T3 Defense Acquires 51% Stake in ITS
Written by Emily J. Thompson, Senior Investment Analyst
Updated: Feb 17 2026
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T3 Defense, formerly Nukkleus, announced that it has acquired a 51% stake in Industrial Techno-Logic Solutions, ITS, with an option to buy the remainder. No additional cash or securities were issued in connection with the acquisition. "This transaction reinforces our strategy of strengthening constrained production capacity within the defense industrial base," said Menny Shalom, Chief Executive Officer of T3 Defense Inc. "ITS operates at the intersection of advanced engineering and scalable manufacturing, where execution precision and delivery discipline directly impact long-cycle national security programs. With ITS included in our portfolio, we now estimate annual revenue in the range of $24 to $26 million, reflecting the scale of execution-critical assets we are assembling."
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About DFNS
Nukkleus Inc. is a financial technology company. The Company is focused on providing software and technology solutions for the worldwide retail foreign exchange (FX) trading industry. The Company primarily provides its software, technology, customer sales and marketing and risk management technology hardware and software solutions package to Triton Capital Markets Ltd. Its technology Nukkleus Tech is an advanced trading technology platform for dealing and risk management with global liquidity and customizable leveraging and enables customers to have control over their trading quote and liquidity strategies. Its digital RFQ is a digital asset execution service providing global counterparts with access to global liquidity and a suite of institutional products and services. It offers blockchain-enabled financial services solutions that are secure, compliant, and globally accessible offering crypto enabled payments and transfers as well as digital asset trading and brokerage.
About the author
Emily J. Thompson
Emily J. Thompson, a Chartered Financial Analyst (CFA) with 12 years in investment research, graduated with honors from the Wharton School. Specializing in industrial and technology stocks, she provides in-depth analysis for Intellectia’s earnings and market brief reports.
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- Enhanced Financial Flexibility: This conversion not only reduces near-term repayment obligations but also simplifies the company's balance sheet, allowing T3 Defense to support ongoing operations and execution across its portfolio companies with greater flexibility.
- Clear Strategic Intent: T3 Defense stated that the transaction aims to enhance financial stability by removing short-term financial obligations, thereby providing more room for future growth and investment opportunities.
- Positive Market Reaction: This move is expected to boost investor confidence in T3 Defense, potentially having a positive impact on the company's stock price and further strengthening its market position in the defense industry.
See More
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- Alignment of Interests: By opting to exchange cash repayment for equity, Shalom further aligns his interests with shareholders, demonstrating his confidence in the company's future growth potential.
- Operational Momentum: This conversion follows a period of significant operational momentum for T3 Defense, which is executing a diversified investment strategy in defense technology companies across critical domains such as missile defense and electronic warfare.
- Enhanced Financial Flexibility: The transaction simplifies the balance sheet and removes near-term financial obligations, providing greater flexibility to support ongoing operations and execution across its portfolio companies.
See More
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See More
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See More
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See More
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- Debt Conversion: T3 Defense's Chairman and CEO Menachem Shalom voluntarily converted approximately $2.14 million in promissory notes into about 4.1 million restricted shares, effectively eliminating $2.14 million of outstanding debt and significantly alleviating the company's financial burden.
- Enhanced Financial Flexibility: This conversion not only reduces near-term repayment obligations but also simplifies the company's balance sheet, allowing T3 Defense to support ongoing operations and execution across its portfolio companies with greater flexibility.
- Clear Strategic Intent: T3 Defense stated that the transaction aims to enhance financial stability by removing short-term financial obligations, thereby providing more room for future growth and investment opportunities.
- Positive Market Reaction: This move is expected to boost investor confidence in T3 Defense, potentially having a positive impact on the company's stock price and further strengthening its market position in the defense industry.
See More
T3 Defense CEO Converts $2.14M Debt to Equity
- Debt Conversion: T3 Defense's Chairman and CEO Menachem Shalom voluntarily converted approximately $2.14 million in promissory notes into about 4.1 million restricted shares, eliminating near-term debt and improving the company's capital structure.
- Alignment of Interests: By opting to exchange cash repayment for equity, Shalom further aligns his interests with shareholders, demonstrating his confidence in the company's future growth potential.
