Total consideration for the transaction was $100 million, consisting of $30 million in cash and 14 million shares of Sarcos common stock that were either newly issued or underlie assumed options. The stock component represents dilution to Sarcos stockholders of approximately 5.7% based on a fully-diluted share count of approximately 231 million shares (which assumes the exercise of all outstanding warrants and includes all shares available for issuance under our equity plans).

SALT LAKE CITY & PITTSBURGH, Pa. — April 25, 2022 — Sarcos Technology and Robotics Corporation ("Sarcos") (NASDAQ: STRC and STRCW) today announced the successful closing of the previously announced acquisition of Pittsburgh-based robotics company RE2, Inc., a developer of autonomous and teleoperated mobile robotic systems for use in the aviation, construction, defense, energy, and medical industries. The closing of this transaction brings together two leading commercial robotics teams focused on developing industrial robotic technologies that improve worker safety and productivity.

Total consideration for the transaction was $100 million, consisting of $30 million in cash and 14 million shares of Sarcos common stock that were either newly issued or underlie assumed options. The stock component represents dilution to Sarcos stockholders of approximately 5.7% based on a fully-diluted share count of approximately 231 million shares (which assumes the exercise of all outstanding warrants and includes all shares available for issuance under our equity plans).
"We are delighted to officially welcome the entire RE2 team to the Sarcos family," said Kiva Allgood, President and CEO, Sarcos. "I have had the opportunity to work closely with the RE2 team, and our capabilities and objectives are well matched. Our combined product lineup and expertise will allow us to address customer needs in a much wider range of industries and use-cases. I am very optimistic about our future as a combined company."
Sarcos expects to benefit from future revenue associated with RE2's existing contracts, including contracts with the U.S. government to develop innovative robotic systems for underwater and industrial solutions, as well as a developmental partnership with JLG Industries, Inc., an Oshkosh Corporation company (NYSE: OSK) and leading provider of mobile elevating work platforms and access equipment.
"The productivity imperative, along with the COVID-19 pandemic, has accelerated the need for, and adoption of, robotic technologies beyond the factory floor," said Frank Nerenhausen, Oshkosh Corporation Executive Vice President and President, JLG Industries. "In fact, a large focal area in construction and industrial applications today is remote operation of equipment that keeps workers out of harm's way. The combination of Sarcos and RE2 brings together two leading robotics companies working to accelerate the implementation of robotics and move the access industry forward. We look forward to building on the excellent progress we have already made in partnership with RE2."
Following the closure of the transaction, the Sarcos product line now includes the Guardian® XO® full-body, battery-powered industrial exoskeleton, Guardian® XT™ teleoperated dexterous mobile robotic avatar system, and the SapienTM line of arms - including models with capabilities ranging from precision arms for surgical applications to rugged outdoor arms for construction tasks and the Sapien Sea Class system that can operate in shallow and deep water.
Summary of Transaction Benefits:
• Expected to add additional target markets in aviation, construction, medical, and subsea to Sarcos' total addressable market
• Sapien products are expected to bring earlier revenue and commercial product availability for the combined company
• Provides a significantly broader product set with a wide range of use cases and price points for customers
• Nearly doubles Sarcos' engineering team
• Adds a second Sarcos location in Pittsburgh, PA, to assist in attracting talented new hires
• RE2's Detect™ outdoor computer vision solution and Intellect™ autonomy software expertise will be added to Sarcos' Cybernetic Training for Autonomous Robots (CYTAR™) artificial intelligence (AI) and machine learning program
For more information on Sarcos and its award-winning product portfolio, please visit www.sarcos.com.