Announcement • Jan 21
Bonus BioGroup Ltd. announced that it expects to receive ILS 1.580001 million in funding
Bonus BioGroup Ltd. entered into Investment Agreements and announced a private placement of 2,724,139 ordinary shares of the company at an issue price of ILS 0.58 and 1,362,071 non-marketable warrants together with the shares of the company at an exercise price of ILS 0.75 for gross proceeds of ILS 1,580,000.62 on January 20, 2026. The transaction involves participation from three third-party investors and to the best of the Company's knowledge, the investors are not employees of the Company, are not interested parties or have any affiliation with any interested party and/or officer of the Company, and as a result of the Offer, will not become material shareholders in the Company, after the allocation of the securities, in accordance with the investment agreements. Each of the warrants is exercisable for one ordinary share, registered in the name, without par value, of the Company, for a period beginning on the date of the allocation of the Assigned Warrants and ending two years from the date of the relevant investment agreement no later than January 18, 2028. The fair value of each of these Assigned Warrants was calculated as of the date of the investment agreements according to the Black and Scholes formula as an amount of approximately ILS 0.071, and accordingly, The fair value of half of it is approximately ILS 0.035 . The fair value calculation was based on a risk-free interest rate of 3.9%, a closing price of ILS 0.51per share, and a standard deviation of 43.48%. The effective price of each of the shares allocated at a price of ILS 0.58 per share, after deducting the fair value of half of one of the option letters allocated at an exercise price of ILS0.75, is ILS 0.545 per share, higher by 0.035, which constitutes approximately 7%, above the closing price. The allotted shares and the shares that may arise from the exercise of the allotted options will be identical in their rights to ordinary shares, registered in the name of the Company, without par value, existing in the Company's capital, and will be registered in the Company's name in the Company's records. The consideration for the allocated shares was determined in negotiations between the Company and each of the investors. According to the investment agreements, the consideration is expected to be received in full no later than February 28, 2026. The allocation of the securities in this transaction is subject to the approval of the Stock Exchange for the listing for trading of the assigned shares and the shares that may result from the exercise of the warrants. The securities issued in this transaction are on a hold period of 6 months, and it is prohibited to offer them and the shares that may arise from the exercise of the allotted options, through trading on the Stock Exchange. From the end of six months from the date of allotment of the allotted shares and for six consecutive quarters, an investor will be entitled to offer through trading on the Stock Exchange, on each trading day, a quantity of shares that will not exceed the average daily trading volume on the Stock Exchange in the Company's shares over a period of eight months. weeks prior to the date of the offer, provided that it does not offer in one quarter a quantity of shares exceeding one percent of the issued and paid-up capital of the Company.
