Nukkleus Finalizes Purchase of Israeli Defense Technology Firm Tiltan

Nukkleus Inc. confirmed it has completed the acquisition of Tiltan Software Engineering Ltd., turning the Israeli defense-technology company into a wholly owned subsidiary. The closing follows the definitive agreement previously disclosed by the parties and formally secures Tiltan’s portfolio of simulation, synthetic data and navigation platforms under Nukkleus’s corporate umbrella.

The transaction, valued at NIS 47.6 million, calls for 75 percent of the consideration to be paid in cash across six installments that run through June 2026. The remaining 25 percent will be settled in Nukkleus common stock, which is to be released from escrow on the settlement date. To guarantee the payment schedule, Nukkleus has pledged the shares of Tiltan that it just acquired.

Defense-Focused Technology Assets

Tiltan’s technology base is deployed in several high-profile Israeli defense programs. According to the companies, the firm’s simulation systems are used by Israel Aerospace Industries to train pilots and other operators. Its synthetic data solutions contribute to the machine-learning workflows of Elbit Systems, while its GPS-denied navigation tools enable platforms from Rafael Advanced Defense Systems to function in contested electromagnetic environments. Over a span of three decades, the Israeli Ministry of Defense has presented Tiltan with multiple awards recognizing innovation and operational excellence, underscoring the strategic value of its products.

With the acquisition now closed, Nukkleus gains full access to these capabilities, which management has described as complementary to the company’s broader ambitions in high-performance computing and data services. The firms did not disclose any immediate organizational changes at Tiltan, but Nukkleus stated that the subsidiary will continue to operate under its established brand while being integrated into the parent’s corporate structure.

Payment Structure and Security

The cash component of the purchase price is to be disbursed in six tranches, ending in the second quarter of 2026. The installment approach, coupled with the escrowed equity portion, spreads the financial impact over an 18-month horizon. Nukkleus’s pledge of the acquired shares acts as collateral, ensuring that Tiltan’s former owners are protected if future payments are not completed as scheduled.

This structure mirrors other recent transactions in the defense-technology space, where staged payments and equity consideration are often employed to balance liquidity requirements and alignment of interests. Public filings accessible through the U.S. Securities and Exchange Commission indicate that Nukkleus has used similar mechanisms in past deals.

Recent Corporate Activity

The Tiltan acquisition is one of several corporate actions Nukkleus has executed over the past year. Shareholders recently approved the planned purchase of Star 26 Capital, and separate filings show the company has registered for resale a combined over 60 million shares of common stock held by existing investors. These moves suggest an active capital-markets strategy designed to fund expansion and provide liquidity to early stakeholders.

Imagem: financial planning 10

By incorporating Tiltan, Nukkleus adds capabilities that extend beyond its traditional focus on financial-technology infrastructure. Management has previously highlighted opportunities to apply high-throughput computing resources to sectors such as defense, aerospace and advanced manufacturing. Tiltan’s products, already embedded in aircraft training simulators and autonomous-navigation modules, supply the technical foundation for deeper involvement in those areas.

Next Steps

Nukkleus did not release updated financial guidance in connection with the closing. However, the company reaffirmed its commitment to fulfilling all payment obligations under the purchase agreement. The six-installment plan will require Nukkleus to allocate capital on a quarterly basis through mid-2026, after which Tiltan’s former shareholders are scheduled to receive the final cash tranche.

Market observers will look for further disclosure in upcoming quarterly reports, where management is expected to detail integration milestones, cost synergies and potential revenue contributions from Tiltan’s portfolio. Additional information on the progress of the Star 26 Capital acquisition and the status of the registered share resales is also anticipated in future filings.

For Tiltan, the transition to Nukkleus ownership marks the beginning of a new phase after more than 30 years as an independent engineering house. Its continued collaboration with Israel’s largest defense contractors remains central to its operations. With its status as a wholly owned subsidiary now confirmed, Tiltan will contribute its intellectual property, development teams and customer relationships to Nukkleus’s expanding technology platform.

Crédito da imagem: TipRanks