Agility Robotics and Churchill Capital Corp XI Announce Planned Financing of Approximately $465 Million and Anticipate Business Merger
GlobeNewswire
1h ago
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Agility Robotics and Churchill Capital Corp XI announce that after the expiration of the redemption deadline on Churchill XI, the total financing amount related to the proposed business merger and related financing, which is Agility, is expected to be approximately $465 million. The parties expect to complete the transaction on November 4, 2026, and the merged company's shares are expected to begin trading on NASDAQ under the ticker “AGLT” on November 5.
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The business merger is expected to be completed on November 4, 2026, but it still requires the approval of the shareholders of Churchill XI. After the merger, the company is anticipated to begin trading on NASDAQ on November 5, 2026, under the stock code “AGLT”.

Agility is expected to become the only pure-play company in the United States listed on NASDAQ that focuses on humanoid robots, and it also has verified and ongoing commercial deployments.

Salem, Oregon, and New York, October 30th ( GLOBE NEWSWIRE ) -- Humanoid robotics company Agility Robotics, as well as the publicly traded special purpose acquisition company Churchill Capital Corp XI (Nasdaq ticker: CCXI, hereinafter referred to as “Churchill XI”), announced today that following the expiration of the Churchill XI redemption deadline, the total financing amount related to the proposed business merger and related financing is estimated to be approximately $465 million, excluding transaction fees.

This total financing includes: (i) approximately $164 million from the Churchill XI trust account; (ii) PIPE common stock financing led by Foxconn, with participation from existing and new institutional investors, totaling approximately $201 million, with a subscription price of $10 per share; and (iii) $100 million in equity financing received after the announcement of the business merger.

Agility is expected to enter the public market with sufficient funds in order to carry out its planned investments for business expansion and to meet the growing needs of customers.

As emphasized in Agility's announcement on October 26th, recent business developments include: the expansion of the partnership with GXO, with Digit to be deployed at two additional facilities; reaching a commercial agreement with AGCO, with manufacturing pilots expected to commence in 2027; and three additional manufacturing customers participating in paid projects. Agility currently has a pipeline of over 30 potential customers across industries such as manufacturing, automotive, aerospace, defense, logistics, and consumer goods, reflecting the market demand for humanoid robots to automate tasks that are repetitive, physically demanding, and difficult to handle with traditional robots.

Digit was released on September 15, 2026, with the design goal of being able to work safely in collaboration with humans and supporting a wider range of industrial workflows. Agility is scheduled to begin delivery to early adopter customers in the first half of 2027, with the aim of achieving full supply by the end of 2027. Agility As previously disclosed, Digit has received multi-year commitment orders worth over $300 million. This figure represents the potential multi-year value expected to be realized over time, depending on the fulfillment of contractual milestones, product features, and specifications, and does not represent current revenue.

Agility has received support from leading strategic investors and partners in the technology, venture capital, and industrial ecosystem, including NVIDIA, Amazon, SoftBank Vision Fund Phase 2, Schaeffler, Foxconn, Ab token issuance, DCVC, and Playground Global. To reflect a high degree of consistency with public shareholders, all existing Agility shareholders will roll their equity into the merged company and will be subject to a 180-day lock-up period upon completion of the transaction.

At the special general meeting of shareholders held on November 2, 2026, with the approval of the Churchill XI shareholders and upon meeting the usual delivery conditions, the business merger and related PIPE financing are expected to be completed on November 4, 2026.

After the transaction is completed, the merged company will operate under the name of Agility Robotics. Its common shares are expected to begin trading on the NASDAQ stock market on November 5, 2026, with the stock code "AGLT". This transaction is expected to create the only pure-play company in the United States that is listed on NASDAQ, focuses on humanoid robots, and has verified, ongoing commercial deployments.

About Agility Robotics

Agility Robotics is headquartered in Salem, Oregon, and has offices in Pittsburgh, Pennsylvania, and Fremont, California. The company's mission is to create robot partners that can enhance the human workforce. Agility features a breakthrough universal humanoid robot. Digit is the first multi-purpose, human-centered robot designed for work that has already been commercially deployed. Digit has completed over 65,000 hours of real-world operation and employs industry-leading safety standards. Agility is ushering in a new era of automation that enhances human potential. For more information, please visit agilityrobotics.com.

About Churchill Capital Corp XI

Churchill Capital Corp XI ("Churchill XI") is a blank check company established with the purpose of implementing mergers, acquisitions, share exchanges, asset purchases, share acquisitions, reorganizations, or similar business combinations with one or more enterprises. It can seek initial business merger targets in any industry or sector.

