AirIQ acquires assets from IoT services company

Executive Summary

• AirIQ Inc. has acquired specific assets, including customers, video telematics software, URLs, licenses, and marketing assets, from a private IoT services company.
• The acquisition includes a customer base with over 1,000 devices generating approximately $450,000 in annual recurring revenue (ARR) with margins exceeding 70%, alongside $300,000 in hardware revenue and $225,000 in EBITDA over the prior 12 months.
• The total purchase price is up to $850,000, funded by operating cash on hand, with a portion held in escrow and potential earnout incentives tied to gross profit growth.

Key Details

• Transaction Structure: Acquisition of assets (customers, software, URLs, licenses, marketing assets) from a privately held IoT services company.
• Closing Date: October 31, 2025.
• Financial Performance of Acquired Assets (Previous 12 Months):
  • Annual Recurring Revenue (ARR): ~$450,000 (from >1,000 devices).
  • ARR Margins: >70%.
  • Hardware Revenues: ~$300,000.
  • EBITDA: ~$225,000.
  • Note: These amounts are unaudited.
• Purchase Price and Payment Terms:
  • Maximum Purchase Price: $850,000.
  • Cash Paid on Closing: $600,000.
  • Escrow: $150,000 held in escrow.
  • Earnout: Up to $100,000 contingent on achieving specific increases in gross profit dollars during the 12 months following closing.
  • Closing costs are excluded from the purchase price.
• Financing: The acquisition is being financed entirely by operating cash on hand.
• Transition Services: A one-year transition services agreement has been entered into with the principals of the acquired business to ensure smooth transition of customers, know-how, operating processes, and sales growth.
• Strategic Rationale: The acquisition provides immediate access to high-margin recurring revenue and a new video telematics solution offering, which meets immediate demand from customer opportunities in AirIQ's growth channels.

Notable Quotes

• "We are pleased to have been able to acquire these strategic assets. The immediate positive impact of the acquired base of customers with high margin recurring revenues provides another significant step forward in our growth strategy," stated Mike Robb, president and chief executive officer of AirIQ.
• "The acquired assets also include a new video telematics solution offering for which the company has immediate demand from customer opportunities in our growth channels," continued Mr. Robb.