Nukkleus Inc. (NASDAQ: NUKK) completed a $3.25 million acquisition of 100 % of Nimbus Drones Technologies and Marketing Ltd., an Israeli company that designs, produces and operates unmanned aerial systems for defense and commercial customers. The deal was financed with 1,850,000 shares of Nukkleus common stock and a 24‑month convertible note that can be converted at $2.00 per share, carries a 6 % interest rate, and is capped at 4.99 % ownership. The note was issued to Elad Defense, and the transaction closed on January 16 2026 after agreements were signed the day before.
The acquisition positions Nukkleus in the rapidly expanding global UAV market, adding counter‑UAS capabilities and high‑resolution mapping services that complement its existing defense‑supply‑chain assets. Nimbus, founded in 2024, reported FY 2025 revenue of approximately $940,000, indicating a small but growing business that Nukkleus intends to integrate into its broader platform. By adding Nimbus, Nukkleus gains a foothold in Israel’s world‑class defense ecosystem and a new product line that can be leveraged for U.S. and allied contracts.
The financial structure of the deal reflects Nukkleus’s strategy to manage cash outlay while preserving upside. The $2.00 conversion price is below the stock’s trading level at the time of the announcement, creating a potential dilution path if the note is converted. However, the 24‑month maturity and the ownership cap limit the long‑term impact on existing shareholders. The 1.85 million shares issued represent a modest equity dilution relative to Nukkleus’s market capitalization, but the convertible note’s terms provide a flexible financing tool that can be exercised as Nimbus’s valuation grows.
Nukkleus’s own financial health has been a point of concern for investors. The company’s stock was trading near its 52‑week low at the time of the announcement, and its P/E ratio was negative at –0.417, indicating profitability challenges. The acquisition is part of a broader pivot from fintech to defense, a shift that has seen Nukkleus make several recent purchases, including Star 26 Capital and Tiltan Software Engineering. The market has historically reacted with post‑news selling after positive milestones, suggesting cautious investor sentiment toward the company’s strategic bets.
Integration of Nimbus is expected to be phased, with the UAV design and production teams joining Nukkleus’s existing engineering and supply‑chain operations. The company anticipates synergies from shared R&D, cross‑selling of counter‑UAS solutions to its defense customers, and accelerated time‑to‑market for new UAV platforms. Management believes that the combined entity will be better positioned to secure U.S. and allied contracts, leveraging Israel’s reputation for UAV innovation.
Menny Shalom, CEO of Nukkleus, said the deal “significantly strengthens our growing defense technology portfolio” and highlighted the “global demand for UAS and counter‑UAS technology.” He added that the acquisition “positions us to capitalize on the expanding UAV market and strengthens our foothold in the Israeli defense ecosystem.”
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