Berkshire Grey, Inc. Enters into Transaction Agreement with FedEx Affiliate

Strategic Insights -

Berkshire Grey, Inc., a company specializing in AI-powered robotic automation, has entered into a transaction agreement with FCJI, Inc., a subsidiary of FedEx Corporation. The agreement, dated July 29, 2022, involves the issuance of a warrant to purchase up to 25,250,616 shares of Berkshire Grey's Class A common stock. The warrant is exercisable at a price of $1.67 per share and is subject to certain vesting events, including the signing of commercial agreements and the completion of other commercial transactions between FedEx Corporation and Berkshire Grey.

Key Takeaways:

  • Berkshire Grey, Inc. has filed a FORM 8-K with the SEC on August 2, 2022, announcing the transaction agreement with FCJI, Inc.
  • The warrant issued to FCJI, Inc. has a total value of up to $42,416,532 ($1.67 per share x 25,250,616 shares)
  • The vesting of the warrant shares is subject to certain milestones, including the signing of commercial agreements and the completion of other commercial transactions between FedEx Corporation and Berkshire Grey
  • The Transaction Agreement sets forth certain governance arrangements and provisions relating to FCJI, Inc., including customary registration rights and representations and warranties
  • The Company also expects to enter into a master system purchase agreement with FedEx Corporation later in 2022 to streamline and expedite the procurement process
  • The forward-looking statements in the report include expectations regarding the impact of the ongoing COVID-19 pandemic on the Company's business and the impact of the transaction on the Company's financial condition

Statistics:

  • The total value of the warrant issued to FCJI, Inc. is up to $42,416,532 ($1.67 per share x 25,250,616 shares)
  • The exercise price of the warrant is $1.67 per share
  • The number of shares subject to the purchase option is up to 25,250,616 shares
  • The Warrant is exercisable from time to time, incrementally, upon completion of certain milestones
  • The vesting of the warrant shares is subject to a maximum of $200 million in binding orders and qualified payments

Sources:

  • Berkshire Grey, Inc. - FORM 8-K, dated August 2, 2022
  • Exhibit 4.1, dated July 29, 2022: Warrant to Purchase Common Stock
  • Exhibit 10.1, dated July 29, 2022: Transaction Agreement
  • Exhibit 99.1, dated August 2, 2022: Berkshire Grey, Inc. Press Release
  • Securities and Exchange Commission - Securities Exchange Act of 1934, as amended