Tessera Makes Payment to Secure Previously Granted Option on World Leader in Tethered Aerostat and Aerospace Technology
Tessera Makes Payment to Secure Previously Granted Option on World Leader in Tethered Aerostat and Aerospace Technology |
| [15-October-2026] |
Tessera completes its previously agreed $1 million refundable payment for a 90-day option to acquire 51% of RT based on an equity value of up to $13 million, as the global aerostat systems market is projected to grow from $2.35 billion in 2025 to $6.49 billion by 2035 NETANYA, Israel, Oct. 15, 2026 /PRNewswire/ -- Tessera Defense and Homeland Security Inc. (NYSE American: HLSQ) ("Tessera" or the "Company") is securing its option to acquire a controlling stake in RT LTA Systems Ltd. ("RT"), a world leading developer of tethered aerostat systems for tactical intelligence, surveillance and reconnaissance (ISR) by the transfer of the previously agreed to $1 million consideration for the 90 day option. As previously reported, the payment is to be credited to the purchase of the equity stake should Tessera determine to exercise the option, and refunded if the option is not exercised.
Tessera continues to build out its Predict–Sense–Analyze–Decide–Act architecture. The potential addition of RT's platforms comes alongside recent operational progress at Tessera's Zorronet subsidiary, which has reported new deployments of its AI intelligence platform across Israeli kibbutzim, energy sites, rail operations, military locations and command centers. Integrating RT's tethered aerostat systems would extend the same sensing and response framework into continuous elevated coverage for borders, critical infrastructure and other large areas. Tessera is continuing its due diligence review of RT and its business during the option period, including validating RT's asserted backlog and other pipeline projects to Tessera's satisfaction. If exercised, Tessera expects to fund the purchase price through the expanded Mandragola credit facility, proceeds from its at-the-market equity offering program and/or other sources. According to industry research, the global aerostat systems market was valued at approximately $2.35 billion in 2025 and is projected to reach $6.49 billion by 2035, representing a compound annual growth rate of about 10.7%. Tethered systems accounted for the majority of the market, driven by demand for persistent surveillance in border protection, military ISR and critical infrastructure applications. RT develops and manufactures the Skystar™ and SkyGuard™ families of tethered aerostat systems. These helium-filled, lighter-than-air platforms can remain aloft for extended periods, providing continuous elevated coverage while carrying mission-specific payloads including day/night cameras, infrared sensors, radar, communications systems and other ISR equipment. The systems support border protection, strategic-site security, coastal and maritime surveillance, force protection, public safety, large-scale events, search and rescue, and other missions. According to RT, its systems have accumulated more than six million operational hours worldwide. Current customers include Elbit Systems and the Israel Police. According to RT, as of October 15, 2026 it had approximately $15 million in backlog, including an active multi-million-dollar contract with the UAE as part of a large-scale border-protection project. Systems are also deployed by security forces in the United States, Mexico, Australia, France and other countries. As part of our due diligence we are validating these assertions regarding the backlog and other pipeline projects. Tethered aerostats occupy a distinct niche within aerospace and persistent surveillance. Unlike manned aircraft or most unmanned aerial vehicles that require frequent refueling and recovery cycles, tethered systems can deliver continuous, wide-area observation from an elevated vantage point potentially at a lower cost per hour of coverage. The tether supplies power and high-bandwidth data connectivity, enabling multi-sensor payloads to operate for prolonged periods over fixed or semi-fixed areas. This combination of persistence and elevated line-of-sight has made specialized aerostat platforms a practical tool for military ISR, homeland security and public-safety applications where continuous monitoring of large geographic areas is required. Under the option agreement, RT is to enter into a non-exclusive, perpetual license of its technology with Tessera within 60 days after the date of the agreement, whether or not the option is exercised. The license could allow data from RT's airborne platforms to integrate with Tessera's broader sensing and response systems regardless of whether the acquisition is completed. Under the agreement announced on September 24, 2026, Tessera holds a 90-day option to acquire 51% of RT, exercisable solely at Tessera's discretion and subject to completion of due diligence and other approvals. The purchase price will be based on the lower of a $13 million equity value or a formula tied to RT's average revenue and EBITDA over 2026, 2027 and 2028, using audited financial results and structured as an earnout. Tessera deposited $1 million for the option; the amount will be credited toward the purchase price if the option is exercised and refunded if the option is not exercised. "If we determine that exercise of the option is in our stockholders' best interest subject to satisfactory due diligence, management believes that RT would add an entirely new dimension to what we are building at Tessera," said Michael Oster, CEO of Tessera. "Our strategy is based on the complete security cycle of Predict, Sense, Analyze, Decide and Act, and RT gives us the potential to extend that architecture into persistent tethered airborne sensing across borders, critical infrastructure and other large areas. It would expand our sensor arsenal and strengthen our mosaic by improving our ability to predict threats across our broader security platform. That capability would also support