Brenmiller Energy Ltd announced a private placement to issue 240,000 ordinary shares at an issue price of $4.50 per Ordinary Share for the gross proceeds of $1,080,000, 648,890 Ordinary Shares of pre funded warrants at a price of $4.50 for the gross proceeds of $2,920,005 and 888,890 Ordinary Shares of warrants for the aggregate gross proceeds of $4,000,005 on January 22, 2024. The transaction is expected to close on January 25, 2024. he Warrants are exercisable immediately at a price of $5.00 per share and will expire five years from the date of issuance.

The Pre-Funded Warrants are exercisable immediately at a price of $0.0001 per share and are exercisable until exercised in full. The Company agreed to pay the Placement Agent an aggregate cash fee equal to 7.0% of the gross proceeds received by the Company from the sale of the securities in the Offering, however in the case of certain identified investors the Company agreed to pay a cash fee equal to 3.5% of the gross proceeds received by the Company from such investors. Pursuant to the Placement Agency Agreement, the Company also agreed to pay the Placement Agents $105,000 for accountable expenses and $25,000 for non-accountable expenses.

The Placement Agency Agreement has indemnification and other customary provisions for transactions of this nature.