XTI Aerospace, (“XTI”), a developer of vertical flight technologies including the TriFan 600 VTOL aircraft, has strategically expanded its portfolio by acquiring Drone Nerds, LLC, a leading U.S. drone distributor and service provider. The acquisition, finalized on November 10, 2025, immediately boosts XTI’s scale and recurring revenue base with a profitable company that generated over $100 million in 2024 revenue.
To fortify its balance sheet, XTI concurrently closed a $25 million private placement from strategic investor Unusual Machines, (UMAC). This investment was structured through the issuance of Series 10 Convertible Preferred Stock, which is convertible into common stock pending shareholder approval.
The total purchase consideration for Drone Nerds was approximately $40 million. The deal was financed through a combination of $20 million in cash from XTI’s reserves, $11.9 million in promissory notes, and $9.7 million in equity. The equity portion is granted as units in the Drone Nerds subsidiary, exchangeable after May 1, 2026, for 6.5 million XTI common shares, representing 19.9% of its pre-acquisition outstanding stock. These shares will be subject to a lock-up agreement until November 2026. Importantly, no XTI common stock was issued directly to Drone Nerds or UMAC at closing.
CEO Scott Pomeroy described the acquisition as a “foundational step” in building a comprehensive vertical flight and Unmanned Aircraft Systems (UAS) portfolio. Drone Nerds brings its market-leading expertise in systems design, hardware, software, and a strong dealer network to XTI. This move is poised to capture more high-margin enterprise business and expand influence in areas like drones-as-a-service and autonomous flight.
Jeremy Schneiderman, CEO of Drone Nerds, emphasized the strategic fit, noting the combined company is positioned at the center of aviation’s transformation. The alliance aims to deliver cost efficiencies and competitive advantages across diverse sectors such as logistics, defense, emergency response, and infrastructure inspection. The companies also align with the White House Executive Order on domestic drone development, reinforcing U.S. leadership in the emerging Vertical Economy.
Allan Evans, CEO of Unusual Machines, expressed confidence in the strategy, highlighting the significant opportunity for Drone Nerds to define the domestic drone landscape as U.S. bans on Chinese drones intensify.
ThinkEquity acted as the exclusive M&A advisor and placement agent for the transactions.
