Quarterhill to triple tolling revenue with $70M Conduent deal
What's the deal? QuarterhillDealroom has a profile for this one. Try Dealroom → has signed a definitive agreement to acquire substantially all of ConduentDealroom has a profile for this one. Try Dealroom →'s tolling solutions business, in a transaction expected to close in the fourth quarter of 2026. The consideration is $70 million in cash, funded through debt, plus Quarterhill common shares representing 7% of the company on closing.
What each side brings: The acquired business delivers end-to-end tolling for government agencies across the US and UK, spanning roadside systems, back-office operations, payment processing, and customer care. Conduent has sat alongside names like Kapsch TrafficComDealroom has a profile for this one. Try Dealroom →, TransCoreDealroom has a profile for this one. Try Dealroom →, CubicDealroom has a profile for this one. Try Dealroom →, and Siemens MobilityDealroom has a profile for this one. Try Dealroom → in a market where scale and long contract cycles matter most.
The financials: Quarterhill's annual revenue has run at roughly $150 million to $155 million, with adjusted earnings close to breakeven. The deal is expected to approximately triple its tolling revenue, lifting pro-forma combined revenue above $400 million annually with adjusted EBITDA margins of 10% to 15% after synergies.
Why the backlog matters: The two businesses would hold around $2 billion in combined backlog on closing. In a sector built on multi-year operations and maintenance contracts, contracted future revenue is the clearest measure of stability there is.
What's the endgame? The acquisition hands Quarterhill a step-change in size that organic growth would have taken years to deliver. For a company two years into a turnaround, it is a reset of the financial profile rather than an incremental bolt-on.
The structure: The share component keeps Conduent invested as a shareholder rather than walking away entirely. The stock carries a six-month lock-up on the first half and a twelve-month lock-up on the remainder, with Conduent holding registration rights for as long as it retains at least 4% of the shares.
What could go wrong? The cash portion is debt-funded, so the enlarged group's ability to convert its new scale into cash generation will be watched carefully by lenders. Completion is also conditional on Toronto Stock Exchange approval, plus competition and foreign investment clearances.
The signal: When a business of Conduent's standing changes hands, the competitive map of electronic tolling is redrawn. This is one of the more consequential pieces of consolidation the sector has seen in several years.
Read more: Highways Today
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