CAVU Resources, Inc. (OTC:CAVR) Provides Update on Timeline for Proposed Merger with Post Bid Ship, Inc.

Rhea-AI Summary

CAVU Resources (OTC:CAVR) on February 4, 2026, deferred its previously targeted January 31, 2026 record date for the proposed spin-out and merger with Post Bid Ship, Inc. and PBS Recon, Inc.

The delay is to complete regulatory reviews, corporate compliance, and administrative steps. The Energy Pulse spin-out timing will be announced after closing. Parties remain aligned on principal terms, subject to definitive documentation, regulatory approvals, and Post Bid Ship recapitalization including a reverse stock split. Anticipated shareholder consideration: 1 PBS share for every 2,050 CAVR shares (post-PBS reverse split), and issued shares are expected to be unregistered until an S-1 is filed.

Positive

• Parties remain aligned on principal commercial and structural terms
• Anticipated pro rata consideration ratio disclosed: 1 PBS per 2,050 CAVR shares

Negative

• Record date target deferred, delaying transaction timing
• Shares issued likely to be unregistered until an S-1 registration is filed
• Post Bid Ship recapitalization includes a reverse stock split before closing

TULSA, OKLAHOMA / ACCESS Newswire / February 4, 2026 / CAVU Resources, Inc. ("CAVR" or the "Company"), OTC, today issued an update regarding the timeline for its proposed spin-out and merger with Post Bid Ship, Inc. and PBS Recon, Inc.

The Company announced that the previously anticipated January 31, 2026, target for establishing a definitive record date has been deferred. This adjustment is a deliberate step to ensure completion of all required regulatory reviews, administrative processes, and corporate compliance procedures, enabling the transaction to proceed in an orderly and fully compliant manner.

The spin-out of Energy Pulse Inc. will be at a later date to be announced after the completion of the Post Bid Ship transaction.

Transaction and Compliance Status

The parties remain aligned on the principal commercial and structural terms of the proposed transaction. Execution of definitive merger documentation and any subsequent closing remain subject to, among other matters:

• Regulatory and Market Oversight Review: Confirmation that all procedural steps satisfy the requirements of applicable industry authorities and corporate action standards.

• Definitive Documentation: Finalization and execution of merger agreements and satisfaction of customary closing conditions.

• Recapitalization Actions: Post Bid Ship, Inc. is expected to complete a recapitalization, including a reverse stock split, to simplify its capital structure prior to any closing.

Management emphasized its commitment to transparency, disciplined execution, and full regulatory integrity. A definitive record date will be established and publicly announced once the necessary legal and regulatory processes are complete.

A definitive record date will be established and publicly announced once the necessary legal and regulatory processes are complete and final approvals are in place.

Proposed Shareholder Consideration

Under the terms currently contemplated, and subject to final execution and closing, CAVR shareholders are expected to receive shares of Post Bid Ship, Inc. common stock on a pro rata basis, at an anticipated ratio of:

One (1) share of Post Bid Ship, Inc. ("PBS") for every 2,050 shares of CAVR common stock held on the record date post PBS reverse split.

Until an S1 registration statement is filed, any shares issued in connection with the proposed transaction are expected to be unregistered securities, issued in reliance on applicable exemptions under the Securities Act of 1933, as amended. The structure and timing of any future registration or resale opportunities will be determined in accordance with applicable securities laws and market requirements.

About CAVU Resources, Inc.

CAVU Resources, Inc. is a Nevada-based holding company focused on developing and managing assets across disruptive technology, energy, real estate, and digital infrastructure sectors. The Company supports revenue-generating opportunities through a diversified portfolio and the use of grid, natural gas, and renewable energy solutions, including carbon credit initiatives.
Website: www.cavuri.com

About Post Bid Ship, Inc.

Post Bid Ship, Inc. ("PBS") provides an integrated logistics and transportation platform that streamlines freight operations for brokers, carriers, and shippers. The platform incorporates workflow transparency, automated processes, and comprehensive back-office support, including transportation management, documentation, billing, and compliance tools.

The platform is designed to enhance carrier operations by simplifying onboarding, standardizing compliance procedures, and automating administrative workflows. PBS also plans to operate as an asset-based carrier, owning and managing a fleet of trucks intended to support recurring revenue, improve service reliability, and provide operational data insights across its technology infrastructure. The PBS website is www.postbidship.com.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other applicable securities laws. All statements contained herein that do not relate to matters of historical fact should be considered forward-looking statements, including, but not limited to, statements regarding the anticipated completion of the merger, future operations, strategies, financial position, prospects, plans, goals, and objectives, as well as statements containing words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "project," "seek," "should," "will," and similar expressions intended to identify forward-looking statements.

Forward-looking statements are based on management's current expectations, beliefs, assumptions, and projections. These statements are not guarantees of future performance and involve known and unknown risks, uncertainties, and other important factors, many of which are beyond the Company's control, that could cause actual results, performance, or achievements to differ materially and adversely from those expressed or implied by such forward-looking statements. These risks and uncertainties include, without limitation, market conditions, competition, regulatory developments, the Company's ability to successfully complete the transaction, execution risks, dependence on key personnel, economic and business conditions, and general market factors.

Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Except as required by applicable law, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. The Company expressly disclaims any liability for any forward-looking statements if actual results differ materially from those anticipated.

Additionally, past performance is not indicative of future results, and there can be no assurance that the Company will achieve the goals or plans described herein.

Investor Contact

Billy Robinson, CEO
CAVU Resources, Inc.
Email: br@cavuri.com
Phone: 504-722-7402

SOURCE: CAVU Resources, Inc.

View the original press release on ACCESS Newswire

FAQ

Why did CAVR delay the January 31, 2026 record date for the CAVR-PBS merger?

The record date was deferred to complete required regulatory reviews and compliance. According to the company, this deliberate step ensures all procedural, legal, and administrative steps are finished before setting a definitive record date and proceeding with the transaction.

What is the expected shareholder exchange ratio for CAVR in the proposed merger with PBS?

Shareholders are expected to receive 1 PBS share for every 2,050 CAVR shares (post-PBS reverse split). According to the company, this ratio is subject to final execution, closing, and any adjustments from PBS recapitalization.

Will shares received in the CAVR-PBS transaction be registered for resale immediately?

No; shares issued in connection with the transaction are expected to be unregistered until an S-1 is filed. According to the company, issuances will rely on applicable Securities Act exemptions and future registration timing will follow securities laws.

What recapitalization actions will Post Bid Ship complete before closing the merger?

Post Bid Ship is expected to complete a recapitalization including a reverse stock split prior to closing. According to the company, this is intended to simplify PBS's capital structure before executing definitive merger documentation.

When will CAVR announce a definitive record date for merger-related shareholder actions?

A definitive record date will be publicly announced after legal and regulatory processes are complete. According to the company, the record date will be set once required approvals and compliance steps have been satisfied.