Aibotics Inc. has entered into an Asset Sale and Purchase Agreement with PlayJamaica Limited to acquire certain robotics, drone services, and artificial intelligence assets. The transaction is scheduled to close by December 31, 2026, pending customary conditions.

Under the agreement, Aibotics will acquire tangible assets including robotics and drone equipment, mapping equipment, and the NovaCore Labs name and branding. The deal also includes intellectual property such as the NovaCore Nexus software, operating methodologies, and associated customer and vendor data. PlayJamaica will retain its virtual reality, simulator, and esports businesses.

The purchase price consists of 22,500 shares of Aibotics Series B Preferred Stock with a stated value of $225,000. Additionally, PlayJamaica is eligible to receive up to $3,000,000 in further Series B Preferred Stock through an earn-out structure. This earn-out is triggered if the acquired business generates cumulative gross revenue of $500,000, $1,500,000, $3,000,000, or $5,000,000 over four years following the closing. The company assumes approximately $35,000 in liabilities related to drones and generators.

In conjunction with the acquisition, Aibotics has established a subsidiary, NovaCore Labs Limited. The company plans to appoint Gregory Moore as President and Chief Executive Officer of the subsidiary. Aibotics and Mr. Moore will develop a budget to deploy $1,000,000 of capital in the subsidiary over 12 months, intended to be funded through a Regulation A offering.

Separately, Aibotics has entered into employment agreements with Gregory Moore and Ryan Moore, who were principal developers of the acquired assets. Gregory Moore will receive 50,000,000 shares of common stock upon the effective date, with the shares vesting in three installments over three years. He is also eligible for a cash bonus of 10% of NovaCore's net income, capped at $500,000 per year, and potential additional Series B Preferred Stock if revenue milestones are met. Ryan Moore will serve as Vice President and receive 50,000,000 common stock shares, also vesting over three years, along with a cash bonus of 8% of net income, capped at $500,000 annually.