Nexus Advanced Technologies Signs Confidential Exclusivity for Proposed $500 Million Reverse Merger

NEW YORK, Oct. 06, 2026 (GLOBE NEWSWIRE) -- Nexus Advanced Technologies Inc. (Nasdaq: NXAT) (“Nexus” or the “Company”) today announced that it has signed an exclusivity agreement to negotiate a potential reverse merger with a U.S. defense technology company (the “Target”). The discussions are for a proposed valuation of approximately $500 million for the Target, subject to due diligence and negotiation of definitive transaction terms.

The Target’s identity is being withheld at this stage for confidentiality reasons. According to information provided by the Target, it holds a license for weapons technology intended to address counter-drone defense applications. Nexus is evaluating the technology, the scope of the license, and the Target’s commercialization prospects as part of its transaction review.

The Target has received non-binding letters of intent relating to potential projects with an aggregate indicated value of approximately $7 billion. These LOIs are preliminary and non-binding, and there can be no assurance that they will result in definitive agreements or completed projects. These expressions of interest do not constitute confirmed orders or committed revenue.

If a transaction is completed on terms currently under discussion, the transaction structure could involve a merger of the Target with a subsidiary of Nexus, with the Target’s shareholders acquiring a majority ownership interest in the combined company and a resulting change of control of Nexus. The final transaction structure, ownership percentages, financing arrangements, and other material terms remain subject to negotiation and are not yet determined.

Any transaction would be subject to, among other things, satisfactory completion of due diligence by each party, negotiation and execution of definitive agreements, receipt of applicable corporate and shareholder approvals, regulatory approvals, satisfaction of Nasdaq listing requirements, re-domiciliation of the Company as a US entity and other customary closing conditions. There can be no assurance that a definitive agreement will be reached.

Any transaction would be subject to satisfactory due diligence, execution of definitive agreements, applicable corporate and shareholder approvals, and satisfaction of regulatory, Nasdaq and other closing requirements.
About Nexus Advanced Technologies
Nexus Advanced Technologies Inc. (Nasdaq: NXAT) pursues strategic investments, acquisitions and partnerships across AI infrastructure and advanced technologies, including data centers, AI compute and GPU infrastructure.

Forward Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence of these words does not mean that a statement is not forward looking.

These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of other performance metrics and projections of market opportunity. These statements are based on various assumptions, whether or not identified in this communication, and on the current expectations of NXAT’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and may differ from assumptions. Many actual events and circumstances are beyond the control of NXAT. Some important risks that could cause actual results to differ materially from those in any forward-looking statements include changes in domestic and foreign business, market, financial, political, and legal conditions.

If any of these risks materialize or NXAT’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that NXAT does not presently know, or that NXAT currently believes are immaterial, that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect NXAT’s current expectations, plans, and forecasts of future events and views as of the date hereof.

Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved.

You should not place undue reliance on forward-looking statements in this communication, which speak only as of the date they are made and are qualified in their entirety by reference to the cautionary statements herein and the risk factors of NXAT described in NXAT’s Annual Report on Form 20-F filed with the SEC on May 15, 2025, including those under the heading “Risk Factors” therein. NXAT anticipates that subsequent events and developments may cause its assessments to change. However, while NXAT may elect to update these forward-looking statements at some point in the future, NXAT specifically disclaims any obligation to do so, except as required by law.

The forward-looking statements contained herein should not be relied upon as representing NXAT’s assessments as of any date subsequent to the date of this communication. Accordingly, undue reliance should not be placed upon the forward-looking statements.

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