HAIFA, Israel, Nov. 13, 2025 (GLOBE NEWSWIRE) -- Pluri Inc. (“Pluri” or the “Company”) (Nasdaq, TASE: PLUR), a leading biotechnology company leveraging its proprietary platform for cell-based solutions through a collaborative network of ventures, today announced that the Company and its subsidiaries have received multiple awards recognizing excellence in innovation, scientific achievement, and industry leadership. Pluri was named Overall BioAgriculture Company of the Year by the Biotech Breakthrough Awards ...

Financial Performance - Revenues for the three-month period ended September 30, 2025, were $316,000, a decrease of 3% compared to $326,000 for the same period in 2024[87]. - Net loss for the three-month period ended September 30, 2025, was $6,132,000, compared to a net loss of $6,036,000 for the same period in 2024, primarily due to increased R&D and administrative expenses[93]. - Loss per share for the three-month period ended September 30, 2025, was $0.65, a decrease from $1.08 loss per share in the same period of 2024, attributed to an increase in the weighted average number of shares outstanding[94]. Expenses - Cost of revenues increased by 59% from $126,000 in the three-month period ended September 30, 2024, to $201,000 in the same period of 2025, primarily due to higher personnel costs[88]. - R&D expenses, net, rose by 36% from $2,889,000 for the three-month period ended September 30, 2024, to $3,931,000 in 2025, attributed to increased salaries and new employee additions following the acquisition of Kokomodo[89]. - General and administrative expenses increased by 1% from $2,509,000 in the three-month period ended September 30, 2024, to $2,534,000 in 2025, mainly due to higher share-based compensation expenses[90]. Business Developments - The company launched a new business division, PluriCDMO™, in January 2024, offering cell therapy manufacturing services and generating revenues from several client agreements[77]. - The company completed the acquisition of approximately 79% of Kokomodo, an innovative agfood startup, on April 28, 2025, to enhance its capabilities in sustainable cacao production[80]. - In June 2024, Ever After Foods raised $10 million in a funding round to support its B2B technology platform for cultivated meat, with Pluri Biotech investing $1.25 million[83]. Strategic Initiatives - The company is actively pursuing collaborations in AgTech, including partnerships to enhance bio stimulant delivery and develop cell-cultured coffee and cacao[78][79]. - The company aims to expand its technology applications across various industries, including regenerative medicine, food technology, and agriculture technology[70]. - The company is focused on developing placenta-based cell therapy product candidates for inflammatory and hematologic conditions, as well as launching a novel immunotherapy platform utilizing MAIT cells[72][75]. Financial Position - Total current assets as of September 30, 2025, were $16,921,000, while total current liabilities were $32,160,000, resulting in a working capital deficit of $15,239,000[96]. - Cash used in operating activities increased to $5,428,000 during the three months ended September 30, 2025, compared to $4,064,000 in the same period of 2024[98]. - Cash provided by investing activities was $3,850,000 for the three months ended September 30, 2025, compared to $585,000 in the same period of 2024[99]. - As of September 30, 2025, cash and cash equivalents totaled $4,687,000, an increase from $3,563,000 as of September 30, 2024[97]. Liquidity and Going Concern - The company has accumulated a deficit of $448,905,000 since inception and does not anticipate generating significant revenues from product sales in the next twelve months[117]. - The company is addressing liquidity issues by implementing initiatives to continue operations, with cash balances totaling $16,393,000 as of September 30, 2025[118]. - Management estimates insufficient resources to meet operating obligations for at least twelve months from the issuance date of the financial statements, raising substantial doubt about the company's ability to continue as a going concern[120]. - The company received a total of $2.3 million in funding under the NIAID contract before its termination on April 15, 2025[109].

