Red Cat Proposes Acquisition Of Steyr Motors For €39 Per Share

Red Cat Holdings has announced a proposed voluntary public purchase offer to acquire all outstanding shares of Steyr Motors AG for €39 per share in cash, a transaction intended to strengthen Red Cat’s autonomous maritime capabilities while supporting the Austrian engine manufacturer’s long-term growth.

The proposed transaction is supported by Steyr Motors’ anchor shareholder, B&C Holding Österreich, which has entered into an irrevocable undertaking to tender its approximately 15% stake into the offer.

Steyr Motors develops and manufactures high-performance customized engines for mission-critical defense and civilian applications. Its products are used in military vehicles, military and civilian boats, locomotives, and as auxiliary power units for main battle tanks.

Red Cat views Steyr Motors’ marine engine technology, manufacturing capabilities, and European operating footprint as complementary to its Blue Ops uncrewed surface vessel strategy. The company intends to combine those capabilities with Red Cat’s defense relationships and expanding autonomous maritime portfolio.

Following completion of the transaction, Red Cat plans to maintain Steyr Motors’ headquarters, manufacturing operations, and research and development presence in Austria. It also intends to support Steyr Motors’ existing customers and customer-agnostic engine business while investing in expansion opportunities within the autonomous maritime market.

The €39.00-per-share offer represents a 28.9% premium to Steyr Motors’ closing share price on October 16, 2026, a 27.3% premium to its 30-day volume-weighted average price, and a 55.8% premium to its 52-week low.

Red Cat and Steyr Motors previously held non-binding discussions about a potential transaction before ending those talks in July 2026. Discussions later resumed and resulted in the fully financed all-cash proposal.

The offer is expected to remain open until December 18, 2026, at 5:00 p.m. CET following publication of the formal offer document. Completion requires a minimum acceptance level of 50% plus one share and regulatory approvals in Austria, Italy, Australia, and the United Kingdom, along with other customary conditions.

Evercore is serving as financial advisor to Red Cat, while Freshfields is acting as legal advisor.

KEY QUOTES:

“Steyr Motors has built a strong business in Austria with specialized engineering talent, trusted customer relationships and proven marine engine technology. This proposed transaction is about investing in that foundation and helping Steyr Motors grow. We see Austria as central to the future of the business, and our goal is to provide additional resources, customer access and long-term demand that can support Steyr Motors’ employees, operations and continued expansion.”

Jeff Thompson, Chief Executive Officer Of Red Cat

“Four years into Steyr Motors’ transformation, I am very excited to lead its next chapter with Red Cat as strategic partner on our side. Our engineering and Red Cat’s reach into international markets are the basis for joint growth, and Red Cat stands firmly behind our site and our people. For our shareholders, the all-cash offer is a chance to realize their investment in cash today. I stand behind this step, and I intend to tender my own shares alongside them.”

Julian Cassutti, CEO Of Steyr Motors

“The potential transaction highlights Steyr Motors’ strategic appeal and presents an opportunity to further accelerate international expansion, tap into new markets, and sustainably strengthen access to key resources. The Supervisory Board sees significant strategic potential in the proposed combination. Subject to review of the legal and economic terms and conditions such as published in the offer document, we view the potential transaction favorably.”

Dr. Rolf Wirtz, Chairman Of The Supervisory Board Of Steyr Motors