Brenmiller Energy Ltd. Announces Pricing of $1.5 Million Public Offering
Brenmiller Energy Ltd. ("Brenmiller", "Brenmiller Energy" or the "Company") (NASDAQ:BNRG), a leading global provider of thermal energy storage ("TES") solutions for industrial and utility customers, today announced the pricing of its "reasonable best efforts" public offering for the purchase and sale of 2,307,693 ordinary shares of the Company (or pre-funded warrant in lieu thereof) together with Series B warrants to purchase up to 2,307,693 ordinary shares (the "Series B Warrants") and Series C warrants to purchase up to 2,307,693 ordinary shares (the "Series C Warrants"), at a combined offering price of $0.65 per ordinary share and accompanying warrants, for aggregate gross proceeds of approximately $1.5 million before deducting placement agent fees and other offering expenses. The Series B Warrants and the Series C Warrants will have an exercise price of $0.75 per share. The Series B Warrants will be exercisable immediately and will expire five years from the issuance date. The Series C Warrants will be exercisable immediately and will expire 12 months from the issuance date.
The closing of the offering is expected to occur on or about May 14, 2025, subject to the satisfaction of customary closing conditions. The Company intends to use the net proceeds of this offering for general and administrative corporate purposes, including working capital and capital expenditures.
A.G.P./Alliance Global Partners is acting as the sole placement agent for the Offering.
The securities described above are being offered pursuant to a registration statement on Form F-1, as amended (File No. 333-286789), previously filed with the Securities and Exchange Commission ("SEC"), which became effective on May 12, 2025. The offering is being made only by means of a prospectus forming part of the effective registration statement. A preliminary prospectus relating to the offering has been filed with the SEC. An electronic copy of the final prospectus will be filed with the SEC and may be obtained, when available, on the SEC's website located at http://www.sec.gov and may also be obtained from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at [email protected].
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Brenmiller Energy Ltd.
Brenmiller Energy helps energy-intensive industries and power producers end their reliance on fossil fuel boilers. Brenmiller's patented bGen™ ZERO thermal battery is a modular and scalable energy storage system that turns renewable electricity into zero-emission heat. It charges using low-cost renewable electricity and discharges a continuous supply of heat on demand and according to its customers' needs. The most experienced thermal battery developer on the market, Brenmiller operates the world's only gigafactory for thermal battery production and is trusted by leading multinational energy companies. For more information visit the Company's website at https://bren-energy.com/ and follow the company on X and LinkedIn.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Statements that are not statements of historical fact may be deemed to be forward-looking statements. For example, the Company is using forward-looking statements in this press release when it discusses: the expected closing of the offering and the intended use of net proceeds from the offering. Without limiting the generality of the foregoing, words such as "plan," "project," "potential," "seek," "may," "will," "expect," "believe," "anticipate," "intend," "could," "estimate" or "continue" are intended to identify forward-looking statements. Readers are cautioned that certain important factors may affect the Company's actual results and could cause such results to differ materially from any forward-looking statements that may be made in this press release. Factors that may affect the Company's results include, but are not limited to: the Company's planned level of revenues and capital expenditures; risks associated with the adequacy of existing cash resources; the demand for and market acceptance of our products; impact of competitive products and prices; product development, commercialization or technological difficulties; the success or failure of negotiations; trade, legal, social and economic risks; and political, economic and military instability in the Middle East, specifically in Israel. The forward-looking statements contained or implied in this press release are subject to other risks and uncertainties, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company's Annual Report on Form 20-F for the year ended December 31, 2024 filed with the SEC on March 4, 2025, which is available on the SEC's website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
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