Core Insights - Pluri Inc. has launched a wholly-owned subsidiary, Cellav Health and Aesthetics Ltd., focusing on regenerative solutions using its proprietary 3D cell expansion platform [1][6] - Cellav has secured a commercial collaboration with Miss Universe Skincare to co-develop a new line of advanced, cell-based skincare products [1][2] - The first product from this collaboration is expected to launch in the first half of 2026, leveraging Miss Universe Skincare's global distribution platform [2][6] Company Overview - Cellav aims to transform cutting-edge cell science into impactful solutions for health and aesthetics, bridging science with real-world results [5][7] - The subsidiary will operate in three core areas: developing premium cell-derived ingredients, offering professional-use and consumer-ready products, and providing a flexible technology platform for partners [7] - Cellav's offerings are backed by over two decades of Pluri's expertise in pharmaceutical-grade development [7] Market Potential - The beauty market, where Cellav is expanding, is projected to reach $194.05 billion by 2032, indicating significant growth opportunities [6] - The collaboration with Miss Universe Skincare is seen as a strategic move to tap into high-growth, revenue-generating markets [2][4] Leadership and Vision - Cellav is led by CEO Katty Dowery, who has extensive experience in cell-based technologies and regenerative medicine [3][4] - The company emphasizes scientific integrity and high-quality standards, aiming to make regenerative science accessible and impactful in the beauty industry [4][5]

Core Insights - Pluri, Inc. has entered significant international collaborations through its foodtech and agtech subsidiaries, marking a major advancement in its mission to transform food and agriculture production using advanced 3D cell-expansion technology [1][2][3] Company Overview - Pluri operates three subsidiaries: Ever After Foods, Kokomodo, and Coffeesai, which have signed collaboration agreements with global leaders in food and agtech across Asia, Europe, and the U.S. This expansion indicates increasing commercial viability and global demand for sustainable, cell-based innovations [2][4] - The collaborations are anchored by a minimum-viable-product (MVP) funded by leading global players, showcasing substantial commitment and trust in the innovative potential of these partnerships [4] Subsidiary Developments - Ever After Foods is advancing scale-up validation and pre-commercial trials with food companies, focusing on turning pipeline projects into pilot results while maintaining a capital-efficient business model [5] - Kokomodo has signed strategic agreements with a European food innovation firm and a U.S.-based multinational, aiming to enhance its research, development, and manufacturing capabilities in the cacao industry [5] - Coffeesai has entered a collaboration with a major East Asian food and beverage conglomerate to accelerate eco-friendly coffee production through cell-based cultivation, minimizing the environmental impact of traditional farming [5] Market Context - The momentum of Pluri's initiatives comes at a time of rising demand for sustainable solutions in agriculture, driven by challenges such as climate change, dwindling natural resources, and a growing global population [3][4] - Pluri's proprietary 3D cell expansion platform enables rapid scaling of next-generation food and agriculture solutions with significantly reduced environmental footprints, addressing global challenges in sustainable food production and climate resilience [6]

Core Insights - Pluri Inc. is recognized as a promising long-term penny stock with significant upside potential, particularly following its recent collaboration with a Mexican public body to advance cell-based coffee manufacturing [1][3]. Group 1: Collaboration and Innovation - Pluri's subsidiary, Coffeesai Ltd., has entered into a collaboration agreement with Instituto del Café de Chiapas/INCAFECH to promote cell-based coffee production in Chiapas, Mexico, which is known as the leading coffee-growing region in the country [1][2]. - The partnership aims to establish Chiapas as a hub for innovation in coffee manufacturing, leveraging state support to enhance the commercialization of cell-based coffee products [1][2]. Group 2: Business Model and Revenue Generation - Coffeesai utilizes Pluri's proprietary 3D cell expansion platform and two decades of expertise to develop sustainable cell-based coffee products, outlining a multi-phase, capital-light roadmap to mitigate commercialization risks [2][3]. - The collaboration is expected to create shareholder value through potential non-dilutive revenues from licensing and technology transfer, as well as recurring revenue streams from royalty-bearing models and joint ventures [3]. Group 3: Company Overview - Pluri Inc. is a biotechnology company focused on researching, developing, and manufacturing cell-based products and related technologies across various industries [4].