Notice on Withdrawing Redemption Requests

Shareholders who wish to withdraw their previously submitted redemption requests may do so at any time before the scheduled voting at the special general meeting of shareholders. To revoke this option, shareholders must submit a written request to the transfer agents Continental Stock Transfer & Trust Company (identified by Churchill), at the address One State Street Plaza, 30th Floor, New York, NY 10004. The recipient is SPAC Redemption Team. Alternatively, they can send an email to spacredemptions @ continetalstock.com, indicating their intention to withdraw the redemption option, and including the legal name, telephone number, and address of the beneficiary, as well as the number or percentage of shares they wish to redeem. If shareholders hold shares through a street name, they need to instruct the customer manager of their bank or broker to apply to the transfer agents to revoke the redemption option on their behalf.

More information about the proposed transaction and how to obtain it

The proposed transaction will be submitted to the shareholders of Churchill XI for review. Churchill XI and Agility Robotics have jointly submitted a Registration Statement (“Registration Statement”) to the U.S. Securities and Exchange Commission (SEC) under SEC, which came into effect on October 13, 2026. This Registration Statement includes the final version of the proxy form/prospectus. The final version of the proxy form/prospectus and other relevant documents were distributed to the shareholders of Agility and Churchill XI on September 14, 2026 (the registration date for the voting on the proposed transaction), for the purpose of collecting proxy votes from their shareholders regarding the proposed transaction and other matters mentioned in the Registration Statement, as well as for the securities issuance prospectus related to the completion of the proposed transaction. Before making any voting or investment decisions, the shareholders of Churchill XI and Agility and other relevant parties should read the final version of the proxy form/prospectus and other documents submitted by Churchill XI to SEC regarding the proposed transaction, as these documents contain important information regarding Churchill XI, Agility, and the proposed transaction. Shareholders can obtain the final version of the proxy form/prospectus and other documents submitted by Churchill XI to SEC for free at the SEC website at www.sec.gov, or they may request them in writing from Churchill Capital Corp XI at the address: 640 Fifth Avenue, 14th Floor, New York, NY 10019.

Forward-looking Statements

This press release contains “forward-looking statements” regarding Agility and Churchill XI as defined by the federal securities laws. Forward-looking statements can be identified by phrases such as “estimate”, “plan”, “project”, “forecast”, “intend”, “will”, “expect”, “anticipate”, “believe”, “seek”, “target”, “continue”, “could”, “may”, “might”, “possible”, “potential”, “predict”, “should”, “would”, etc. These statements predict or indicate future events or trends, and are not statements of historical facts; however, the absence of such phrases does not mean that a statement is not forward-looking. These forward-looking statements are based on the current expectations and projections of Agility and Churchill XI.Relevant statements include, but are not limited to: the timing and success of future development plans for Agility; the ability to implement strategic initiatives and continuously innovate existing products and services with Agility; the company's capability to attract, retain, and expand its customer base; expectations regarding relationships with strategic partners, suppliers, regulatory authorities, and other third parties with Agility; the ability to transform paid customer projects (including Customer Acceleration Program and pilot projects) as well as existing potential customer pipelines into larger-scale robot orders, deployments, and multi-year commitments with Agility; anticipated deployments in multiple facilities and use cases, including a Agility order worth over $300 million for a 5-year period with Digit; deployment of Digit at two additional GXO facilities expected to begin in early 2027; the anticipated timing, scope, and applications of customer pilots and projects, including a AGCO pilot expected to start in 2027; potential opportunities in the defense sector, including early discussions regarding potential subcontractor cooperation with Agility; the ability to develop, validate, and deploy new Digit skills and capabilities; delivery of Digit 5 to early adopter customers expected in the first half of 2027, as well as the timeline for achieving full supply of Digit 5 by the end of 2027; the capacity to expand manufacturing, commercial deployment, and service infrastructure, including expansion in RoboFab and through Pittsburgh, to support current and future customers; expected total benefits from business mergers and related financing, including the remaining cash amount in the PIPE trust account after redemption, the status of financing in place, and the anticipated availability of these funds for Agility; preparations made for operating as a public company with Agility; and the ability to complete the proposed business merger with Churchill XI.This includes the expected completion time as well as the anticipation for the merged company's securities to be listed on NASDAQ. These forward-looking statements are for illustrative purposes only and should not be regarded as, nor relied upon as, guarantees, warranties, predictions, or clear statements about facts or probabilities. Actual events and circumstances are difficult or impossible to predict and will differ from the assumptions, many of which are beyond the control of Agility and Churchill XI.

