The acquisition signals Swarmer\u2019s planned expansion into multi-domain autonomous systems by combining Ratel\u2019s UGV manufacturing capabilities with Swarmer\u2019s combat-proven autonomy software. Ratel\u2019s UGVs are deployed across Ukraine for battlefield logistics, casualty evacuation, reconnaissance and other missions. According to Ratel management, Ratel accounted for approximately 37% of UGV sales to the Ukrainian government in the previous procurement cycle in spring 2026. Ratel is also pursuing additional opportunities with NATO nations under the \u201cBuild With Ukraine\u201d initiative.<\/p>\n
As reported in Swarmer\u2019s third quarter business update yesterday, Ratel\u2019s preliminary unaudited revenue was $42.1 million for the first nine months of 2026, including $32.5 million in the third quarter and $14.9 million in September. Swarmer\u2019s President and U.S. CEO Alex Fink said Ratel management projects fourth quarter 2026 revenue of $35 million to $40 million, with operating margins of 13% to 17%. As of September 30, 2026, Ratel had approximately $65.1 million in backlog under previously signed government contracts.<\/p>\n
Swarmer\u2019s acquisition agreement includes performance-based earnouts tied to Ratel\u2019s future revenue and operating income targets. The revenue targets set in the agreement are $77 million in 2026, $130 million in 2027 and $187 million in 2028, with operating income targets of $8.47 million, $14.3 million and $20.57 million, respectively. An additional bonus payment becomes payable if Ratel reaches a revenue target of $249 million in 2028, along with an operating income target of $27.39 million in 2028.<\/p>\n
\u201cWe have seen Ratel\u2019s ability to manufacture at full capacity while increasing its capacity from one quarter to the next,\u201d said Fink. \u201cWith this acquisition, Swarmer will no longer be a software provider reliant upon drone manufacturers for access to the battlefield. I believe Swarmer will become a direct seller of end-to-end solutions, with a portfolio that could grow to include ground vehicles, quadcopters, interceptors, and air-defense systems that could be deployed across Ukraine and other allied nations.\u201d<\/p>\n
More than 300 Ratel employees are expected to join Swarmer, with Taras Ostapchuk, Founder and CEO of Ratel, continuing to lead Ratel\u2019s operations and reporting to Fink after closing. Swarmer expects the acquisition to close in November 2026, subject to the satisfaction of the remaining closing conditions.<\/p>\n
\u201cWorking together with Swarmer, we plan to combine our proven unmanned ground capabilities with aerial capabilities that have increasing levels of autonomy to handle the most dangerous missions,\u201d Ostapchuk said. \u201cAlex and I both have a vision to save lives, while helping Ukraine and other allied nations confront the enemies of democracy.\u201d<\/p>\n
Figures cited about Ratel in this news release were prepared by Ratel\u2019s management, are preliminary, have not been independently verified by Swarmer, have not been reviewed or audited by Swarmer\u2019s independent registered public accounting firm or any other independent accountant, were not prepared in accordance with U.S. generally accepted accounting principles, and may change. Projections, estimates and targets are not guarantees of future performance. The earnout targets presented elsewhere herein were negotiated for purposes of the acquisition agreement and are not projections or guidance of Ratel\u2019s or Swarmer\u2019s future results.<\/p>\n
About Swarmer<\/b><\/p>\n
Swarmer\u2122 is a defense technology company that specializes in vendor-agnostic software which allows one operator to intuitively control hundreds of autonomous platforms in real time. Swarmer\u2019s primary mission areas include autonomous swarm coordination, integration of multi-domain unmanned systems and AI-powered autonomy software for distributed operations. Swarmer\u2019s technology has been rigorously validated in real-world kinetic environments and was first deployed in combat operations in Ukraine in April 2024. Since then, it has completed more than 100,000 combat missions, generating terabytes of proprietary data that informs its machine-learning models and enables the replication of advanced pilot performance at scale. Swarmer\u2019s routine use in combat missions generates continuous streams of telemetry, sensor data and operational feedback which are then used to refine performance, increase resilience and accelerate learning. Swarmer has headquarters in Austin, Texas, and maintains operations and teams in Ukraine, Poland and Estonia. For more information, visit www.swarmer.com<\/a>.