our expansion deeper into homeland security at a time when we are seeing a new Middle East take shape, with growing cooperation between countries across the region. RT's activity in the UAE is a tangible example of how that regional cooperation is creating new opportunities for security technology, particularly in areas such as border protection." About Tessera Defense and Homeland Security Inc. (Formerly BiomX Inc.) Tessera Defense and Homeland Security Inc. (NYSE American: HLSQ) is a physical security technology company providing integrated, bespoke security solutions that connect detection, intelligence and response across complex security environments. The Tessera platform integrates cameras, sensors, detection technologies, AI and other security infrastructure to identify threats, understand events and coordinate response in real time. Tessera provides the technology, hardware and implementation expertise needed to tailor security solutions to the specific requirements of each site, helping customers deploy and optimize integrated security systems across critical infrastructure, energy, digital infrastructure and homeland security applications. For more information, visit https://thlsq.ai/. About RT LTA Systems RT LTA Systems develops and manufactures the Skystar and SkyGuard families of aerostat systems for military, homeland security and civilian applications. Its systems provide persistent ISR and communications capabilities for missions including border protection, strategic-site security, coastal surveillance, law enforcement, public safety and search and rescue. According to RT, its systems have accumulated more than six million operational hours worldwide. For more information, visit https://www.rt.co.il/ Forward-Looking Statements This press release contains "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements may be identified by words such as "expects," "intends," "plans," "believes," "will," "may," "anticipates," "estimates," "potential," and similar expressions. These statements are based on the Company's current expectations and are subject to a number of risks and uncertainties, many of which are beyond the Company's control, that could cause actual results to differ materially from those expressed or implied. These risks and uncertainties include, among others: the risk that Tessera may elect not to exercise its option to acquire a controlling interest in RT LTA Systems Ltd. ("RT"), including as a result of due diligence, and that the proposed transaction may not be completed on the anticipated terms or at all; the risk that the Company may acquire a different percentage of RT than currently contemplated; the risk that the valuation or ultimate purchase price may differ from current expectations based on RT's audited revenue and EBITDA for fiscal years 2026, 2027 and 2028; the risk that the anticipated earnout structure may change or result in payments different from those currently anticipated; the ability of the Company to obtain sufficient financing to complete the transaction, including through the expanded Mandragola credit facility, proceeds from the Company's at-the-market equity offering program or other sources, and the risk that the issuance of additional equity may result in dilution to existing stockholders; the risk that required approvals may not be obtained or that the RT backlog and other pipeline projects may not be validated; the risk that the Company may not enter into the potential command-and-control transaction on acceptable terms or at all; the risk that the parties may not enter into the contemplated licensing agreement on the anticipated terms or at all, or that the agreement may not generate the expected commercial opportunities; the risk that RT's backlog may be delayed, modified or cancelled, may not convert into recognized revenue on the anticipated schedule or at all, or may generate lower revenue or margins than expected; the ability of RT's Skystar and SkyGuard systems and related technologies to perform as designed and meet customer requirements; the ability of Tessera and RT to successfully combine RT's persistent airborne surveillance capabilities with Tessera's existing sensing, intelligence, analysis and response technologies; the risk that anticipated strategic, technological or commercial benefits from the transaction may not be realized; the ability of Tessera to expand its presence in homeland security, border protection, critical infrastructure and other target markets; the continuation and expansion of RT's relationships with existing customers, partners and international markets, including in the United Arab Emirates and elsewhere in the Middle East; the risk that geopolitical, regulatory, procurement, budgetary, technical or other factors may affect current or future projects and commercial opportunities; the risk that the Company may not regain compliance with the NYSE American continued listing standards within the plan period or at all; the risk that the Company may not make progress consistent with its plan; the possibility that the Company's common stock may be suspended from trading or delisted from the NYSE American; the Company's ability to raise additional capital and execute its business and strategic initiatives; the Company's going concern qualification; and the other risks described in the Company's filings with the Securities and Exchange Commission, including under the heading "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on February 19, 2026, as supplemented by the Form 10-K/A filed with the SEC on April 30, 2026, and in the Company's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2026 and June 30, 2026, filed with the SEC on May 20, 2026 and August 19, 2026, respectively, as well as the Company's other filings with the SEC. The Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. Investor Relations Contact:
SOURCE Tessera Defense and Homeland Security Inc | ||
Company Codes: NYSE:HLSQ,NYSEArca:HLSQ |
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