Bowman to Acquire Exeltech, Expanding Bridge Design and Transportation Engineering

Rhea-AI Summary

Bowman Consulting Group (NASDAQ: BWMN) has announced its acquisition of Exeltech Consulting, a Lacey, Washington-based firm specializing in bridge design and transportation infrastructure. The acquisition, expected to close after November 5, 2024, will be financed through a combination of cash, seller term notes, and a convertible note with a $32.32 per share strike price. Exeltech is projected to contribute approximately $7.0 million in annualized net service billing and will immediately be accretive. The company brings expertise in structural engineering, civil engineering, and environmental sciences, serving the Pacific Northwest region through offices in Washington, Oregon, and Montana.

Positive

• Immediate accretive acquisition
• Expected $7.0 million annualized net service billing contribution
• Geographic expansion in Pacific Northwest region
• Complementary service offering expansion in bridge design and transportation infrastructure
• Revenue and utilization synergies expected from existing collaboration

Negative

• Potential shareholder dilution from convertible note issuance

Insights

Financial Analyst

This strategic acquisition strengthens Bowman's market position in transportation infrastructure and bridge design. The deal, valued at approximately $7.0 million in annual revenue, is structured through a mix of cash, seller notes and convertible notes with a $32.32 strike price. The transaction metrics align with Bowman's target multiples and should be immediately accretive to earnings.

The acquisition expands Bowman's service portfolio in high-demand sectors like structural engineering, environmental compliance and transportation infrastructure. The geographic expansion into the Pacific Northwest, coupled with existing collaboration projects, suggests strong potential for revenue synergies and market share growth. The deal structure, including convertible notes, indicates confidence in Bowman's future equity value while preserving cash flexibility.

Infrastructure Engineering Expert

This acquisition significantly enhances Bowman's technical capabilities in specialized infrastructure engineering. Exeltech brings valuable expertise in complex structural projects including bridges, marine facilities and transportation systems. Their experience with federal, state and local requirements for critical infrastructure projects adds substantial value to Bowman's service offerings.

The combination creates opportunities in high-growth sectors like infrastructure rehabilitation, environmental compliance and sustainable design. Exeltech's specialized knowledge in areas such as fish passage improvements and historic structure preservation addresses increasing regulatory and environmental demands. The complementary skill sets and geographic expansion should drive cross-selling opportunities and strengthen competitive positioning in public infrastructure projects.

RESTON, Va.--(BUSINESS WIRE)-- Bowman Consulting Group Ltd. (the “Company” or “Bowman”) (NASDAQ: BWMN), today announced it has entered into a definitive purchase agreement to acquire Exeltech Consulting, Inc. (“Exeltech”) based in Lacey, Washington. Exeltech specializes in bridge design, transportation planning, environmental compliance, civil engineering, landscape architecture, permitting and construction management for owners and operators of transportation infrastructure, transit facilities, ports and harbors, waterfront developments, building structures, and storm drainage and utility systems. Led by Santosh Kuruvilla, PE, SE, PMP, Exeltech serves clients throughout the Pacific Northwest from offices in Washington, Oregon, and Montana.

“Exeltech complements Bowman from both a services and geographic footprint perspective,” said Gary Bowman, chairman and CEO of Bowman. “The structural bridge design and transportation infrastructure experience of the Exeltech team expands the capacity and reach of our rapidly growing national transportation and ports and harbors practices. Their location directly complements our recent FCS acquisition and strengthens our presence in the Pacific Northwest. Given that we’ve already begun collaborating with Exeltech on projects, I expect a meaningful amount of revenue and utilization synergies from this combination.”

“We have steadily grown Exeltech and successfully expanded our reach within our markets, and now we want to extend our reach nationally,” said Santosh Kuruvilla, president of Exeltech. “Joining with Bowman offers us the opportunity to align with a rapidly growing national firm with a commitment to expanding in areas where we are highly experienced. We believe we can be consequential in that effort and look forward to introducing our team’s extensive structural bridge and civil transportation capabilities into Bowman’s portfolio of service offerings.”

Exeltech’s structural engineering team brings extensive expertise in the design, inspection, assessment, repair, retrofit, replacement, load rating, and construction of a wide range of structures. Their knowledge spans local, state, and federal requirements for roadway and pedestrian bridges, grade separations, tunnels, culverts, retaining walls, fixed and floating structures, as well as marinas, piers, wharves, breakwaters, docks, and both new and historic buildings. Exeltech’s civil engineering team supports a wide range of projects, including roadways, roundabouts, pedestrian and bicycle enhancements, parking, parks and trails, airports, marine facilities, railroads, fish passage improvements, culvert replacements and general use site development. Additionally, Exeltech’s environmental sciences team focuses on creating highly constructible, cost-effective designs that deliver the highest degrees of regulatory, environmental and sustainability standards.

Financed with a combination of cash, seller term notes, and a convertible note with a conversion strike price of $32.32 per share, the acquisition conforms with previously discussed target multiples and operating metrics. Bowman anticipates the acquisition will initially operate at an annualized net service billing run rate of approximately $7.0 million and be immediately accretive. Closing is subject to certain usual and customary conditions which the Company expects to be met on or after November 5, 2024. More detailed information on M&A activities, pipeline, and guidance updates are provided in connection with scheduled quarterly and annual communications.

Morrissey Goodale, a specialized management consulting and research firm exclusively serving the architecture, engineering, and environmental consulting industries, initiated the transaction and advised Exeltech.

About Exeltech Consulting, Inc.

Founded in 1989 and subsequently purchased in 1998 by Santosh Kuruvilla, PE, SE, PMP, Exeltech works with state, federal, and local agencies, consultant teams, and private clients. The firm provides design, planning, permitting, and construction management services relating to bridges, roads, transit facilities, waterfront developments, buildings, landscape architecture, site developments and storm drainage and utility systems. Over its nearly 40-year history, the firm has transformed from a bridge engineering firm into a multidisciplinary consulting company providing planning, permitting, design, and construction management for clients’ building, site development, and transportation projects. For more information on Exeltech, their projects, and their services, visit www.xltech.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 2,200 employees and more than 95 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.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241031024964/en/

General Media Contact:

Renee Narvaez

pr@bowman.com

Investor Relations Contacts:

Bruce Labovitz

Betsy Patterson

ir@bowman.com

Source: Bowman Consulting Group

FAQ

What is the expected revenue contribution from Bowman's (BWMN) Exeltech acquisition?

The acquisition is expected to operate at an annualized net service billing run rate of approximately $7.0 million.

When will Bowman's (BWMN) acquisition of Exeltech close?

The acquisition is expected to close on or after November 5, 2024, subject to usual and customary conditions.

How is Bowman (BWMN) financing the Exeltech acquisition?

The acquisition is being financed through a combination of cash, seller term notes, and a convertible note with a conversion strike price of $32.32 per share.

What new services will Bowman (BWMN) gain from the Exeltech acquisition?

Bowman will gain expertise in bridge design, transportation planning, environmental compliance, civil engineering, landscape architecture, and construction management services.