JFB Construction to Merge with XTEND, Expected Completion in 2026

JFB Construction Holdings (JFB) has entered into a definitive agreement to combine with XTEND, a software-first defense technology company anchored by its AI XTEND Operating System in an all-stock transaction. The business combination is further supported by strategic investments from Eric Trump, Unusual Machines (UMAC), American Ventures, LLC, Protego Ventures, 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, US-made 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. 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.