BT Brands Inc. (NASDAQ:BTBD) saw its shares jump 117% in premarket trading Wednesday after announcing a definitive merger deal with Aero Velocity Inc., a provider of advanced drone solutions.
The all-stock transaction will reposition BT Brands as a specialist in drone technology and AI-driven solutions for both government and commercial clients. Under the terms of the agreement, Aero Velocity shareholders will hold roughly 89% of the combined company, while current BT Brands stockholders will retain about 11% on a fully diluted basis.
The deal also involves an equity contribution of $3 million to $5 million from Aero Velocity shareholders. Once the merger closes—expected in Q4 2025 or Q1 2026—the newly formed company will be called Aero Velocity Inc. and will continue trading on the Nasdaq Capital Market.
“BT Brands considered a range of strategic initiatives, and we believe this proposed transaction represents an opportunity to deliver significant value to our stockholders,” said Gary Copperud, CEO of BT Brands.
Aero Velocity operates under a Drones-as-a-Service model, offering aerial mapping, data collection, industrial inspections, and infrastructure cleaning. Its client base spans government agencies, corporations, and educational institutions in sectors such as agriculture, environmental monitoring, defense, and emergency response.
Mark Hastings, CEO of Aero Velocity, will assume leadership of the combined company after the merger closes. The agreement has received unanimous board approval from both companies and remains subject to shareholder consent and customary closing conditions.
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