Core Insights - Steakholder Foods Ltd. has received a positive Written Opinion from the International Searching Authority regarding its international patent application for its HD144 printer technology, which focuses on plant-based fish production [1][2][5] - The ISA confirmed that all 21 claims in the patent application meet the criteria of novelty, inventive step, and industrial applicability, highlighting the innovative nature of the company's technology [2] - The patented printing system features a multi-component architecture for bio-ink management, gas pressure control, and a central processing module, which are essential for producing high-fidelity plant-based seafood [3] Technology and Innovation - The DLS® (Drop Location in Space) technology enables precise deposition of plant-based materials, allowing for realistic structuring and marbling that mimics conventional fish [4] - The HD144 printer is designed to enhance the production of plant-based seafood, supporting the company's goals for global commercialization and strategic partnerships [5] Company Overview - Founded in 2019, Steakholder Foods specializes in 3D-printing technology for alternative protein production, aiming to provide sustainable food options that meet consumer expectations for taste and texture [6] - The company is also exploring the integration of cultivated cells to advance food technology further [7]

Company Overview - Steakholder Foods Ltd. is a leading innovator in alternative proteins and 3D printing technologies, founded in 2019 [6] - The company specializes in developing and selling 3D-printing production machines, utilizing proprietary premix blends made from high-quality raw ingredients [6] - Steakholder Foods aims to provide safe and sustainable alternatives to traditional meat and seafood production, focusing on taste, texture, and appearance [6] Public Offering Details - The company announced a public offering of 2,380,954 American Depository Shares (ADSs), each representing 500 ordinary shares, at a price of $1.05 per ADS [1] - Accompanying the ADSs are warrants to purchase an equal number of ADSs, with an exercise price of $1.05, exercisable immediately and expiring five years from the issuance date [1] - The expected gross proceeds from the offering are approximately $2.5 million, with potential additional proceeds of $2.5 million from the warrants if fully exercised [3] Use of Proceeds - The net proceeds from the offering will be used for additional working capital, funding business growth, repurchasing securities, and general corporate purposes [3] Placement Agent - H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering [2] Regulatory Information - The offering is being conducted under a registration statement on Form F-1, which was declared effective by the SEC on July 16, 2025 [4]

Core Insights - Steakholder Foods Ltd. has signed a non-binding MoU to acquire Twine Solutions Ltd., with Twine's shareholders investing $1.74 million at a price of $7 per ADS, representing a 200% premium over Steakholder's last closing price [1] - The acquisition aims to create a combined entity that leverages advanced digital printing and dyeing technologies, positioning it as a leader in both food tech and textile industries [1][4] - Twine has developed a proprietary waterless dyeing technology that is set to revolutionize the $120 billion textile thread and yarn industry, enhancing sustainability and efficiency [4][10] Investment Details - The investment is led by Gefen Capital, which specializes in high-potential Israeli startups with disruptive technologies [2] - Gefen Capital's partners have extensive operational experience and a proven track record in creating value, with notable figures such as David Wiessman and Sheldon Stein involved [2][3] - The investment and convertible loans have been completed, with the acquisition pending final due diligence and shareholder approval [6] Technological Advancements - Twine's technology allows for on-demand dyeing solutions, significantly reducing time to market and enabling customization for various applications [5] - The combination of Steakholder's 3D food printing technology and Twine's digital manufacturing systems is expected to explore commercial applications across multiple industries, focusing on speed, personalization, sustainability, and scale [5] - Twine has secured approximately $80 million in funding and established partnerships with major brands like Zara and COATS Group, indicating strong commercial momentum [4] Strategic Implications - The merger is seen as a transformative opportunity that could redefine digital manufacturing standards across industries [7] - Both companies share a commitment to innovation, sustainability, and efficiency, aiming to set new standards in their respective fields [7][10] - The strategic combination is expected to unlock significant value and create a powerful entity capable of leading advancements in technology and sustainability [7]