Core Insights - Pluri Inc. has announced a collaboration with Instituto del Café de Chiapas to advance cell-based coffee manufacturing in Mexico, leveraging its subsidiary Coffeesai's technology [1][2][4] Group 1: Collaboration and Strategy - The collaboration aims to establish Chiapas as a hub for cell-based coffee innovation, combining biotechnology with local coffee traditions [2][4] - The partnership is structured around a three-phase roadmap to de-risk commercialization, starting with cell line development and moving towards pilot-scale biofarming and commercial-scale manufacturing [5][6] Group 2: Market Potential and Financial Outlook - The global coffee market exceeded $250 billion in 2024 and is projected to surpass $350 billion by 2030, indicating a significant opportunity for scalable production [5] - The collaboration is expected to create a revenue-generating model aligned with shareholder interests while transforming the future of coffee production [4][5] Group 3: Technological Innovation - Coffeesai will utilize Pluri's proprietary 3D cell expansion platform to develop sustainable coffee solutions that are resilient to climate change and market volatility [5][8] - The innovative process aims to eliminate the negative environmental impacts associated with traditional coffee farming, ensuring consistent quality and high yields [8]

Acquisition and Partnerships - The company completed the acquisition of approximately 79% of Kokomodo, an innovative agfood startup focused on sustainable cacao production using cellular agriculture technology[27] - The company holds approximately 69% of Ever After Foods, which focuses on scalable production technologies for cultivated meat[31] - Ever After Foods entered a strategic collaboration with Bühler Group to advance scalable cultivated meat production systems, aiming to reduce costs and support global food security[55] - The company has established strategic partnerships, including with Tnuva and ICL Group, to enhance its product development and market reach[170] Funding and Financial Agreements - In June 2024, the company raised $10 million through a private placement offering for Ever After Foods, with the company investing $1.25 million, aiming to support its B2B technology platform for cultivated meat[30] - The company executed a finance agreement with EIB for non-dilutive funding of up to €50 million, intended to support R&D in the EU[71] - The company received a loan of up to €50 million from the EIB, with the first tranche of €20 million received in June 2021, due for repayment on June 1, 2026, with accrued interest of approximately €3.27 million as of June 30, 2025[133] - A €7.5 million non-dilutive grant was awarded to the PROTO project from the EU's Horizon program for treating knee osteoarthritis[78] Product Development and Technology - The company launched a novel allogenic immunotherapy platform utilizing MAIT cells in May 2024, designed to address solid tumors, which are currently a critical area in medicine[20] - The company established a new business division, PluriCDMO™, in January 2024, offering cell therapy manufacturing services and generating revenues from several client agreements[22] - The company is developing cell-cultured coffee through its subsidiary Coffeesai, addressing challenges in the traditional coffee industry and demonstrating a proof-of-concept beverage[25][26] - The company has a unique 3D cell expansion platform that enables high-quality cell production at commercially relevant volumes, applicable across various sectors including regenerative medicine and AgTech[34][36] - The company launched a cell-based coffee business, PluriAgTech, in January 2024 to meet the demand for sustainable coffee production[57] Clinical Trials and Regulatory Compliance - PLX-PAD and PLX-R18 products have been tested in clinical studies for various indications, with PLX-PAD being developed for knee osteoarthritis as part of an international collaboration[41][42] - The company has submitted an Investigational New Drug (IND) Application, which must be effective before clinical testing in humans can begin[96] - The in-house clinical manufacturing facility has been operational since February 2013, approved for producing PLX-PAD and PLX-R18 for clinical use[86] - The facility continues to comply with GMP standards and has been inspected by a European Union Qualified Person in December 2024[87] Intellectual Property and Patents - The company holds 193 