Bowman Enters into Agreement to Acquire Surdex ..

Bowman Enters into Definitive Agreement to Acquire Surdex Corporation, Adding High-Altitude Digital Imagery, Digital Mapping and Advanced Geospatial Services

April 3, 2024, Reston, VA – 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 aviation, UAV and image processing 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.