Core Points - Steakholder Foods Ltd. announced a change in the ratio of its American Depositary Shares (ADSs) from one ADS representing one hundred ordinary shares to one ADS representing five hundred ordinary shares, effective April 28, 2025 [1][2] - This adjustment will be executed as a one-for-five reverse ADS split, requiring no action from existing ADS holders [2] - The Bank of New York Mellon will facilitate the exchange of existing ADSs for the new ratio on the effective date [2] - No new ADSs will be issued in connection with this adjustment, and any fractional shares will be aggregated and sold, with net proceeds distributed to ADS holders [3] Company Overview - Steakholder Foods is a leader in 3D-printed meat and fish technology, focusing on cultivated cell innovation [1] - Founded in 2019, the company specializes in developing 3D-printing production machines and proprietary premix blends made from high-quality raw ingredients [4] - The company's technology aims to help manufacturers produce alternative proteins that meet consumer expectations for taste, texture, and appearance, providing a sustainable alternative to traditional meat and seafood production [4] - Steakholder Foods is also working on replicating the textures of traditional meats and exploring the integration of cultivated cells for future advancements in food technology [5]

Core Insights - Steakholder Foods Ltd. is a leader in 3D-printed meat and fish technology, showcasing significant advancements in technology and market presence [1] - The company initiated revenue generation in 2024 through a commercial sales agreement with Bondor Foods Ltd., marking a crucial step in its commercialization strategy [2] - The company has received multiple purchase orders for its proprietary premix blends, indicating its versatility in the alternative protein sector [3] Business Highlights - In 2024, Steakholder Foods generated initial revenues of $10 thousand, with a gross loss of $22 thousand [7] - The company decreased its research and development expenses to $3.5 million in 2024 from approximately $7.1 million in 2023, primarily due to reduced payroll and share-based compensation [7] - Marketing expenses also decreased to $1.4 million in 2024 from approximately $2.7 million in 2023, reflecting cost-cutting measures [8] Financial Performance - The loss from continuing operations decreased to $8.5 million in 2024 from approximately $15.5 million in 2023, driven by reduced research and development expenses [10] - Net cash used in operating activities decreased to $8.5 million in 2024 from approximately $12.7 million in 2023 [11] - Cash and equivalents at year-end 2024 was $1.3 million, down from $4.2 million at year-end 2023 [12] Strategic Developments - The company opened its first full-scale Demonstration Center to showcase its 3D printing technologies, allowing potential clients to experience the production process [5] - Partnerships with organizations like the Industrial Technology Research Institute (ITRI) and Sherry Herring Sandwiches Ltd. are driving expansion and product development tailored to local markets [4] Fundraising Activities - In February 2025, the company entered into a securities purchase agreement, raising $1.25 million through the sale of 1,097,358 ADSs at $1.1391 per ADS [6] - An At-the-Money Offering Agreement was established, allowing the company to access up to $8 million in equity over the duration of the agreement [6]

