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Agility Robotics Heads for Nasdaq: $2.5 Billion Valuation, $1.8 Million in Sales

Ilustrační obrázek
Agility Robotics has cleared the last big paperwork step before listing on Nasdaq. According to the joint Form S-4 registration statement filed with the US Securities and Exchange Commission by the Oregon company and Churchill Capital Corp XI, the SPAC it plans to merge with, the filing was declared effective on 13 October 2026. Shareholders vote on 2 November. If the vote passes, the combined business is set to trade as AGLT. The filing reports 2025 sales of about $1.8 million and a 2025 net loss of about $140 million, against a $2.5 billion pre-money equity valuation.

The vote, the cash and the ticker

Churchill Capital Corp XI has scheduled an extraordinary general meeting for 2 November 2026, with a record date of 14 September 2026. Those dates, the trust balance, the PIPE terms and the ticker all sit in the primary documents: the Form S-4 registration statement, the merger agreement and the proxy statement/prospectus that accompanies the registration. The filing history on SEC EDGAR is the place to check them, rather than secondary coverage of the deal.

The SPAC's trust account holds about $424 million in gross trust cash. That is before redemptions and before transaction costs, so it is not a cash figure the combined company can count on.

A separate $200 million PIPE is committed at $10.00 per share and led by Foxconn alongside institutional investors, according to the merger documents. Add the trust and the PIPE and the headline gross proceeds come to more than $620 million — again gross proceeds, not cash necessarily available to Agility after redemptions, fees and expenses. Closing is expected during November 2026.

At an illustrative rate of €1 = $1.08, the $2.5 billion pre-money valuation equals roughly €2.31 billion. The headline gross proceeds land near €574 million, of which about €393 million is gross trust cash and about €185 million is PIPE money. Treat those conversions as scale references only: the exchange rate moves, and the trust contribution depends on how many shareholders redeem.

What the company earns today

The financial statements attached to the Form S-4 put 2025 sales at about $1.8 million and the 2025 net loss at about $140 million. Those two numbers sit in the same filing as the $2.5 billion pre-money valuation, and the distance between them explains why this listing is being watched well beyond Portland. They are the figures as filed, not adjusted for anything that came after.

The product side is where the numbers come from Agility itself rather than from the audited financials. Agility unveiled Digit 5 in September 2026, a humanoid designed for work alongside people in warehouses and factories. The company says it holds more than $300 million in multi-year contracted orders for that model. Deployments named by the company include GXO, Schaeffler, Toyota Motor Manufacturing Canada and MercadoLibre, with more than 65,000 operational hours logged across them. The factory in Salem, Oregon, is rated by the company for 10,000 units per year. Those four figures are company statements rather than audited metrics, and multi-year contracted orders are a pipeline spread over several years — not a confirmed order book for a single twelve-month period.

Agility does not sell hardware outright. It runs a robotics-as-a-service model and estimates $400,000 to $500,000 of revenue per robot over a five-year lifespan — a company estimate, not a contracted price — which works out to $80,000 to $100,000 per machine per year. Hardware and support costs sit somewhere inside that range.

The arithmetic behind the headline numbers

Convert the contracted orders first, using the company's own lifetime-revenue estimate. At an estimated $400,000 of lifetime revenue per robot, $300 million of contracted orders would equate to about 750 machines. At an estimated $500,000 each, roughly 600 machines. That is an illustration of how the estimate and the order figure interact, not a backlog count: the orders are multi-year, per-robot pricing is not published, and part of the value may be services rather than robot deployments. Salem can build 10,000 units a year at the top of its rated capacity, close to 190 a week, so the illustrated machine count would match three to four weeks of full production at that rate.

Now the operating hours. A single robot running without a break for a year logs 8,760 hours. The company's 65,000 hours add up to about 7.4 robot-years of continuous work, spread across four named customers. That is a pilot programme with a long runway, not a fleet at scale.

The valuation gives a third angle. To match $2.5 billion in lifetime service revenue at the company's top estimate of $500,000 per robot, Agility would need about 5,000 robots over their working lives. Salem could produce that many in roughly six months at full capacity. Revenue is not profit, and none of these figures cover what a Digit costs to build, ship and maintain.

