Tessera Defense and Homeland Security Inc. Amends Investment Agreement to Increase Stake in M.E.A. Testing Systems
Tessera is raising its Motomea stake to 15%, adding a large convertible loan and securing an exclusive global license to MEA technology.
Rhea-AI Summary
Tessera Defense and Homeland Security (HLSQ) amended its investment agreement to increase its equity stake in M.E.A. Testing Systems (Motomea) from 10% to 15% and reinforce access to drone-testing technology.
Under the revised terms, Tessera will acquire the 15% interest for $50,000 in cash plus 130,000 shares of Tessera common stock, and has agreed to issue an additional 65,000 shares subject to NYSE American approval. Tessera also agreed to provide MEA with a convertible loan facility of up to $475,000 to fund working capital and drone-related activities, which may be converted into additional MEA equity, subject to exchange compliance and approval. At closing, Tessera is to receive an exclusive, perpetual, worldwide license to MEA’s technology and know-how and retains an exclusive option to acquire Motomova’s remaining interest in MEA at a price based on MEA’s audited fiscal 2027 results. MEA will remain majority owned by Motomova with unchanged management.
Positive
- Equity stake in MEA increased from 10% to 15%
- Exclusive, perpetual, worldwide license to MEA’s technology and know-how
- Convertible loan facility up to $475,000 may be turned into additional MEA equity
- Exclusive option to acquire Motomova’s remaining MEA holdings based on audited 2027 results
Negative
- Up to 195,000 new Tessera shares to be issued as consideration, causing dilution
- Up to $475,000 cash outlay for MEA working capital and drone activities
Details
Market reaction after Motomea stake increase: HLSQ -10.67%
Following this news, HLSQ has declined 10.67%, reflecting a significant negative market reaction. Our momentum scanner has triggered 14 alerts so far, indicating notable trading interest and price volatility. The stock is currently trading at $0.86.
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Key Figures
- Motomea stake
- 15%
- Amended investment agreement
- Cash consideration
- $50,000
- Payment for the 15% interest
- Common stock consideration
- 130,000 shares
- Payment for the 15% interest
- Additional shares
- 65,000 shares
- Subject to NYSE American approval
- Convertible loan facility
- Up to $475,000
- Advance to MEA for working capital and drone-related activities
- License term
- Perpetual
- Exclusive worldwide license for MEA technology and know-how
- License scope
- Worldwide
- Exclusive license for MEA technology and know-how
Historical Context
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Disclosed a Motomea minority interest and option to acquire remaining holdings
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Key Terms
convertible loan facility financial
inertial dynamometer systems technical
AI-generated analysis. How Rhea-AI works. Not financial advice.
The investment for an additional
NETANYA, Israel, Sept. 16, 2026 (GLOBE NEWSWIRE) -- Tessera Defense and Homeland Security Inc. (NYSE American: HLSQ) (“Tessera” or the “Company”) today announced that it has amended its existing investment agreement for the purchase of an equity stake in M.E.A. Testing Systems Ltd. (“MEA”, “Motomea”), an Israeli company that develops drone-related testing technology, from a
Motomea brings over a quarter-century of expertise to the field of electric motor and rotating-machine testing. The company provides testing solutions, including electric propulsion systems for drones, aircraft, robotics, and ground vehicles, to clients across the aerospace, automotive, energy, industrial, and transportation industries. Additionally, Motomea created and patented the industry's first load-free inertial dynamometer systems, enabling motor performance evaluations during acceleration and deceleration without requiring traditional external mechanical loads.
Under the transaction as amended, Tessera will acquire the
The option, entitles Tessera to acquire Motomova’s remaining holdings in MEA at a price based on MEA’s audited results for fiscal year 2027.
"Drone threats are now a reality at every site we protect, and effective defense begins with rigorous testing," said Michael Oster, CEO of Tessera. "MEA adds a critical testing capability to Tessera's AI-driven security platform, which connects predictive intelligence, sensing, analysis, decisioning and response. Over the long term, what we learn from MEA's testing will strengthen many of those layers. The transaction structure provides a path to full ownership as MEA scales."
Following the transaction, MEA will remain majority owned by Motomova, and its management will remain unchanged.
About Tessera Defense and Homeland Security Inc.
Tessera Defense and Homeland Security Inc. (NYSE American: HLSQ) is a physical security technology company providing integrated, bespoke security solutions that connect detection, intelligence and response across complex security environments. The Tessera platform integrates cameras, sensors, detection technologies, AI and other security infrastructure to identify threats, understand events and coordinate response in real time. Tessera provides the technology, hardware and implementation expertise needed to tailor security solutions to the specific requirements of each site, helping customers deploy and optimize integrated security systems across critical infrastructure and homeland security applications.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the anticipated benefits of the investment in MEA, the integration of MEA’s technology with the Company’s platform, the Company’s intention or ability to exercise its option to acquire the remaining interest in MEA, the conversion of the loan and the issuance of additional shares, and the Company’s strategy and target markets. Forward-looking statements are based on management’s current expectations and are subject to risks and uncertainties, including risks related to the Company’s ability to execute its strategy, obtain NYSE American approval for the issuance of additional shares, complete due diligence on MEA, and integrate and commercialize acquired technologies, and those risks described in the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2025, as supplemented by the Form 10-K/A filed April 30, 2026, and its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026. Actual results may differ materially from those expressed or implied. The Company undertakes no obligation to update any forward-looking statement, except as required by law.
Media Contact:
Yair Ohayon, IR & Communication Manager Yairo@thlsq.ai
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How is Tessera paying for the increased 15% stake in MEA?
Tessera will pay $50,000 in cash and issue 130,000 shares of its common stock for the 15% interest, and has agreed to issue an additional 65,000 shares subject to NYSE American approval.
What are the terms of Tessera’s option to acquire the rest of MEA?
The exclusive option entitles Tessera to acquire Motomova’s remaining holdings in MEA at a price that will be based on MEA’s audited results for fiscal year 2027.
What is the purpose of the $475,000 convertible loan facility to MEA?
The facility of up to $475,000 is intended to fund MEA’s working capital and drone-related activities, and may be converted at Tessera’s option into additional equity in MEA, subject to NYSE American compliance and approval.
Will MEA’s ownership and management change after this transaction?
Following the transaction, MEA will remain majority owned by Motomova, and its management will remain unchanged.