<\/p>\n About Ratel Robotics<\/b><\/p>\n Ratel Robotics is a top manufacturer of unmanned systems in Ukraine that has been developing versatile solutions to support Ukrainian Defense Forces on the battlefield since 2023. Ratel Robotics\u2019 unmanned ground vehicles (UGVs) perform logistics, evacuation, engineering, demining, strike and drone launch missions in the most challenging areas of the frontline, reducing risks to military personnel and saving lives.<\/p>\n Today, Ratel Robotics is actively expanding its aerial systems, advancing autonomy solutions and developing an integrated ecosystem of unmanned technologies designed to further strengthen Ukraine\u2019s defense capabilities. Every serial model produced by Ratel Robotics carries a NATO stock number under the NCAGE code A3X8J as well as an AQAP 2110 certificate, the NATO standard for quality assurance throughout design, development and production. For more information, visit: https:\/\/robots.com.ua\/en\/<\/a>.<\/p>\n Forward-Looking Statements:<\/b><\/p>\n This press release contains forward-looking statements within the meaning of the federal securities laws, including statements concerning the acquisition of Ratel Robotics and the expected timing of its closing; the achievement of performance, delivery or earnout milestones; Ratel\u2019s expected fourth quarter 2026 revenue and operating margins; the expected integration of Ratel Robotics\u2019 personnel, operations, technology and products; projected revenue, production capacity and customer demand; and the anticipated operational, commercial and strategic benefits of the acquisition. Forward-looking statements may be identified by words such as \u201canticipate,\u201d \u201cbelieve,\u201d \u201ccould,\u201d \u201cestimate,\u201d \u201cexpect,\u201d \u201cintend,\u201d \u201cmay,\u201d \u201cplan,\u201d \u201cpotential,\u201d \u201cproject,\u201d \u201cshould,\u201d \u201cwill,\u201d \u201cwould\u201d and similar expressions.<\/p>\n These statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially. These risks include the possibility that the acquisition may not close when expected or at all, including because remaining closing conditions are not satisfied; performance, delivery or earnout milestones may not be achieved; projected revenue, operating margins, production or demand may not materialize; Ratel\u2019s preliminary financial information may change upon completion of review or audit; integration may require more time or expense than anticipated; expected benefits of the acquisition may not be realized; key personnel, customers or suppliers may not be retained; and Swarmer may be subject to unforeseen liabilities related to the acquisition. Additional risks include cybersecurity, safety, testing, validation and field-performance risks; reliance on government customers and procurement processes; operations in active conflict zones, including Ukraine; changes in the conflict in Ukraine, including any ceasefire or peace agreement, that reduce demand for Ratel\u2019s or Swarmer\u2019s products; Ratel\u2019s dependence on the Ukrainian government as its principal customer; Ukrainian restrictions on the export of defense products; currency fluctuations; dilution from shares of common stock issued in connection with the acquisition; geopolitical developments; sanctions, export-control and defense-trade-control requirements; supply-chain constraints; competition; and other risks described in Swarmer\u2019s filings with the Securities and Exchange Commission.<\/p>\n Forward-looking statements speak only as of the date of this press release. Swarmer undertakes no obligation to update or revise any forward-looking statement, whether because of new information, future events or otherwise, except as required by applicable law.<\/p>\n Additional risks and uncertainties are described in Swarmer\u2019s filings with the Securities and Exchange Commission, including under the caption \u201cRisk Factors\u201d in Swarmer\u2019s registration statement and other filings filed with or furnished to the SEC.<\/p>\n View source version on businesswire.com: <\/span>https:\/\/www.businesswire.com\/news\/home\/20261110987087\/en\/<\/a><\/span><\/p>\n Investor Contact:<\/b>swarmer@icrinc.com<\/a><\/p>\n<\/p>\n