Transportation and Logistics Systems, Inc. Enters into Asset Exchange Agreement

Transportation and Logistics Systems, Inc. (TLSS) has entered into a Member Interest and Asset Exchange Agreement to acquire 80% of Patriot Glass Solutions, LLC (PGS) and four nanotechnology patents. The acquisition will be structured as a reverse triangular merger, with PGS surviving the merger. The consideration for the acquisition is $4,750,000, payable in TLSS Series J Senior Convertible Preferred Stock. The transaction is expected to close by June 1, 2026, subject to certain conditions, including satisfactory due diligence and the delivery of financial statements for PGS. The remaining 20% membership interest in PGS will be retained by Michael Wanke, who is expected to enter into an employment agreement with PGS. This acquisition aligns with TLSS's strategy to become a leader in the safety and security technology industry by expanding its service offerings and market reach. PGS specializes in window tinting solutions and glass strengthening technology, complementing TLSS's go-forward strategy.