JFB and XTEND Announce $1.5B Business Combination to Establish a NasdaqListed US Leader in AI-Driven Autonomous Defense Robotics

• Strategic investors in the merger include Eric Trump, Protego Ventures who led the company’s previous funding round, Unusual Machines (NYSE: UMAC), American Ventures, LLC, , Aliya Capital and Agostinelli Group.
• Implied acquisition value of $1.5 billion, based on the price paid per share in concurrent private placement.
• Merger to create an autonomous defense and security systems company combining AI-driven robotic operating system with established US operating and infrastructure capabilities, strengthening the security of the United States and its allied nations.

 JFB Construction Holdings (Nasdaq: JFB), a real estate development and construction company, announced today that it has entered into a definitive agreement to combine with XTEND, a software-first defense technology company anchored by its AI XTEND Operating System (XOS) in an all-stock transaction. The business combination is further supported by strategic investments from Eric Trump, Protego Ventures who led the company’s previous funding round, Unusual Machines (NYSE: UMAC), American Ventures, LLC, and Aliya Capital. Following the closing of the business combination, the joint company is expected to be renamed XTEND AI Robotics and be listed on Nasdaq under the ticker “XTND.”

With headquarters and a production facility in Tampa, FL, the combined company expects to be well positioned to become a leading US provider of AI-driven autonomous defense and security solutions. XTEND delivers next-generation autonomous systems for defense, public safety, and private security applications built on its battle proven XOS operating system. XTEND’s products utilize remote operational capabilities, enabling multiple air, ground, and maritime drones to execute complex, dynamic missions with immediate operational readiness.

The transaction is also expected to support the expansion and increased NDAA-compliant, USmade domestic production capacity at XTEND’s Tampa, Florida production facility and ultimately accelerate the delivery of XTEND products to customers in the US, NATO allies, and Asia.

Aviv Shapira, Chief Executive Officer and Co-Founder of XTEND, commented:

“The demand for systems that keep operators out of harm’s way is surging as the global security environment grows more volatile, and this represents one of the largest market opportunities in defense technology today. By combining our platform with JFB, we are acquiring the resources we need to scale our manufacturing capabilities in the US and gaining access to the US public markets.”

Joseph F. Basile III, Chief Executive Officer of JFB, commented:

“What drew us to XTEND is the strength and scalability of its AI-driven operating system. XOS is not just a product, but a core autonomy platform that integrates software, hardware, and mission execution in real-world environments. By pairing XTEND’s operating system and advanced AI capabilities with JFB’s execution, infrastructure, and buildout expertise, we see a clear opportunity to accelerate US manufacturing, scale production responsibly, and support a next-generation defense technology platform built in America and ready for the public markets.”

Lital Leshem, Managing Partner at Protego Ventures and a board Director at XTEND, commented:

“Drones are transforming the battlefield in both defense and offense by providing real-time situational awareness, immediate response capabilities, unprecedented precision, operational simplicity, and cost efficiency. XTEND has proven performance in the field, positioning it at the forefront of the industry and enabling defense organizations to significantly enhance their operational power. We believe XTEND’s technology will continue to reshape the modern battlefield, and that the company is well positioned to capture significant opportunities in the years ahead.”

Under the terms of the merger agreement, XTEND shareholders and JFB shareholders will receive shares of a new holding company, XTEND AI Robotics. Upon the closing of the transaction, current XTEND shareholders would own approximately 70.0% and JFB shareholders would own approximately 30.0% of XTEND AI Robotics’ fully diluted shares on a pro forma basis, not including shares reserved for issuances under XTEND AI Robotics’ equity incentive plans.

The merger has been unanimously approved by the board of directors of both companies and approved by written consent by JFB shareholders owning a majority of the outstanding common stock of JFB. The parties expect the transaction to close during the middle of 2026.

Credit: XTEND