PRFX · PRF Technologies Ltd.

PRF Technologies Ltd. (PRFX) has entered into a Standby Equity Purchase Agreement with YA II PN, Ltd., a Cayman Islands exempt limited company. Under this agreement, PRF Technologies has the right, but not the obligation, to sell up to $10 million of its ordinary shares to the investor over the commitment period. The shares are listed on the Nasdaq Capital Market under the symbol PRFX. The agreement provides the company with flexible access to capital, as it can deliver Advance Notices at its sole discretion, subject to conditions including an ownership limitation of 9.99% and a registration limitation tied to an effective registration statement. Notably, the company has taken steps to rely on its home country practice to exempt itself from Nasdaq rules that would otherwise require shareholder approval for such transactions. This arrangement allows PRF Technologies to raise capital without the immediate dilution of a fixed-price offering, as the purchase price is determined based on market prices during a pricing period. The agreement does not impose mandatory minimum advances or non-usage fees, giving the company significant flexibility. For investors, this signals potential future dilution but also provides the company with a committed equity facility to fund operations or growth initiatives.