These forward-looking statements are subject to known and unknown risks, uncertainties, and assumptions, and may result in significant differences between the actual results, levels of activity, performance, or achievements of Agility, Churchill XI, or the combined company, and the future results, levels of activity, performance, or achievements implied or stated in these statements.Such risks and uncertainties include: Agility operates in an emerging technology field, facing significant technical challenges, and may not be able to achieve commercialization or market acceptance; Agility has historically experienced continuous net losses and has a limited operating history; expectations regarding future financial performance, capital requirements, and unit economic efficiency; the use and disclosure of business and operational indicators; the competitive landscape of Agility; dependence on senior management personnel and the ability to attract and retain qualified staff; the potential need for additional financing in the future; the ability to manage growth and expand operations; the possibility of acquiring or investing in companies, products, services, or technologies in the future; dependence on strategic partners and other third parties; the ability to maintain, protect, and defend its intellectual property rights; risks related to privacy, data protection, or cybersecurity incidents and related regulations; the use and adoption speed of artificial intelligence and machine learning, as well as regulatory issues; uncertainties or changes in laws and regulations; uncertainties or changes in taxation, trade conditions, and the macroeconomic environment; the ability of the merged company to maintain internal control over financial reporting and to operate as a listed company; the risk that the proposed transaction may not be completed in a timely manner or may not be completed at all, which could have an adverse effect on the price of Churchill XI's securities; the failure of both parties to meet the conditions for completing the proposed transaction, including Churchill XI shareholder approval; delays or inability to obtain regulatory approval required for the proposed transaction, which could have an adverse effect on the expected benefits of the merged company or the proposed transaction; the risk that shareholders may choose to redeem their shares, resulting in insufficient cash for the merged company to execute its business plan; the redemption ratio of public shareholders; Churchill XI growth and managing that growth.The ability to maintain customer relationships and retain management and key employees; costs related to the proposed transaction; any events, changes, or other circumstances that may lead to the termination of the business merger agreement; the outcome of any legal proceedings or government investigations that may be initiated against Agility or Churchill XI; the failure to achieve the expected benefits of the proposed transaction; Agility's estimates of expenses and profitability; the evolution of the market in which Agility operates; the ability of Churchill XI or the merged company to issue equity or equity-linked securities in the proposed transaction or in the future; as well as other factors described in the documents submitted by Churchill XI to SEC. For more information regarding these and other factors that may affect such forward-looking statements, please refer to Agility, Churchill XI or the documents submitted by the merged company to SEC as a result of the proposed transaction, including the content under the heading "Risk Factors". If any of these risks materialize or assumptions prove to be incorrect, the actual results may differ significantly from those implied in these forward-looking statements. Furthermore, these statements reflect the expectations, plans, and projections of the management of Agility and Churchill XI as of the date of this press release; subsequent events and developments may cause their judgments to change. Although Agility and Churchill XI may choose to update these forward-looking statements at some point in the future, they make no explicit commitment to do so. Therefore, reliance on these statements should not be excessive.

In addition, statements such as “we believe” reflect the beliefs and views of Agility and Churchill XI on related matters. These statements are based on information available as of the date of issuance of this press release. Although they believe that this information constitutes a reasonable basis for such statements, it may be limited or incomplete. The statements of Agility and Churchill XI should not be construed as indicating that they have conducted a thorough investigation or review of all possible relevant information. There is inherent uncertainty in these statements, and investors are reminded not to rely too heavily on them.

Investing in Churchill XI does not equate to investing in any past investments, companies, or affiliated funds of its founders or initiators. The results of these historical investments do not represent the future performance of Churchill XI; the latter may differ significantly from the performance of its founders' or initiators' past investments.

No solicitation or invitation statement

This press release does not constitute an offer to sell or an invitation to purchase any securities, nor does it constitute a solicitation for votes or approvals; in any jurisdiction where such offers, solicitations, or sales are illegal before registration or qualification requirements stipulated by securities laws, no securities sales may be conducted in that jurisdiction. This press release does not constitute, and shall not under any circumstances be construed as, a prospectus, advertisement, or public offering of the securities described herein in the United States or any other jurisdiction. No securities offer may be made unless through a prospectus that complies with the requirements of Section 10 of the revised Securities Act of 1933, or unless an exemption applies. The investment in any securities described herein has not yet been approved by SEC or any other regulatory authorities, and no authority has made any determination or endorsement regarding the merits of this offering or the accuracy or sufficiency of the information contained herein. Any contrary statement constitutes a criminal offense.

Contact Information

Media: Michael Oldenburg

media @ agilityrobotics.com

Investor: Anthony Rozmus

investor-relations @ agilityrobotics.com

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