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6-K2026-05-12· grok-4-1-fast-non-reasoning

NEXR · Nexera Technologies Ltd

0001213900-26-055116

SEC filing

Summary

Nexera Technologies Ltd entered Addendum No. 2 to its Securities Purchase Agreement with L.I.A. Pure Capital Ltd, issuing convertible promissory notes with warrants exercisable into Ordinary Shares equal to 100% conversion shares.

Key takeaways

Full analysis

Nexera Technologies Ltd, formerly Jeffs’ Brands Ltd, executed Addendum No. 2 on May 10, 2026, to its existing Securities Purchase Agreement originally dated June 26, 2025, with L.I.A. Pure Capital Ltd. This amendment, effective retroactively from April 1, 2026, enhances the financing facility allowing issuance of convertible promissory notes up to $100 million aggregate principal. Critically, each note issuance now includes a warrant exercisable into Ordinary Shares representing 100% of the conversion shares issuable from the note, calculated by dividing the principal by the Variable Price. These Warrant Shares are to be covered in the Company’s resale Registration Statement, providing the investor immediate liquidity pathways. The convertible note terms reveal a 10% original issue discount, 4% annual interest rising to 14% on default, and repayment via 10 equal monthly installments commencing 18 months post-issuance, with a 28-month maturity extendable by the Holder. Prepayments are permitted but restricted without Holder consent, and obligations are strictly non-recourse, limiting remedies to warrant exercise and note conversion. This structure signals ongoing capital needs for Nexera’s pivot to AI-driven homeland security solutions. Concurrently, Exhibit 99.1 announces KeepZone AI’s launch of VocentraAI on May 5, 2026, an AI platform for real-time voice communication analysis in high-stakes environments like homeland security and emergency management, potentially bolstering investor confidence in strategic execution amid financing activities.