SoundThinking to be Acquired by Transom Capital Group for Up to $11.00 per Share

SoundThinking, Inc. has entered into a definitive merger agreement under which Transom Capital Group will acquire the company. The transaction is structured as a tender offer followed by a second-step merger, with the deal expected to close in the fourth quarter of 2026.

Under the terms of the agreement, Transom will commence a tender offer to purchase all outstanding shares of SoundThinking common stock. Each share will be acquired for $8.00 in cash, plus one non-transferable contingent value right (CVR). The CVR entitles the holder to receive up to an additional $3.00 per share in cash, contingent upon the achievement of specific revenue milestones for the company's ShotSpotter and SafePointe products.

The transaction has been unanimously approved by SoundThinking's board of directors. The company's shares will no longer trade on Nasdaq upon completion of the deal, and SoundThinking will become a privately held company.

SoundThinking is a public safety technology company that provides AI- and data-driven solutions for law enforcement. Its SafetySmart platform includes ShotSpotter, CrimeTracer, CaseBuilder, ResourceRouter, SafePointe, and PlateRanger.