AIBotics, Inc., a public company focused on AI-enabled robotics and intelligent automation, announced a stock exchange agreement with Empulser Enterprises LLC on October 2, 2026. Under the agreement, AIBotics will acquire 100% of the Wyoming company's issued and outstanding membership interests, making Empulser a wholly owned subsidiary. Patrick Tsang, founder of Empulser, has joined AIBotics as Strategic Advisor and may become Chief Executive Officer and a director upon closing subject to conditions.
Transaction Terms and Earn-Out Structure
AIBotics will issue up to 2,200,000 shares of newly designated Series C Preferred Stock with an aggregate stated value of up to US$22 million at US$10.00 per share. Of that amount, 10% is allocated to closing and 9% is allocated to each of ten earn-out milestones over 36 months. Milestones cover specified patent work, product demonstration and flight testing, acceptance into a formal test or pilot program, and achievement of US$500,000 in cumulative recognized revenue.
Preferred Stock Features and Closing Conditions
The Series C Preferred Stock pays no dividends and generally has no voting rights, except as provided in the designation or by law. Each share is convertible into AIBotics common stock at an initial conversion price equal to the closing price on the trading day immediately before closing, subject to adjustments and beneficial ownership limitations. AIBotics may advance up to US$2 million to Empulser before closing as a secured loan, with closing subject to audited financials and current OTC Markets status.
Leadership and Strategic Track Record
Patrick Tsang brings more than two decades of experience in global capital markets, public company transactions, mergers and acquisitions, corporate development, and emerging technology. He is Chairman of Tsang Group, a fourth-generation single family office, and founder and Chief Executive Officer of Empulser. Under his leadership, an early-stage investment in Pulse Evolution Group became part of FaceBank Group and later merged with fuboTV, which listed on the New York Stock Exchange.
Empulser Technology Platform
Empulser is developing a U.S. defense and dual-use technology platform centered on wireless power, autonomous aerial and ground systems, AI-enabled mission functionality, and supporting infrastructure. The company aims to extend operational endurance for unmanned platforms while reducing dependence on manual charging and support systems. Empulser remains in a development and commercialization phase, and future milestones will be announced only after they are achieved and substantiated.
Management Commentary
Ben Kaplan, Chief Executive Officer of AIBotics, described the agreement as an important step and emphasized Tsang's global capital markets experience and Empulser's fit with AI and autonomous systems. Tsang added that the transaction represents a new chapter for Empulser and focuses on enabling intelligent machines to operate longer with less human intervention. The companies intend to build public communications around documented execution rather than projected milestones.
Regulatory Filing and Next Steps
AIBotics filed a Current Report on Form 8-K with the U.S. Securities and Exchange Commission that includes the exchange agreement as an exhibit. Following closing, AIBotics intends to appoint Tsang as Chief Executive Officer and a director, subject to a satisfactory background review, board approval, and execution of an acceptable chief executive officer agreement. The exchange agreement provides for termination if the transaction has not closed within 90 days after October 2, 2026, or if applicable conditions are not satisfied or waived by January 2, 2027.
The proposed acquisition is intended to provide a public market platform for Empulser to pursue technology development, intellectual property expansion, testing, capitalization, and commercial and defense applications. There can be no assurance that the transaction will close, and updates will depend on documented execution and material operating milestones. AIBotics expects to provide additional information as the Empulser transaction progresses and conditions are met.