Conduent completes transit business sale to Modaxo for $164 million

Conduent Incorporated completed the sale of its public transit and fare collection business on October 1, 2026, for a total price of $164 million. The company received $140 million in cash at closing, with the remaining value retained in holdbacks and subject to adjustments. The transaction marks the exit of Conduent from the transit sector, which it had previously announced it would divest in May 2026.

Under the Equity Interest Purchase Agreement, Conduent Business Services, LLC sold all issued and outstanding equity interests of Conduent Transport Solutions, Inc. and certain non-U.S. subsidiaries to Modaxo France Holdings SAS. A First Amendment to the agreement, signed on September 30, 2026, removed Modaxo USA Holdings, Inc. as a party, making Modaxo France Holdings SAS the sole buyer. The amendment also deferred the sale of assets located in India to a subsequent closing, pending required regulatory approval.

Of the $164 million purchase price, $10 million is held back for up to one year to secure net tangible asset adjustments. An additional $12 million special holdback is contingent on target completion dates for a former customer. Conduent also accounted for $2 million in other closing adjustments and transferred $15 million in cash to the buyer at close. In the fourth quarter of 2026, the company expects to pay $3 million in transaction costs and $7 million in income taxes related to the deal.

Conduent intends to use the $125 million in net proceeds from the sale to repay its revolving credit facility.