Pluri Inc. Announces Registered Direct Offering Raising ~$2.99M

What Happened

• Pluri Inc. announced on August 26, 2026 that it entered a securities purchase agreement for a registered direct offering and a concurrent private placement expected to close on August 28, 2026. The offering includes 1,200,000 common shares and pre‑funded warrants to purchase up to 1,028,940 common shares, plus common purchase warrants tied to those securities. Net proceeds are expected to be approximately $2,984,808 after placement agent fees and estimated expenses.

Key Details

• Securities sold: 1,200,000 common shares and pre‑funded warrants exercisable for up to 1,028,940 common shares (total underlying shares = 2,228,940).
• Pricing: common shares at $1.50 each; pre‑funded warrants sold at $1.49999 (exercise price $0.00001); concurrent common warrants exercisable at $1.65 per share.
• Timing & restrictions: offering expected to close Aug 28, 2026; company and insiders agreed to a 45‑day lock‑up; company restricted from certain equity issuances for 45 days and from variable rate transactions for six months (with an ATM exception after 30 days with the placement agent).
• Placement agent & fees: A.G.P./Alliance Global Partners acting as placement agent; cash fee of 6.50% of gross proceeds plus reimbursement of up to $50,000 in expenses.
• Regulatory: offering registered under the company’s shelf registration statement on Form S-3 (File No. 333-273347); legal opinion from Sullivan & Worcester LLP filed as Exhibit 5.1.

Why It Matters

• This financing raises immediate capital (net ~ $3.0M) to fund Pluri’s corporate development, working capital and general purposes, which can support operations or near‑term programs.
• The use of pre‑funded warrants allows the investor to acquire additional shares without a meaningful immediate dilution at the moment of sale, while the common warrants and lock‑ups affect potential future dilution and timing of new share issuance.
• Placement agent fees and the dilutive potential of warrants are material considerations for existing shareholders evaluating the impact on share count and future per‑share value.