issued patents and approximately 55 pending patent applications across multiple jurisdictions, including the U.S., Europe, and Asia[61] - A new patent approval from the Israel Patent Office in March 2024 represents a breakthrough in 3D bioreactor technology for efficient plant cell cultivation[58] - The patent portfolio includes claims for proprietary 3D cell expansion methods for both adherent and suspension cells, covering various therapeutic applications[63] - The expiration dates of the patents range from 2027 to 2044, with potential extensions based on regulatory delays[67] - The company emphasizes the importance of protecting its intellectual property through patents and confidentiality agreements[60] Financial Performance and Risks - The company has a history of losses and has not generated significant revenues to date, expecting future losses and potential difficulties in raising additional capital[119] - The independent registered public accounting firm has included an explanatory paragraph regarding the company's ability to continue as a going concern in its audited financial statements[119] - As of June 30, 2025, the company's cash balances totaled $21,914,000, which is insufficient to meet operating obligations for at least twelve months[124] - The company anticipates needing to raise significant additional capital in the future to support research, development, and manufacturing of cell-based products[126] - The company faces risks related to the development and commercialization of its products, which are currently in the development stage and require regulatory approvals[129] Market Competition and Challenges - The company is facing intense competition in the regenerative medicine field, with 2,096 cell-based therapies in development globally, including 820 gene-modified and cellular immunotherapies[106] - The company operates in a competitive landscape for cultivated meat, with a unique proprietary technology that allows for lower-cost and larger-scale production[109] - The cellular therapeutics industry is highly competitive, with many companies targeting the same diseases, which could render the company's products obsolete if it fails to keep pace with technological advancements[199] - The trend towards consolidation in the pharmaceutical and biotechnology industries may lead to increased competition and fewer collaboration opportunities for the company[198] Operational and Compliance Risks - The company is dependent on third-party suppliers for raw materials necessary for manufacturing, which poses risks to its ability to deliver products on time[204] - Cybersecurity incidents and technology disruptions could adversely affect the company's operations and reputation, particularly regarding compliance with privacy laws[210] - The company is exposed to fluctuations in currency exchange rates due to a significant portion of its business being conducted outside the United States[124] - The company has implemented a hedging strategy using options and forward contracts to mitigate currency exchange risks[195] Future Outlook and Strategic Initiatives - Ever After Foods has a limited operating history in the cultivated meat sector, making its future prospects difficult to predict[152] - The company is focused on developing industrial-scale cultivated meat technologies and processes, which are crucial for its market success[152] - The success of Ever After Foods' cultivated meat products will depend on consumer preferences, which are difficult to predict and may change[156] - The company is working with regulatory consultants to determine if its cultivated plant-based products can be classified as "Generally Recognized as Safe" (GRAS) under FDA regulations[166]

Core Insights - Pluri Inc. aims to lead a global biotech revolution in healthcare, food, and agriculture through its innovative cell expansion platform, which allows for the production of pharmaceuticals, food products, and agricultural goods to address multi-billion dollar markets [1][10] Business Developments - The company anticipates a significant turning point in the upcoming fiscal year by unlocking the potential of its cell expansion technology, particularly in the cocoa and coffee industries, which are facing shortages due to climate change and rising demand [2][9] - Pluri has strengthened its position in the cultivated cacao space by partnering with an Israeli AgFoodTech company that is developing cell-based cacao technology, addressing