Mr. Abhinav Singhvi reports

VOLATUS AEROSPACE TO ACQUIRE Aispeco, EXPANDING PROPRIETARY TECHNOLOGY FOR DEFENCE AND AERIAL INTELLIGENCE

Volatus Aerospace Inc. has entered into an agreement to acquire 100 per cent of Aispeco Uab shares, a Vilnius, Lithuania-based developer and manufacturer of modular airborne sensor systems and proprietary flight-management software.

The acquisition advances Volatus's strategy of building a vertically integrated aerospace and aerial-intelligence business by bringing ownership of sensor platforms, control electronics, and mission software into its existing aircraft operations, manufacturing capabilities and international customer network. By combining the aircraft, sensor technology and operational services within one organization, Volatus expects to capture greater value across aerial-intelligence missions, expand technology sales, and develop additional capabilities for defence, security and infrastructure customers.

Acquisition highlights

• Owns the sensor layer: Aispeco's Heliux pods, Focus artificial-intelligence-guided gimbal, Core electronics and Robincop software support multiple sensor types through a single platform certified for installation on more than 20 aircraft types. Two European patent applications are pending.
• Commercial traction: Approximately 50 complete systems sold to customers across North America, Latin America, Europe, Asia and Australia.
• Defence and surveillance traction: Active sales into defence and surveillance markets, including terrain mapping, forestry and border-monitoring applications.
• Established revenue base: Fiscal 2025 revenue of approximately $5.72-million, more than double fiscal 2024 revenue and expands Volatus's presence into the European market.
• Financial contribution: Aispeco is expected to generate approximately $10-million of revenue in fiscal 2027, with an adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) margin of 8 per cent to 12 per cent, on a stand-alone basis before synergies.
• Synergies: Management estimates $1.4-million to $2.6-million of annual cost and direct synergies by year 2. It also estimates $7-million to $12-million of incremental revenue and addressable-market opportunity from United States pipeline and utility access and European market access.

"Aispeco has built commercially deployed technology and engineering capabilities that would take years to replicate," said Glen Lynch, chief executive officer of Volatus. "By combining our aircraft operations with proprietary sensors and mission software, we can create new opportunities across commercial, infrastructure and defence markets."

The acquisition also adds an engineering and manufacturing base in Vilnius, Lithuania, expanding Volatus's presence in Europe. Located in a North Atlantic Treaty Organization and European Union member state, Aispeco complements Volatus's Canadian manufacturing capabilities and provides a platform for further growth in allied markets.

"Joining Volatus gives us the scale and market access to accelerate adoption of our technology," said Mantas Vaskela, co-founder and chief executive officer of Aispeco. "Together, we can bring more integrated and flexible aerial intelligence solutions to customers across defence, energy and critical infrastructure markets, offering greater capabilities and new options."

Transaction details

Under the terms of the agreement, Volatus will pay base consideration of $10.5-million (U.S.), consisting of $3.0-million (U.S.) in cash and $7.5-million (U.S.) in Volatus common shares subject to adjustments under the acquisition agreement. Approximately 70 per cent of the base consideration is payable in shares. The shares will be priced at the 20-day volume-weighted average trading price on the Toronto Stock Exchange as of Oct. 13, 2026. Additional consideration of up to $2.5-million (U.S.) is payable in cash or equity at the option of Volatus, upon achievement of specified financial, commercial and product-development milestones over three years.

Closing remains subject to customary conditions, including conditional approval of the Toronto Stock Exchange.

Investor presentation and webinar

An investor presentation describing the acquisition is available on the company's website. For more information, investors are invited to join a webinar on Thursday, Oct. 15, at 4:30 p.m. ET for a short Q&A (question and answer).

About Volatus Aerospace Inc.

Volatus Aerospace is a Canadian-headquartered global aerospace and defence company delivering intelligence and cargo solutions through piloted and remotely piloted aircraft systems. With operations, training programs and strategic partnerships spanning multiple continents, Volatus supports government, defence and commercial customers worldwide. The company leverages advanced technologies, remote operations expertise and aviation experience to solve complex operational challenges in demanding environments.

We seek Safe Harbor.