisition will be transformational for
our geospatial business and look forward to quickly integrating our
teams and capabilities.”
“Bowman’s size and access to the broader engineering services
market is what attracted us to this transaction,” said Ron
Hoffmann, president of Surdex. “We have been a family business for
almost 70 years and because of that, we were very selective about
who we would entrust with this transition. Over the past several
months, we have become extremely confident in our conclusion that
partnering with Bowman is the right decision for our business, our
employees, and our customers.”
The Company expects Surdex will initially operate at an
annualized net service billing run rate of approximately $28
million. The negotiated purchase price of $44 million includes all
Surdex assets and will be comprised of a combination of cash,
seller notes and 505,541 shares of Bowman common stock valued for
the purpose of this transaction at a fixed price of $37.58 per
share and subject to a six-month lock-up agreement. Bowman noted
that while the purchase price multiple on adjusted EBITDA is at the
higher end of its target range, the acquisition is expected to be
immediately accretive with respect to adjusted EBITDA per share (a
non-GAAP metric). More detailed information on M&A activities,
pipeline, and guidance updates will be provided in connection with
the Company’s scheduled quarterly and annual communications.
About Surdex Corporation
Serving clients since 1954, Surdex offers high-resolution
orthoimagery, LiDAR, and digital mapping services to public sector
and private industries. Whether an assignment involves developing
intelligent mapping or delivering data for mapping software, Surdex
offers a full-service suite of the highest-quality aerial imagery,
data and mapping products, technical resources, and support to meet
all geospatial goals. Surdex provides clients with custom imagery
and mapping products utilizing a fleet of specialized aircraft
equipped with large- and medium-format digital sensors including
the PHASE ONE Pas Pana "Blackbird" digital cameras, Leica ADS100
Airborne Digital Sensors, the Leica DMC-1 Digital Frame Camera and
Optech T2000 LiDAR sensors. Clients and assignments include
collection of digital mapping data for roadway engineers to plan
transportation and infrastructure projects, collecting and
processing geospatial data for federal agencies and local
governments, delivering imagery for energy and utility companies,
rapid reaction imagery for disaster response, and producing
pipeline mapping LiDAR data for the oil and gas industry. For more
information on Surdex, their projects, and their services, visit
www.surdex.com.
About Bowman Consulting Group Ltd.
Headquartered in Reston, Virginia, Bowman is a national
engineering services firm delivering infrastructure solutions to
customers who own, develop, and maintain the built environment.
With over 2,000 employees and more than 90 offices throughout the
United States, Bowman provides a variety of planning, engineering,
geospatial, construction management, commissioning, environmental
consulting, land procurement and other technical services to
customers operating in a diverse set of regulated end markets.
Bowman trades on the Nasdaq under the symbol BWMN. For more
information, visit bowman.com or investors.bowman.com.
Forward-Looking Statements
This press release may contain “forward-looking statements”
within the meaning of the safe harbor provisions of the U.S.
Private Securities Litigation Reform Act of 1995. All statements
contained in this press release other than statements of historical
fact, including statements regarding our future results of
operations and financial position, business strategy and plans and
objectives for future operations, are forward-looking statements
and represent our views as of the date of this press release. The
words “anticipate”, “believe”, “continue”, “estimate”, “expect”,
“intend”, “may”, “will”, “goal” and similar expressions are
intended to identify forward-looking statements. We have based
these forward-looking statements on our current expectations and
projections about future events and financial trends that we
believe may affect our financial condition, results of operations,
business strategy, short-term and long-term business operations and
objectives and financial needs. These forward-looking statements
are subject to several assumptions and risks and uncertainties,
many of which involve factors or circumstances that are beyond our
control that could affect our financial results. The Company
cautions that these statements are qualified by important factors
that could cause actual results to differ materially from those
reflected by the forward-looking statements contained in this news
release. Such factors include: (a) changes in demand from the local
and state government and private clients that we serve; (b) general
economic conditions, nationally and globally, and their effect on
the market for our services; (c) competitive pressures and trends
in our industry and our ability to successfully compete with our
competitors; (d) changes in laws, regulations, or policies; and (e)
the “Risk Factors” set forth in the Company’s most recent SEC
filings. Considering these risks, uncertainties and assumptions,
the future events and trends discussed in this press release may
not occur and actual results could differ materially and adversely
from those anticipated or implied in any forward-looking
statements. Except as required by law, we are under no obligation
to update these forward-looking statements after the date of this
press release, or to update the reasons if actual results differ
materially from those anticipated in the forward-looking
statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20240402970569/en/
General Media Contact: Christina Nichols
cnichols@bowman.com
Investor Relations Contacts: Bruce Labovitz ir@bowman.com
Betsy Patterson ir@bowman.com
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