Foresight Autonomous Holdings To Sell Up To 51% Stake To VisionWave Holdings For ~$17.5M In VWAV Shares

The collaboration intends to integrate Foresight's high-resolution visible light/infra-red and neuromorphic event-based sensor suite delivering ultra-low-latency detection in fast, dynamic, or low-light conditions for tactical and autonomous use cases into VisionWave's multi-layered defense, homeland security and for next-generation defense and commercial autonomous products:

UAV Systems - Heavy-lift electric vertical takeoff and landing aircrafts, fixed-wing endurance unmanned aerial vehicles (UAV), and first-person view (FPV) strike platforms, built on advanced compounded materials-composite airframes for extended logistics, and resupply across contested environments.
Varan Unmanned Ground Vehicle (UGV) - Modular off-road class UGV for transport and air-launched drone deployment, with autonomous convoy support and adaptive terrain response.
Tactical UAS - Sovereign-grade tactical UAVs for short-to-medium range target acquisition, and precision tactical effects. Hand-launchable, rapidly deployable, fielded for government-to-government programs.
Counter UAS - Fully autonomous interceptor drones and integrated detect-track-defeat systems against hostile UAS, FPVs, and loitering munitions across the full threat spectrum.

The one stack solution delivers faster, more accurate detection-to-action capabilities for counter-UAV, UGVs, robotics, perimeter security, and critical infrastructure protection.

Pursuant to the term sheet, VisionWave will acquire up to 51% (not less than 45%) of Foresight's outstanding shares in exchange for approximately $17.5 million in VisionWave common stock (subject to a five-day volume weighted average price pricing mechanism), in staged closings. VisionWave will receive board representation on Foresight's board (two seats initially, with potential for one additional seat). Both companies will remain independent and publicly traded. The transaction is subject to definitive agreements, expected within the next 30 days from signing of the term sheet on April 19, 2026), completion of due diligence, receipt of all required regulatory, stock exchange, and shareholder approvals (including Nasdaq requirements), and other customary closing conditions.