Red Cat signs agreement to acquire Steyr at 39 euros a share

Key Facts

Steyr Motors has signed a binding business combination agreement with Red Cat Holdings and its subsidiary SMOT Acquisition governing a voluntary cash takeover offer at 39 euros a share, according to Steyr's disclosure on 21 October 2026. The agreement marks a step toward the proposed acquisition, whose completion remains subject to the offer conditions and regulatory approvals. Red Cat said the proposed price includes a 28.9% premium to Steyr's closing share price on 16 October 2026. The company described the bid as a "fully funded cash offer". The acquisition aims to support Red Cat's expansion in unmanned surface vessels by drawing on Steyr's engines and European industrial base.

Steyr said its management and supervisory boards unanimously approved entering into and implementing the agreement. The offer requires a minimum acceptance threshold of 50% of the company's shares plus one share, making shareholder participation a condition for completion. B&C Holding Österreich has committed to tendering its stake of approximately 15% in Steyr. Steyr Chief Executive Julian Cassutti said: "I support this step and intend to tender my personal shares in Steyr as well." Completion also requires foreign direct investment approvals in Austria, Australia, Italy and the United Kingdom, according to Steyr's statement on the agreement.

Red Cat links the deal to its "Blue Ops" strategy for unmanned surface vessels, according to its offer announcement. The company believes combining Steyr's marine engines, manufacturing expertise and European base with Red Cat's defense relationships strengthens this strategy. Core applications for Steyr's engines include civilian and military boats, the maritime segment at the heart of the stated rationale for the acquisition. The company's engines are also used in specialized defense vehicles, according to Steyr's description of its business in the offer announcement. Their applications extend to auxiliary power units for tanks and locomotives, adding other uses in defense equipment and transportation to its marine business.

The agreement imposes specific commitments on Red Cat to maintain Steyr's operations at its site and protect workers, according to the target company's statement. It prohibits relocating Steyr's headquarters for 3 years from settlement of the offer. The site safeguards also cover manufacturing and research and development activities, which Red Cat has committed not to relocate during the same period. On employment, Red Cat undertakes for 2 years not to cause redundancies among workers for operational reasons. The commitment extends to refraining from pushing for redundancies among other employees for the same reasons, covering the categories of staff specified in the agreement.

The agreement follows earlier contacts between the companies disclosed by Steyr on 28 July 2026, when it confirmed it was in talks with Red Cat about a potential offer. Steyr said at the time: "At the time this announcement was published, no other negotiations were ongoing between the company and the potential bidder." The current agreement allows, in principle, for Steyr's shares to be delisted, according to the company's disclosure of its terms. Available options also include squeezing out minority shareholders or implementing structural merger measures. These steps are outlined as possibilities permitted by the agreement, while the proposed offer remains the transaction whose conditions must first be met.

The companies intend to publish the offer document before 15 November 2026, according to the timetable announced in Steyr's statement. The timetable targets 18 December 2026 for the end of the shareholder acceptance period. Following the acceptance stage, the companies aim to secure the required foreign investment approvals by 30 June 2027. The bidder had expected to complete the transaction during the first half of 2027. It linked that timing to obtaining regulatory approvals and meeting the other conditions, leaving the expected completion date subject to fulfillment of the requirements for closing.