SKK Holdings Limited  announced that it has entered into a definitive asset purchase agreement (the “Asset Purchase Agreement”) with Rantizo, Inc. (“Rantizo”), a Delaware corporation headquartered in Houston, Texas, under which SKK Holdings will acquire substantially all of Rantizo’s drone-assets used in agricultural spraying, seeding, and monitoring for agriculture, forestry emergency response, and commercial applications (the “Acquired Assets”). The Acquired Assets will be acquired in exchange for newly issued Class A ordinary shares of SKK Holdings.

Concurrently with the signing of the Asset Purchase Agreement, certain existing SKK Holdings shareholders have entered into a Securities Purchase Agreement with Rantizo (the “Securities Purchase Agreement”) pursuant to which Rantizo will acquire Class B ordinary shares held by those shareholders (such shares, along with the shares issued in the Asset Purchase Agreement, the “Consideration Shares”) for aggregate cash consideration of $8 million, giving Rantizo an immediate equity position in the Company. The Company has also agreed to grant certain individuals in management a total number of Class A shares having an aggregate grant-date value of $12,000,000 based on the VWAP on each of the three trading days prior to closing. The Asset Purchase Agreement and the Securities Purchase Agreement are expected to close concurrently, subject to SKK Holdings shareholder approval, Nasdaq approval, the effectiveness of applicable regulatory clearances, and other customary closing conditions. The boards of directors of Rantizo and the Company each unanimously approved the Asset Purchase Agreement, the Securities Purchase Agreement and related transactions.

Upon closing, SKK Holdings will operate a platform combining drone technology and commercial infrastructure across precision agriculture, forestry emergency response, and broader commercial end markets. The Company intends to pair the Acquired Assets with access to the U.S. public capital markets to accelerate commercialization, deepen customer relationships, and pursue follow-on opportunities as the unmanned aerial systems sector continues to consolidate around scaled operators.

Sze Koon Kiat, Chief Executive Officer of SKK Holdings, stated: “The Rantizo asset base gives SKK Holdings a differentiated platform in one of the fastest-growing segments of the unmanned systems economy, with applications across agriculture and emergency response — each a market where the economics and regulatory environment increasingly favor scaled operators with integrated technology, data, and customer infrastructure. Combining a Nasdaq-listed capital structure with Rantizo’s technology and commercial relationships is designed to accelerate what would otherwise take years to build organically. This transaction materially expands the scope of what SKK Holdings can pursue on behalf of its shareholders.”

Marianne McInerney, incoming President of SKK Holdings in connection with the transactions, added: “Transferring Rantizo’s drone-based technology and commercial infrastructure into a Nasdaq-listed vehicle gives the business the capital access and governance profile this industry now demands. We view the next 24 months as a decisive window for commercial drone operators with the right assets, balance sheet, and governance to capture market share.”