challenges in the global cacao industry [3][10] - The company has secured additional investment from a new strategic partner with expertise in healthcare, enhancing its financial position and ability to expand into key geographies [4][10] Financial Performance - In the first nine months of fiscal year 2025, Pluri recorded a fourfold increase in revenue, rising from $230,000 in the same period of fiscal year 2024 to $938,000, driven by its CDMO and AgTech businesses [7][8] - The company is advancing new food tech partnerships and licensing opportunities, contributing to its revenue growth [8][10] Strategic Initiatives - Pluri holds a 69% stake in Ever After Foods Ltd., which utilizes its cell expansion technology for cultivated meat production, with significant funding rounds supporting this initiative [5][10] - The company is actively discussing commercial implementation opportunities with leading players in the cocoa and coffee industries, including potential out-licensing to strategic partners [9][10] Research and Development - Pluri has received $2.2 million in funding from the U.S. National Institutes of Health and the Department of Defense for the development of PLX-R18 for treating Acute Radiation Syndrome, although this funding has been discontinued due to federal budget cuts [6][10]

PART I [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Pluri Inc. reported increased revenues and a consistent net loss for the nine months ended March 31, 2025, with shifts in assets and liabilities [Interim Condensed Consolidated Balance Sheets](index=4&type=section&id=Interim%20Condensed%20Consolidated%20Balance%20Sheets) Total assets decreased to $37.4 million while total liabilities increased to $36.9 million, resulting in a reduced total equity of $483 thousand Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2025 (in thousands) | June 30, 2024 (in thousands) | | :--- | :--- | :--- | | **Total Current Assets** | $27,455 | $31,107 | | **Total Assets** | **$37,407** | **$39,527** | | **Total Current Liabilities** | $5,705 | $4,454 | | **Total Liabilities** | $36,924 | $34,112 | | **Total Equity** | **$483** | **$5,415** | - Cash and cash equivalents increased to **$8.5 million** from **$6.8 million**, while short-term bank deposits decreased from **$23.2 million** to **$17.8 million**[10](index=10&type=chunk) - The loan from the European Investment Bank (EIB) increased to **$24.9 million** from **$24.0 million**[13](index=13&type=chunk) - The company's accumulated deficit grew to **$435.5 million** from **$420.5 million**[13](index=13&type=chunk) [Interim Condensed Consolidated Statements of Operations](index=6&type=section&id=Interim%20Condensed%20Consolidated%20Statements%20of%20Operations) Revenues significantly increased to $938 thousand for the nine months ended March 31, 2025, while net loss remained consistent at $15.48 million Statement of Operations Highlights (in thousands, except per share data) | Metric | Nine Months Ended Mar 31, 2025 (in thousands) | Nine Months Ended Mar 31, 2024 (in thousands) | Three Months Ended Mar 31, 2025 (in thousands) | Three Months Ended Mar 31, 2024 (in thousands) | | :--- | :--- | :--- | :--- | :--- | | **Revenues** | $938 | $230 | $427 | $71 | | **Gross Profit** | $447 | $230 | $136 | $71 | | **Operating Loss** | $(15,555) | $(16,124) | $(5,400) | $(5,534) | | **Net Loss** | $(15,481) | $(15,482) | $(6,335) | $(5,390) | | **Basic and Diluted Net Loss Per Share** | $(2.56) | $(2.92) | $(0.94) | $(1.01) | - Net research and development expenses were **$8.9 million** for the nine months ended March 31, 2025, a slight decrease from **$9.1 million** in the prior year period[15](index=15&type=chunk) [Interim Condensed Consolidated Statements of Changes in Shareholders' Equity (Deficit)](index=7&type=section&id=Interim%20Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity%20%28Deficit%29) Total equity decreased to $483 thousand due to a $15.5 million net loss, partially offset by $9.2 million from share issuance - Net proceeds from the issuance of common shares and warrants amounted to **$9.24 million** for the nine months ended March 31, 2025[18](index=18&type=chunk) - The accumulated deficit increased by **$15.0 million** due to net loss attributed to shareholders during the nine-month period[18](index=18&type=chunk) - The number of issued and outstanding common shares increased from **5.4 million** at June 30, 2024, to **7.8 million** at March 31, 