Red Cat Holdings, Inc. (RCAT): M&A transaction — Red Cat sells consumer drone division to Unusual Machines for $20M; focuses on government/military

Red Cat Holdings, Inc.

Total consideration $20M: $1M cash, $2M 8% promissory note (18-month), $17M UMAC common stock (4.25M shares, ~48.66% ownership).
Concurrent with UMAC's IPO on NYSE American; Red Cat retains ~48.66% stake in UMAC.
Company intends to focus exclusively on drone tech for military, government, and commercial ops after divesting consumer division.
UMAC, Rotor Riot, Fat Shark enter 5-year non-compete barring sales of Group 1/2 UAVs to government customers without Red Cat's consent.
Pro forma net loss from continuing operations for six months ended Oct 31, 2023: $10.7M.

item 2.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Red Cat Holdings, Inc. completed a disposition involving Unusual Machines, Inc. for $20 million (closed 2024-02-16).

Action: disposition
Counterparty: Unusual Machines, Inc.
Consideration: $20 million
Closing: 2024-02-16

Exact text from the filing

Advisors, Inc. Consideration for Sale of Consumer Division Under the SPA The total consideration received by the Company for its sale of Rotor Riot and Fat Shark was valued at $20 million, and consisted of the following elements: · $1 million in cash, which was paid from the proceeds of UMAC’s initial public offering; · $2 million in the form of a promissory note

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Red Cat Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001554795-24-000020

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