JFB Construction Holdings, Inc. and its subsidiary XTEND filed a Form S‑4 registration statement with the U.S. Securities and Exchange Commission on April 29, 2026, marking a key step toward creating a new public company, XTEND AI Robotics, which will trade on the New York Stock Exchange under the ticker XTND.
The filing details an all‑stock transaction valued at approximately $1.5 billion, with XTEND shareholders expected to hold about 70 % of the combined entity and JFB shareholders about 30 %. The merger will shift JFB from a regional construction contractor into a technology‑focused robotics and AI company.
The deal combines JFB’s construction and infrastructure expertise with XTEND’s AI‑powered autonomous defense technologies, including its XTEND Operating System (XOS). The integration is intended to accelerate U.S. manufacturing, scale production, and strengthen the supply chain for defense customers, positioning the new company as a leader in AI‑driven autonomous defense solutions. The merger reflects a strategic pivot driven by increasing demand for autonomous defense solutions amid heightened global security volatility.
JFB reported a 32 % revenue growth in 2025, while XTEND secured a $1.67 million contract with the Israeli Ministry of Defense and reported a $71 million backlog as of December 31 2025. The merger is expected to close in mid‑2026, with the S‑4 filing being a procedural step toward regulatory approval and shareholder voting.
The filing also notes that JFB implemented a 2‑for‑1 forward stock split effective March 24, 2026, and that an amendment in March 2026 inserted an Israeli shell company into the transaction structure to adjust purchase price and trading restriction terms. These changes reflect the parties’ efforts to align the transaction mechanics with regulatory and market expectations.
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