- Operational Momentum: This conversion follows a period of significant operational momentum for T3 Defense, which is executing a diversified investment strategy in defense technology companies across critical domains such as missile defense and electronic warfare.
- Enhanced Financial Flexibility: The transaction simplifies the balance sheet and removes near-term financial obligations, providing greater flexibility to support ongoing operations and execution across its portfolio companies.
See More
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- Q1 Revenue Expectation: T3 Defense anticipates consolidated revenue of approximately $4.2 million for Q1 2026, primarily driven by defense-related orders across all subsidiaries, indicating robust demand in the defense sector.
- Strong Order Backlog: The company reported a strong backlog of $12.1 million across all subsidiaries at the end of Q1, providing solid revenue visibility for the remainder of 2026 and ensuring stable growth prospects for the company.
- Full-Year Revenue Guidance Reaffirmed: T3 Defense reaffirmed its full-year 2026 revenue guidance of $26 million, reflecting expectations for strong organic growth and operational momentum, highlighting the company's competitive position and growth potential in the market.
- Stock Price Surge: T3 Defense's stock rose nearly 27% to $0.79 in extended trading, reflecting investor optimism regarding the company's outlook, which may attract further investor interest.
See More
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- Increased Business Activity: T3 Defense reports a significant rise in business activity across its subsidiaries, particularly in requests for proposals (RFPs) and potential customer inquiries, indicating growing market recognition of its capabilities and expected long-term contract growth.
- Rimon Contract Approval: Rimon secured approximately $4.1 million in new multi-year contracts to manufacture components for the Iron Dome missile defense system, showcasing its technical capabilities and strategic importance within high-priority defense initiatives.
- Tiltan New Contracts: Tiltan signed contracts for synthetic data generation with a strategic Asian defense research institute, supporting AI training, highlighting the increasing demand for advanced technologies in defense markets and enhancing its competitive position.
- Zorronet Customer Growth: Zorronet has signed contracts with major Israeli critical infrastructure providers, reflecting a growing demand for integrated real-time situational awareness platforms, further solidifying its market position in security environments.
See More
T3 Defense Responds to Increased Geopolitical Demand
- Surge in Demand: T3 Defense is witnessing a significant increase in demand for integrated air and missile defense and counter-UAS capabilities due to the ongoing Iran conflict and broader geopolitical developments, which is expected to drive growth in the company's defense technology sector.
- Clear Strategic Positioning: CEO Menny Shalom emphasized that the current conflict environment has made missile defense and counter-drone capabilities foundational requirements for modern national security, and the company's strategy of acquiring and scaling specialized defense businesses positions it well to meet growing allied demand for practical solutions.
- Enhanced Operational Readiness: The company is accelerating delivery schedules and inventory replenishment, prioritizing the expansion of manufacturing capacity and hardening supply chains for critical components to support the rapid integration of proven solutions, ensuring urgent customer needs are met.
- Humanitarian Focus: T3 Defense underscores that its products are designed to reduce vulnerability to aerial threats and protect military personnel and civilians, with the CEO noting the company's commitment to humanitarian efforts and regional stability while ensuring the safety of its workforce and partners.
See More
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- Investment Size: T3 Defense Inc. announced a commitment of up to $20 million from Esousa Group Holdings to accelerate its acquisition strategy, aiming to consolidate high-value suppliers and enhance operational capabilities within the defense industrial base.
- Funding Structure: The financing is structured in two tranches, with $10 million funded at closing and a second $10 million contingent upon specific market conditions and shareholder approval, ensuring compliance with Nasdaq listing requirements.
- Strategic Use of Funds: Proceeds from the financing will be utilized to advance acquisitions in the aerospace and defense sector, support working capital for multi-year program execution, enhance overall balance sheet flexibility, and improve operational capacity across portfolio companies, thereby solidifying market position.
- Management Insight: T3 Defense CEO Menny Shalom stated that this investment enhances the company's ability to execute its acquisition pipeline, enabling it to acquire and scale established defense suppliers at critical bottlenecks while maintaining alignment with public shareholders.
See More