Europe's part in this

The listing happens in New York, and European retail investors cannot buy AGLT on an EU exchange. Access requires a broker that offers Nasdaq trading, along with the currency and settlement questions that come with it.

One name on the customer list is European: Schaeffler, the German industrial supplier headquartered in Herzogenaurach. MercadoLibre covers Latin America. The other named deployments are in North America.

Europe has its own humanoid builders. Neura Robotics in Germany, PAL Robotics in Spain and 1X Technologies, which started in Norway before shifting its base to California, are all privately held. If the Agility merger closes, it would give a pure-play humanoid developer a US listing — an unusual position for a sector where the best-known peers remain private. Comparisons with humanoid work inside companies that are already listed, such as Tesla, are not like-for-like.

Regulation is the wider difference. Since 2 August 2026 the European Commission's AI Office has held enforcement powers over general-purpose AI model providers, and the EU AI Act penalty ceilings are not one single number. They depend on which obligation is breached.

Practices banned under Article 5 carry the highest tier: up to €35 million or 7% of worldwide annual turnover, whichever is higher. Failure to meet the Article 50 transparency duty — the one that requires a customer-facing system to tell people they are dealing with a machine — falls under Article 99(4), where the ceiling is the higher of €15 million and 3% of total worldwide annual turnover for the preceding financial year. Supplying incorrect information to authorities sits in a lower tier, at the higher of €7.5 million and 1%, and smaller companies get proportionate caps under Article 99(6). Providers of general-purpose AI models face their own regime under Article 101. There is no blanket €15 million ceiling covering all of it.

Whether the Act's high-risk rules bite at all depends on classification and deployment, not on the word "humanoid". The Annex III employment heading covers AI systems used to make decisions about recruitment, promotion or termination, or to monitor and evaluate people in a work context. A robot that assigns tasks or collects motion data is not automatically high-risk; the question is what the software actually does, which decision it feeds into, and where it is used. A system that never touches an employment decision, or that is not an AI system as the Act defines one, does not fall under Annex III at all.

Timing adds another layer. The Digital Omnibus Regulation (EU) 2026/1744 moves the application dates for high-risk obligations to 2 December 2027 for standalone Annex III systems and 2 August 2028 for AI embedded in products already covered by EU product-safety law. The omnibus changes when those obligations start to apply; it does not change which systems count as high-risk, so the classification question above still decides whether a given deployment is in scope. A European rollout can therefore sit years behind a US one — but only for the systems the Act actually reaches.

What the listing changes, and what it does not

Public status brings quarterly reporting, analyst calls and a share price that reacts to every deployment announcement. It does not change unit economics, manufacturing yield or how quickly a warehouse can absorb a bipedal machine into an existing shift pattern.

It also does not lock in the cash. The $424 million is gross trust cash, before redemptions and transaction costs. Every Churchill XI shareholder who exercises a right of redemption before the vote reduces the amount that reaches the combined company, while the $200 million PIPE commitment sits outside the trust. The "more than $620 million" headline is gross proceeds, not a bank balance Agility will see at closing.

Tesla, Figure AI and a long list of Chinese manufacturers are chasing the same industrial customers with private balance sheets. Agility will now have to show its cost per hour worked in public filings, once a quarter, with no marketing layer in between. For anyone weighing a humanoid deployment in Europe, that disclosure is more useful than the ticker itself.

The extraordinary general meeting is set for 2 November 2026. The trust figure holds only if no Churchill XI shareholder redeems before then.

What happens if Churchill XI shareholders redeem their shares before the vote?

The $424 million is gross trust cash and assumes zero redemptions. Anyone who votes against the merger can ask for their money back, and every redemption lowers the cash that reaches Agility after closing, before transaction costs are deducted. The $200 million PIPE is separate and is committed at $10.00 per share regardless of what the trust does.

Can I buy AGLT shares from an EU country?

The shares are set to trade on Nasdaq, not on a European exchange. EU residents need a broker that offers US market access, and the usual cross-border considerations apply: currency conversion, dividend withholding and local tax reporting on foreign securities.

Is the merger already guaranteed?

No. The SEC declaring the Form S-4 effective only allows Churchill XI to hold the vote and solicit proxies. Closing still depends on shareholder approval at the 2 November meeting and the remaining closing conditions in the merger agreement.

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