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Prosys Tech Corp to Become AFD Aero in $25.6-Million Reverse Takeover, Listing on TSX Venture Exchange
On July 17 2026, Prosys Tech Corporation announced that it had signed a letter of intent with Aeronautics Fund SCA SICAV‑RAIF (AFD) and certain of AFD’s registered fund holders to acquire nine aircraft engines and the lease agreements related to those engines. The transaction will be structured as a reverse takeover, after which Prosys will change its name to AFD Aero Corporation.
The deal, valued at $25.6 million, also includes a concurrent announcement of a private placement that could raise up to $475 million. AFD, an investment platform that specializes in acquiring, managing and adding value to aeronautical assets—including commercial aircraft, aircraft engines and spare parts—will become the new owner of the target assets.
Prosys, which has historically focused on designing embedded field‑programmable gate arrays (FPGA) for the technology sector, will shift its business focus to aeronautics. The reverse takeover will result in the listing of Prosys’ Class A shares on the TSX Venture Exchange (TSXV), a public venture‑capital marketplace for emerging companies in Canada.
The TSXV is a subsidiary of the TMX Group and is headquartered in Calgary, Alberta, with offices in Vancouver, British Columbia, Toronto and Montreal. Companies listed on the TSXV must meet certain financial and governance requirements, including limits on the proportion of shares held by controlling groups and evidence of a viable business plan.
According to the Globe Newswire release, the transaction will be subject to customary closing conditions, including regulatory approvals and the completion of due diligence. No specific timeline for closing was provided, but the parties indicated that the transaction is expected to be completed in the coming months.
The acquisition of the nine engines and lease agreements is part of AFD’s broader strategy to expand its aeronautical asset portfolio. By combining its existing holdings with the new assets, AFD aims to increase its market presence in the aircraft engine leasing market.
Prosys’ shareholders will receive AFD Aero shares in exchange for their existing shares, and the company’s share structure will be reorganized to reflect the new ownership. The name change to AFD Aero Corporation will be effective upon completion of the transaction.
The reverse takeover structure allows AFD to become a public company through Prosys’ existing listing on the TSXV, bypassing the traditional initial public offering process. This approach is increasingly used by private investment platforms that seek a quicker path to public markets.
The transaction was announced in a joint statement by Prosys and AFD. While the release did not include direct quotes from executives, it confirmed that both parties are committed to completing the deal in accordance with applicable securities regulations.
The deal will be reported in Prosys’ next quarterly filing with the Canadian securities regulators. Investors in Prosys’ Class A shares will be able to trade the shares on the TSXV once the transaction is finalized.
The transaction represents a significant shift for Prosys, moving from a technology‑focused business to an aeronautics‑focused one. It also illustrates the growing interest of investment platforms in acquiring tangible aerospace assets as part of diversified investment strategies.
As the transaction proceeds, market participants will watch for regulatory approvals, the completion of the private placement, and the finalization of the share reorganization. The outcome will determine how quickly Prosys’ shares become actively traded on the TSXV and how the new AFD Aero Corporation positions itself within the aviation industry.
In summary, Prosys Tech Corp is set to become AFD Aero Corporation through a $25.6 million reverse takeover that will list its Class A shares on the TSX Venture Exchange. The deal, which includes a private placement of up to $475 million, marks a strategic pivot for Prosys into the aeronautics sector and aligns with AFD’s expansion plans in aircraft engine leasing.
The deal, valued at $25.6 million, also includes a concurrent announcement of a private placement that could raise up to $475 million. AFD, an investment platform that specializes in acquiring, managing and adding value to aeronautical assets—including commercial aircraft, aircraft engines and spare parts—will become the new owner of the target assets.
Prosys, which has historically focused on designing embedded field‑programmable gate arrays (FPGA) for the technology sector, will shift its business focus to aeronautics. The reverse takeover will result in the listing of Prosys’ Class A shares on the TSX Venture Exchange (TSXV), a public venture‑capital marketplace for emerging companies in Canada.
The TSXV is a subsidiary of the TMX Group and is headquartered in Calgary, Alberta, with offices in Vancouver, British Columbia, Toronto and Montreal. Companies listed on the TSXV must meet certain financial and governance requirements, including limits on the proportion of shares held by controlling groups and evidence of a viable business plan.
According to the Globe Newswire release, the transaction will be subject to customary closing conditions, including regulatory approvals and the completion of due diligence. No specific timeline for closing was provided, but the parties indicated that the transaction is expected to be completed in the coming months.
The acquisition of the nine engines and lease agreements is part of AFD’s broader strategy to expand its aeronautical asset portfolio. By combining its existing holdings with the new assets, AFD aims to increase its market presence in the aircraft engine leasing market.
Prosys’ shareholders will receive AFD Aero shares in exchange for their existing shares, and the company’s share structure will be reorganized to reflect the new ownership. The name change to AFD Aero Corporation will be effective upon completion of the transaction.
The reverse takeover structure allows AFD to become a public company through Prosys’ existing listing on the TSXV, bypassing the traditional initial public offering process. This approach is increasingly used by private investment platforms that seek a quicker path to public markets.
The transaction was announced in a joint statement by Prosys and AFD. While the release did not include direct quotes from executives, it confirmed that both parties are committed to completing the deal in accordance with applicable securities regulations.
The deal will be reported in Prosys’ next quarterly filing with the Canadian securities regulators. Investors in Prosys’ Class A shares will be able to trade the shares on the TSXV once the transaction is finalized.
The transaction represents a significant shift for Prosys, moving from a technology‑focused business to an aeronautics‑focused one. It also illustrates the growing interest of investment platforms in acquiring tangible aerospace assets as part of diversified investment strategies.
As the transaction proceeds, market participants will watch for regulatory approvals, the completion of the private placement, and the finalization of the share reorganization. The outcome will determine how quickly Prosys’ shares become actively traded on the TSXV and how the new AFD Aero Corporation positions itself within the aviation industry.
In summary, Prosys Tech Corp is set to become AFD Aero Corporation through a $25.6 million reverse takeover that will list its Class A shares on the TSX Venture Exchange. The deal, which includes a private placement of up to $475 million, marks a strategic pivot for Prosys into the aeronautics sector and aligns with AFD’s expansion plans in aircraft engine leasing.