2025[13](index=13&type=chunk)[18](index=18&type=chunk) [Interim Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Interim%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operations was $13.0 million, while financing activities provided $10.0 million, leading to an increase in cash and equivalents Cash Flow Summary (in thousands) | Activity | Nine Months Ended Mar 31, 2025 (in thousands) | Nine Months Ended Mar 31, 2024 (in thousands) | | :--- | :--- | :--- | | **Net Cash Used for Operating Activities** | $(12,995) | $(13,708) | | **Net Cash Provided by Investing Activities** | $4,998 | $15,389 | | **Net Cash Provided by Financing Activities** | $9,968 | $ - | | **Increase in Cash and Equivalents** | $2,021 | $1,735 | [Notes to Interim Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Interim%20Condensed%20Consolidated%20Financial%20Statements) Notes highlight an accumulated deficit of $435.5 million, ongoing EIB loan restructuring, recent equity raises, and Nasdaq compliance regain - The company has an accumulated deficit of approximately **$435.5 million** and incurred a net loss of **$15.5 million** for the nine months ended March 31, 2025[26](index=26&type=chunk) - Management believes current resources are sufficient to meet obligations for at least twelve months from the issuance of the financial statements[24](index=24&type=chunk) - The company is in advanced discussions with the EIB to restructure a **€20 million** loan due in June 2026, aiming to extend the maturity date[25](index=25&type=chunk)[51](index=51&type=chunk) - In February 2025, the company raised gross proceeds of **$6.5 million** and **$3.5 million** through two separate private placement offerings[56](index=56&type=chunk)[62](index=62&type=chunk) - In March 2025, the company entered into an agreement to acquire approximately **71%** of Kokomodo Ltd. for **$4.5 million** in company stock, with the transaction completed in April 2025[60](index=60&type=chunk)[75](index=75&type=chunk) - On **May 7, 2025**, Nasdaq confirmed that the company regained compliance with its listing requirements by maintaining a market value of listed securities over **$35 million** for 10 consecutive business days[72](index=72&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Management discusses significant revenue growth from new CDMO and agtech ventures, stable operating expenses, consistent net loss, and enhanced liquidity from recent financing [Overview](index=26&type=section&id=Overview) Pluri is a biotechnology company leveraging its 3D cell expansion platform across regenerative medicine, immunotherapy, food tech, and agtech verticals - The company operates a single segment, applying its 3D cell expansion platform across regenerative medicine, immunotherapy, food tech, and agtech[82](index=82&type=chunk) - Launched PluriCDMO™ in January 2024, a new business division offering cell therapy manufacturing services, which is currently generating revenue[92](index=92&type=chunk) - Acquired a **71%** equity stake in Kokomodo Ltd., an agtech company specializing in cultivated cacao, in a transaction valued at **$4.5 million** in Pluri common shares[95](index=95&type=chunk) - Launched a novel allogenic immunotherapy platform using placental MAIT cells to target solid tumors[88](index=88&type=chunk) [Results of Operations](index=29&type=section&id=Results%20of%20Operations) Revenues surged over 300% to $938 thousand, driven by new CDMO and agtech activities, while net loss remained stable at $15.5 million Revenue Comparison (in thousands) | Period | FY 2025 (in thousands) | FY 2024 (in thousands) | | :--- | :--- | :--- | | **Nine Months Ended Mar 31** | $938 | $230 | | **Three Months Ended Mar 31** | $427 | $71 | - The increase in revenues is mainly attributed to the launch of new business verticals, specifically in the CDMO field and an increase in agtech collaborations[100](index=100&type=chunk) - R&D expenses, net, decreased by **2%** for both the three and nine-month periods ended March 31, 2025, compared to the prior year[102](index=102&type=chunk)[103](index=103&type=chunk) - General and administrative expenses decreased by **2%** for the nine-month period and **1%** for the three-month period ended March 31, 2025[104](index=104&type=chunk)[105](index=105&type=chunk) - Net loss for the nine months ended March 31, 2025, was **$15.48 million**, nearly unchanged from the prior year, with net loss per share decreasing to **$2.56** from **$2.92**[109](index=109&type=chunk) [Liquidity