Tel Aviv, Israel, Nov. 13, 2026 (GLOBE NEWSWIRE) -- Nexera Technologies Ltd (“Nexera” or the “Company”) (Nasdaq: NEXR, NEXRW), today announced that, as previously announced by its subsidiary, Fort Technology Inc. (Nasdaq: FRTT, TSXV: FORT) (“Fort”), Fort has entered into securities purchase agreements with two institutional investors (the “Investors”), pursuant to which Fort may issue and sell, from time to time, unsecured convertible promissory notes (the “Notes’) in an aggregate principal amount of up to $20,000,000, together with warrants to purchase Fort common shares, subject to the terms and conditions of the agreements.
Fort intends to use the net proceeds from the financing for general working capital and to support its operations, including, among other things, the activities of its majority-owned subsidiary Logia USA Inc. related to fuel integrity solutions for data centers and other mission-critical facilities.
The Notes, which are subject to a 10% original issue discount, will be issued in an initial tranche with an aggregate principal amount of $2,200,000 across both Investors, for aggregate gross proceeds of $1,980,000, followed by additional quarterly tranches, at Fort’s discretion, with aggregate principal amounts of up to $2,200,000 across both Investors (with the final tranche having an aggregate principal amount of up to $2,400,000), subject to the terms of the agreements. The issuance of additional tranches is subject to satisfaction or waiver of the applicable closing conditions, and there can be no assurance that the full $20 million will be funded. The Notes bear interest at 8% per annum, mature 28 months after their respective issuance dates, and are convertible into common shares of Fort at the lower of a fixed price and 88% of the lowest daily VWAP during the 20 trading days preceding conversion, subject to a floor price. Concurrently with the issuance of each Note, the applicable Investor will receive warrants to purchase common shares of Fort, exercisable for five years. In addition, Fort has agreed to issue to the Investors, at the initial closing, common shares with an aggregate value of $1,000,000 as a commitment fee, with the number of shares determined based on the average daily VWAP during the three trading days immediately preceding the initial closing date.
The securities to be issued have not been registered under the U.S. Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
About Fort Technology
Fort is engaged in the retail sale of consumer products, primarily serving the pest control and remedial repair industries. Fort develops, markets and sells a range of products for both amateur and professional customers under its proprietary brands, including Roshield, Entopest, Rempro and BirdGo. Products are sold primarily through Amazon marketplaces in the United Kingdom and Europe as well as through other online sales channels. Fort currently serves customers throughout the United Kingdom and continental Europe and plans to expand its retail operations into the United States, subject to applicable regulatory approvals, including through the acquisition of Logia USA Inc., a company focused on selling advanced fuel integrity solutions for data centers and other mission-critical facilities in the United States.
About Nexera Technologies Ltd
Nexera Technologies Ltd operates, through its subsidiaries, in the fields of advanced technologies for the global homeland security, or HLS, sector and e-commerce. Its operations are conducted through three principal lines of business: KeepZone AI Inc., or KeepZone, a wholly-owned subsidiary dedicated to distributing and promoting AI-powered homeland security technologies, including 3D imaging and electromagnetic threat detection, perimeter intrusion detection, counter-unmanned aircraft systems, and multi-layered security solutions for critical infrastructure and global markets; Fort Products Limited, a legacy consumer products operation focused on pest control and remedial products, which was sold to Fort Technology Inc., or Fort Technology, in July 2025 in exchange for a controlling equity interest, with the Company having since reduced its stake in Fort while retaining control and strategic involvement in related e-commerce activities; and its ongoing legacy e-commerce activities, consisting of data-driven online retail operations (primarily on the Amazon Marketplace) conducted through the Company’s other wholly-owned subsidiaries, including Smart Repair Pro and Top Rank Ltd.
For more information on Nexera Technologies, visit: https://nexera-tech.io/
Forward-Looking Statements Disclaimer
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate,” or other comparable terms. For example, the Company is using forward-looking statements when discussing the anticipated issuance of the Notes in an aggregate principal amount of up to $20 million, including the initial and any additional tranches, subject to the terms and the conditions of the securities purchase agreements; Fort’s intended use of the net proceeds for general working capital and to support its operations, including the activities of Logia USA Inc.; and the anticipated issuance of warrants and common shares as payment of commitment fees to the Investors. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Company’s control. The Company’s actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause the Company’s actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: the Company’s ability to adapt to significant future alterations in Amazon’s policies; the Company’s ability to sell its existing products and grow the Company’s brands and product offerings; the Company’s ability to meet its expectations regarding the revenue growth and the demand for e-commerce; the overall global economic environment; the impact of competition and new e-commerce technologies; general market, political and economic conditions in the countries in which the Company operates; projected capital expenditures and liquidity; the impact of possible changes in Amazon’s policies and terms of use; the impact of conditions in Israel; and the other risks and uncertainties described in the Company’s Annual Report on Form 20-F for the year ended December 31, 2025, filed with the U.S. Securities and Exchange Commission (“SEC”), on April 1, 2026, and the Company’s other filings with the SEC. The Company undertakes no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.
Investor Relations Contact
Michal Efraty
Adi and Michal PR-IR
Investor Relations, Israel
michal@efraty.com
