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Rekor Systems, Inc. — M&A Activity 2022
May 16, 2022
33647_rns_2022-05-16_7079aa93-f91c-4570-acdd-790210cc5f97.zip
M&A Activity
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 16, 2022 ________
| REKOR SYSTEMS, INC. |
|---|
| (Exact name of registrant as specified in its charter) |
| Delaware | 001-38338 | 81-5266334 |
|---|---|---|
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
6721 Columbia Gateway Drive , Suite 400 , Columbia , MD 21046
(Address of Principal Executive Offices)
Registrant's Telephone Number, Including Area Code: ( 410 ) 762-0800
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.0001 par value per share | REKR | The Nasdaq Stock Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
On May 16, 2022, Rekor Systems, Inc. (the “Company”) issued a press release announcing that it has entered into a letter of intent with Southern Traffic Services (“STS”) to acquire STS for a total purchase price of up to $14.5 million, including potential earnouts based on the achievement of certain performance metrics. The Company’s acquisition of STS remains subject to entry into a definitive acquisition agreement, completion of confirmatory due diligence and satisfaction of closing conditions. A copy of the press release is filed herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release dated May 16, 2022. |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| REKOR SYSTEMS, INC. | |
|---|---|
| Date: May 16, 2022 | /s/ Robert A. Berman |
| Name: Robert A. Berman Title: Chief Executive Officer |
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