and Capital Resources](index=30&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains a $21.8 million working capital surplus, bolstered by $10 million in recent private placements, and is restructuring its €20 million EIB loan - As of March 31, 2025, the company had a working capital surplus of **$21.75 million** and total equity of **$483,000**[112](index=112&type=chunk) - Financing activities provided **$10.0 million** in cash during the nine months ended March 31, 2025, from the issuance of common shares and warrants[116](index=116&type=chunk) - The company is in discussions with the EIB to restructure the terms of its **€20 million** loan, which matures on June 1, 2026[119](index=119&type=chunk) - A **$4.2 million** contract with NIAID was terminated by the U.S. government for convenience on April 15, 2025, after the company had received approximately **$2.16 million** and expects an additional **$75 thousand**[121](index=121&type=chunk) - Management believes existing resources will be sufficient to support operations for at least the next twelve months[143](index=143&type=chunk) [Controls and Procedures](index=34&type=section&id=Item%204.%20Controls%20and%20Procedures.) Management concluded that disclosure controls and procedures were effective, with no material changes to internal control over financial reporting - Based on an evaluation as of the end of the reporting period, the CEO and CFO concluded that the company's disclosure controls and procedures are effective[145](index=145&type=chunk) - No changes in internal control over financial reporting occurred during the third quarter of fiscal year 2025 that materially affected, or are reasonably likely to materially affect, internal controls[146](index=146&type=chunk) PART II – OTHER INFORMATION [Risk Factors](index=35&type=section&id=Item%201A.%20Risk%20Factors.) Key risks include maintaining Nasdaq compliance, potential business interruption from regional conflicts, and the need to restructure the €20 million EIB loan - The company regained compliance with Nasdaq listing rules on **May 7, 2025**, but warns that failure to maintain compliance in the future could result in delisting[150](index=150&type=chunk)[151](index=151&type=chunk) - The company's principal R&D and manufacturing facilities are in Haifa, Israel, making operations susceptible to disruptions from military conflicts in the region, which could affect operations, capital raising, and share price[152](index=152&type=chunk)[154](index=154&type=chunk) - Failure to successfully restructure the EIB loan, due for repayment on **June 1, 2026**, could materially affect the company's financial condition and liquidity[159](index=159&type=chunk)[160](index=160&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=36&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) The company issued 10,124 restricted common shares to service providers, exempt from registration under Section 4(a)(2) of the Securities Act - In the third quarter of fiscal year 2025, an aggregate of **10,124** restricted common shares were issued to service providers as compensation[161](index=161&type=chunk) - The issuance was claimed as exempt from registration under Section 4(a)(2) of the Securities Act[162](index=162&type=chunk) [Exhibits](index=38&type=section&id=Item%206.%20Exhibits.) This section lists exhibits filed with the Form 10-Q, including corporate governance documents, material agreements, and required certifications - Lists filed exhibits, including an amendment to the Securities Purchase Agreement, CEO/CFO certifications, and XBRL data files[163](index=163&type=chunk)

Company Overview - Pluri Inc. has completed the acquisition of approximately 71% of Kokomodo Ltd. for $4.5 million, payable in 976,139 Common Shares [1] - Kokomodo will operate as an independent subsidiary under the leadership of its Co-Founder and CEO Tal Govrin, maintaining its mission and brand identity [1] Strategic Importance - The acquisition is expected to enhance Pluri's capabilities in the cultivated cacao sector, combining its expertise in scalable cell production with Kokomodo's innovative approach [2][6] - Pluri aims to address climate change impacts on traditional cacao farming while meeting the growing consumer demand for sustainable cacao-based products [2] Market Potential - The global cacao market was valued at $13.5 billion in 2023 and is projected to grow at a CAGR of 8.2%, reaching $23.5 billion by 2030 [2]