Swarmer (SWMR) shares rose 4.9% in premarket trading after the company announced an agreement to acquire Ukrainian unmanned ground vehicle maker Ratel Robotics in a cash-and-stock transaction valued at up to $224 million.
The transaction is expected to close in the fourth quarter of 2026, subject to shareholder approval of the stock issuance, regulatory clearances and other customary closing conditions. It represents Swarmer’s first major acquisition since Erik Prince became chairman of the board.
Cash, shares and performance-based payments
Under the proposed terms, Swarmer would pay approximately $7.2 million in cash at closing and issue 1,064,942 stock units to Ratel’s sellers. The agreement also provides for up to $7.2 million in additional cash earnouts and as many as 4,422,125 further stock units, with the payments and issuances tied to performance targets covering 2026 through 2028.
The shares issued at closing will be subject to a six-month lock-up. Swarmer may also provide registration rights to support future resale once it is eligible to use Form S-3.
Ratel brings battlefield-tested ground vehicles
Ratel develops modular unmanned ground vehicles used for logistics, casualty evacuation, reconnaissance, drone launches and demining. The company has secured contracts worth $86 million in 2025 and is in discussions with several NATO countries through the “Arrangement With Ukraine” initiative.
Ratel’s vehicles represented approximately 37% of the 11 billion Ukrainian hryvnia, or about $246.85 million, spent by Ukraine’s Ministry of Defense Procurement Agency on UGV contracts between January 1 and April 18, 2026.
Swarmer plans to combine Ratel’s ground systems with its existing drone autonomy platform. The company said its technology has supported more than 100,000 real-world combat missions in Ukraine since April 2024.
Ratel leadership to remain in place
Ratel employs more than 300 people, all of whom are expected to join Swarmer after the acquisition closes. The combined company would have nearly 500 employees.
Ratel founder and CEO Taras Ostapchuk is expected to remain in his position and report to Alex Fink, Swarmer’s president and U.S. CEO. The multi-year earnout structure is intended to link Ratel’s leadership incentives to post-acquisition performance.
