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Nexera Technologies Ltd - Early Warning Regarding Disposition Of Common Shares Of Fort Technology Inc.
This press release is issued pursuant to National Instrument 62-104 – Take-Over Bids and Issuer Bids and National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.
Toronto, Ontario– April 30, 2026 – TheNewswire – Pursuant to the requirements of applicable securities laws, Nexera Technologies Ltd (formerly Jeffs’ Brands Ltd (“Nexera”), a company with an office address of 7 Mezada Street, Bnei Brak, 5126112, Israel, reports that on April 29, 2026, Nexera disposed of an aggregate of 714,286 common shares (“Shares”) in the capital of Fort Technology Inc. (the “Company”) privately to third parties at a price of C$1.30 per Share for total cash consideration of C$928,571.80 (the “Transaction”).
Following the completion of the Transaction, Nexera holds beneficial ownership of, or control or direction over: (i) 8,129,373 Shares; (ii) rights (the “Contingent Rights”) to receive up to 4,714,287 Shares issuable upon the achievement of certain milestones; and (iii) C$2,200,000 principal amount of convertible debentures (the “Convertible Debentures”) the principal amount of which are convertible into units of the Company (“Units”) at a price of US$1.862 (approximately C$2.59 based on the exchange rate on August 21, 2025, being the date of issuance of the Convertible Debentures) per Unit until August 21, 2027 (the “Maturity Date”), with each Unit consisting of one Share and one Share purchase warrant of the Company exercisable for $1.862 until August 21, 2030 to acquire one additional Share. Accordingly, following the completion of the Transaction, Nexera holds 71.55% of the issued and outstanding Shares on a non-diluted basis.
Immediately prior to the Transaction, Nexera held beneficial ownership of, or control or direction over: (i) 8,843,659 Shares; (ii) the Contingent Rights; and (iii) the Convertible Debentures. Accordingly, immediately prior to the completion of the Transaction, Nexera held 77.83% of the issued and outstanding Shares on a non-diluted basis.
Nexera disposed of the Shares pursuant to the Transaction as it deemed it a prudent time to liquidate such Shares to execute its strategy to focus on homeland security and advance technologies. The holdings in securities of the Company by Nexera are for investment purposes. Nexera does not currently have plans to acquire additional securities or dispose of its holdings in the Company. However, it may acquire or dispose of securities depending on market conditions, changes in plans, or other relevant factors, subject in each case to applicable securities law.
The Company is located at c/o 325 Front Street, 2nd Floor, Toronto, Ontario M5V 2Y1. A copy of the related early warning report may be obtained from the SEDAR+ website (www.sedarplus.ca) or from Nexera c/o Ronen Zalayet, CFO, +972 545330073, or by email at ronen@nexera-tech.io.