Critical Infra agrees to acquire Ausi manufacturing biz

Mr. Brenton Scott reports CRITICAL INFRASTRUCTURE TECHNOLOGIES EXECUTES TERM SHEET TO ACQUIRE STATE OF THE ART ENGINEERING BUSINESS WITH STRONG DEFENCE AND MINING CONNECTIONS, WESTERN AUSTRALIA Critical Infrastructure Technologies Ltd. has entered into a binding term sheet to acquire 100 per cent of the issued shares in a Western Australian precision manufacturing company, to expand its advanced production capabilities and secure local sovereign manufacturing capacity for its Nexus 20 and future product lines. Key highlights Critical Infrastructure to acquire 100 per cent of a leading Western Australian precision manufacturer serving the defence and infrastructure sectors; Strengthens sovereign manufacturing capability in Australia with state-of-the-art fabrication facilities in Western Australia; Establishes vertically integrated manufacturing capacity in Australia, improving speed to deployment, cost control and scalability for defence-grade systems; The acquisition provides revenue exceeding $7.4-million (Australian) and EBITDA (earnings before interest, taxes, depreciation and amortization) of more than $1.9-million (Australian) (based on 2025), delivering a robust earnings base and immediate production capability. Provides immediate eligibility for Defence tenders and projects requiring DISP (Defence Industry Security Program) membership. Under the agreement, Critical Infrastructure will acquire the company from founders for a total consideration of $7.7-million (Australian), plus standard net debt and working capital adjustments. The acquisition adds a profitable and well-established business to Critical Infrastructure, with revenue exceeding $7.4-million (Australian) and EBITDA of more than $1.9-million (Australian). This provides a robust earnings base to support accelerated growth in sovereign defence manufacturing, enabling Critical Infrastructure to scale production, strengthen supply chain control, and advance delivery of its Nexus 20 and future autonomous communication systems. Strengthening Australian manufacturing sovereignty The business, founded in 1997 and based in Western Australia, has more than 25 years of experience delivering precision sheet-metal fabrication, CNC machining and engineering solutions for the defence, mining, infrastructure and government sectors. The company is certified to ISO 9001 (quality), ISO 14001 (environment) and ISO 45001 (safety) standards, and operates a fully equipped in-house manufacturing facility featuring state-of-the-art laser cutting systems, CNC folding and bending machines, robotic welding technology, and advanced CAD/CAM integration. This combination of modern equipment, skilled personnel and a robust quality management system enables it to produce defence-grade components and assemblies with precision, repeatability and efficiency. This acquisition provides Critical Infrastructure with direct access to a highly skilled work force and modern fabrication systems, enabling faster prototyping, improved cost control and scalable manufacturing for its defence and communications technologies. "The business has established itself as a leading precision manufacturer supporting defence and heavy industry in Australia," said Brenton Scott, chief executive officer of Critical Infrastructure. "This acquisition provides CiTech with a consistent revenue stream together with instant profitability, making the CiTech Group cash flow positive from completion. It ensures the group can accelerate production of our Nexus 20 and future product lines while strengthening Australia's sovereign industrial base." DISP accreditation achieved The business has successfully achieved DISP accreditation (Defence Industry Security Program), a critical credential administered by the Australian Department of Defence. DISP membership ensures that companies meet rigorous security, governance and information protection standards required to work with Defence and its supply chain partners. This accreditation confirms it can securely handle classified information, personnel and projects -- enabling closer collaboration with Defence and enhancing Australia's sovereign capability in advanced manufacturing. "Achieving DISP accreditation represents a significant milestone," added Brenton Scott. "It demonstrates our shared commitment to the security, integrity and resilience required to deliver mission-critical systems to Defence and Allied nations." Integration and transition The founders will remain with the business through a structured transition and integration period to ensure operational continuity and maintain the high-quality standards for which it is known for. The transaction remains subject to due diligence together with the finalization of a share purchase agreement (SPA) and standard completion conditions. It has been agreed to not name the company being acquired until after due diligence has concluded. Completion is anticipated within 90 days of the term sheet's execution. Strategic alignment The acquisition reinforces Critical Infrastructure's commitment to building a sovereign Australian manufacturing ecosystem capable of supporting rapid-deployment systems for defence, emergency response and secure communications. It complements Critical Infrastructure's growing network of international partnerships, including collaborations with Babcock International, Terma and the establishment of an EU presence in Latvia, and therefore further expanding its reach across North Atlantic Treaty Organization's Eastern Flank and allied markets. About Critical Infrastructure Technologies Ltd. Listed on the Canadian Securities Exchange with operations in Perth, Western Australia, Critical Infrastructure is creating autonomous, high-capacity, rapidly deployable technology that delivers essential services to where they are needed most. Critical Infrastructure is targeting the mining, defence, border security/surveillance and emergency services sectors in relation to its first product release, the Nexus 16, which aims to provide critical mobile telecommunications for such sectors. Using patented technologies, Critical Infrastructure's self-deploying platform (SDP) provides a solution for two of the greatest limitations of current rapidly deployable communication solutions, strength of the tower and ability to rapidly self deploy and operate, in numerous situations. The SDP is designed to support radio equipment including LTE (long-term evolution) and several other technological payloads, such as surveillance and anti-drone systems. Critical Infrastructure has completed the research and development phase and is currently commercializing the first of many products that will be released. We seek Safe Harbor.