Swarmer, Inc. (NASDAQ: SWMR) announced on September 9, 2026, that it has entered into a definitive agreement to acquire 100% of the charter capital of LIMITED LIABILITY COMPANY "JK LAND VEHICLES" (d/b/a Ratel Robotics), a Ukrainian unmanned ground vehicle manufacturer.
The acquisition is expected to close in the fourth quarter of 2026, subject to the satisfaction of closing conditions, including approval from the Company’s stockholders and the Antimonopoly Committee of Ukraine.
Under the terms of the Participatory Interests Purchase Agreement, Swarmer will pay consideration consisting of:
- An estimated $7.2 million in cash at closing.
- 1,064,942 shares of common stock at closing.
- Up to $7.2 million in cash and up to 4,422,125 shares of common stock in future earnouts tied to revenue and operating income targets for fiscal years ending December 31, 2026, 2027, and 2028.
The total potential value of the transaction, if all earnout milestones are met, is $224 million. The Company will also provide $800,000 in cash incentives and grant 118,326 restricted stock units to Ratel Robotics employees at closing, with additional incentives possible if earnout targets are met.
Upon closing, Ratel Robotics is expected to have more than 300 employees, bringing the combined company size to nearly 500 individuals. Ratel Robotics founder and CEO Taras Ihorovych Ostapchuk will continue in his role and report directly to Swarmer’s President and U.S. CEO, Alex Fink.
The Company stated that Ratel Robotics has secured contracts totaling $86 million in 2026 and accounts for approximately 37% of the Ukrainian Ministry of Defense Procurement Agency’s UGV spending from January 1 to April 18, 2026.
