SYDNEY: Australian technical services company BSA Limited announced Thursday it is in advanced discussions to acquire 100% of Eonetics Pty Ltd, an Australian-developed aerial infrastructure technology business specializing in tethered-drone systems, software and remote infrastructure capabilities.

The proposed acquisition, valued at 50 million BSA ordinary shares plus options and performance shares, would combine BSA’s national infrastructure services platform with Eonetics’ proprietary aerial technology. Eonetics serves customers across telecommunications, defense-adjacent, emergency response, public safety and AI-enabled infrastructure markets in the United States, Europe and allied countries.

BSA said each seller except CCGF Ventures-FZCO has executed a Share Purchase Agreement. The company cautioned that the agreement is not currently binding on all parties and that completion remains contingent on CCGF executing the agreement.

“No certainty” exists that CCGF will agree to the binding terms, BSA said, warning investors not to make decisions based on the assumption the acquisition will proceed.

Deal terms

The consideration comprises 50 million BSA shares at a deemed issue price of $0.35 each, with 40 million shares subject to voluntary escrow periods of 12 to 18 months. Additionally, 24.5 million unlisted options would be issued at exercise prices ranging from $0.40 to $1.00, expiring three years from issue.

Another 30 million performance shares would vest in three tranches if Eonetics generates aggregate sales revenue of $5 million, $7.5 million and $10 million between January 2027 and December 2029.

Completion is subject to customary conditions, including satisfactory legal due diligence, regulatory and shareholder approvals, and each seller entering a voluntary restriction agreement. If conditions are not met within 90 days of execution, parties may terminate the agreement.

Board and control

No seller is expected to hold a relevant interest exceeding 19.9% of BSA’s issued capital. Sellers would hold approximately 39.9% of BSA’s 125.3 million ordinary shares on completion and would be entitled to nominate one non-executive director to the BSA board.

BSA said no capital raising is proposed and it retains approximately $16.8 million in cash as of June 30, 2026. The company expects to hold a general meeting in November 2026, with completion anticipated shortly after.

BSA, listed on the Australian Securities Exchange, has over 25 years of experience delivering fixed-line and wireless telecommunications services, smart metering and electric vehicle charging solutions to customers including Foxtel and Telstra.