Realbotix (XBOT.F) M&A announcement summary

Deal rationale and strategic fit

• Separation of B2B and direct-to-consumer businesses enables each to focus on its core market, unlocking value for shareholders and avoiding brand conflict.

• Commercial AI robotics business gains access to a senior US exchange, expanding investor accessibility and enhancing growth prospects.

• Structure allows for continued control and exposure to both businesses, with flexibility for future shareholder distributions.

• RealLLC's focus on AI-powered humanoid robots for commercial sectors aligns with ONCO's new direction.

Financial terms and conditions

• Realbotix Corp will transfer its Realbotix LLC subsidiary into a Nasdaq-listed vehicle (Onco/ONCO), receiving 75–90% ownership in the new entity, depending on cash at close.

• ONCO will acquire 100% of RealLLC in an all-stock transaction.

• No new shares will be issued at the parent level, and the transaction is non-dilutive for current shareholders.

• Realbotix retains the right to appoint four out of five ONCO board directors.

• The subsidiary is valued at over $100 million by an independent investment bank.

Synergies and expected cost savings

• The deal provides growth capital for the commercial robotics business without the need for dilutive fundraising at the parent level.

• Each business can now pursue its own growth strategy and market specialization, improving operational efficiency.