PART I [Key Information](index=7&type=section&id=ITEM%203.%20Key%20Information) This section outlines primary risks to the company's business, financial condition, and stock ownership, including going concern issues [Risk Factors](index=7&type=section&id=D.%20Risk%20Factors) The company faces substantial financial, operational, and geopolitical risks, including going concern issues and market volatility - The company's financial statements raise substantial doubt about its ability to continue as a going concern due to recurring operating losses and an accumulated deficit of approximately **$78.7 million** as of December 31, 2024[44](index=44&type=chunk) - The business relies entirely on unproven alternative protein manufacturing technologies in a nascent 3D-printed protein market[48](index=48&type=chunk)[61](index=61&type=chunk) - Operations are significantly exposed to political, economic, and military conditions in Israel, including the ongoing war with Hamas[131](index=131&type=chunk)[133](index=133&type=chunk)[134](index=134&type=chunk) - Ownership of ADSs carries risks including price volatility, potential Nasdaq delisting, and limited rights for ADS holders[33](index=33&type=chunk)[153](index=153&type=chunk)[160](index=160&type=chunk) [Information On The Company](index=40&type=section&id=ITEM%204.%20Information%20On%20The%20Company) Steakholder Foods is a Nasdaq-listed deep-tech food company focused on developing and commercializing alternative protein technology [History and Development of the Company](index=40&type=section&id=A.%20History%20and%20Development%20of%20the%20Company) Steakholder Foods, incorporated in 2018, pivoted to cultured meat technology in 2019, listed on Nasdaq in 2021, and secured recent financing - The company completed its initial public offering on the Nasdaq Capital Market in March 2021 and its ticker is **STKH**[171](index=171&type=chunk) - In late 2024, the company received its first purchase orders for proprietary plant-based premixes from Bondor Foods Ltd and Wyler Farm Ltd[179](index=179&type=chunk) - In December 2024, the company signed a Memorandum of Understanding with Vegefarm Co Ltd of Taiwan for the sale of its MX200 3D printer and raw materials[181](index=181&type=chunk) - In the first quarter of 2025, the company raised approximately **$1.25 million** through a private placement and established an **$8 million** equity line of credit[182](index=182&type=chunk)[183](index=183&type=chunk) [Business Overview](index=40&type=section&id=B.%20Business%20Overview) Steakholder Foods operates as a B2B deep-tech food company, providing 3D printers and proprietary plant-based premixes for alternative protein production - The company's business model is business-to-business (B2B), focusing on selling 3D printers and associated premix supplies to food production companies[173](index=173&type=chunk)[231](index=231&type=chunk) - Core technology includes two types of 3D printers: a meat printer using Fused Paste Layering (FPL) and a fish printer using Drop Location in Space (DLS) technology[197](index=197&type=chunk)[198](index=198&type=chunk) - The company is developing a future pipeline of hybrid products that combine plant-based ingredients with cultivated animal cells to improve meatiness, taste, and texture[212](index=212&type=chunk) - The intellectual property portfolio consists of **15 patents** and pending applications covering printer components, tissue manipulation methods, and final consumable products[110](index=110&type=chunk)[237](index=237&type=chunk) [Operating And Financial Review And Prospects](index=61&type=section&id=ITEM%205.%20Operating%20And%20Financial%20Review%20And%20Prospects) In fiscal year 2024, Steakholder Foods generated its first revenues but continued to incur losses, leading to substantial doubt about its going concern ability [Operating Results](index=61&type=section&id=A.%20Operating%20Results) For fiscal year 2024, the company reported initial revenues of **$10 thousand** and a reduced operating loss of **$8.5 million** due to significant cost-cutting Summary of Operations (in thousands USD) | | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | **Revenue** | **$10** | **$ -** | **$ -** | | Gross loss | $12 | $ - | $ - | | Research and development | $3,518 | $7,095 | $6,529 | | Marketing (incl. related party) | $1,364 | $2,682 | $5,084 | | General and administrative | $3,582 | $4,401 | $5,485 | | **Total operating loss** | **$8,476** | **$14,178** | **$17,098** | | **Loss from continuing operations** | **$8,521** | **$15,547** | **$14,533** | | **Loss for the year** | **$8,521** | **$16,864** | **$21,859** | - Research and development expenses decreased by **50.4%** to **$3.5 million** in 2024, mainly due to reduced payroll, materials, and a grant from SIIRD[289](index=289&type=chunk) - Marketing expenses decreased by **49.1%** to **$1.4 million** in 2024, due to reductions in professional services and personnel costs[291](index=291&type=chunk) [Liquidity and Capital Resources](index=67&type=section&id=B.%20Liquidity%20and%20Capital%20Resources) The company's liquidity is under pressure with cash decreasing to **$1.3 million**, leading to substantial doubt about its ability to continue as a going concern - Management has expressed substantial doubt about the company's ability to continue as a going concern, as existing cash is not sufficient to fund operations for at least 12 months[323](index=323&type=chunk)[591](index=591&type=chunk) Summary of Cash Flows (in thousands USD) | | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | Net cash used in operating activities | $(8,458) | $(12,727) | $(14,821) | | Net cash used in investing activities | $(956) | $(764) | $(3,591) | | Net cash provided by financing activities | $6,384 | $11,257 | $5,899 | | **Net decrease in cash and cash equivalents** | **$(2,988)** | **$(2,036)** | **$(12,892)** | | **Cash and cash equivalents, end of year** | **$1,260** | **$4,248** | **$6,284** | - As of December 31, 2024, the company had an accumulated deficit of **$78.7 million**[320](index=320&type=chunk) - In February 2025, the company secured approximately **$1.25 million** through a private placement and established an **$8 million** equity line of credit to support future capital needs[323](index=323&type=chunk)[720](index=720&type=chunk) [Directors, Senior Management and Employees](index=72&type=section&id=ITEM%206.%20Directors,%20Senior%20Management%20and%20Employees) This section details the company's leadership, compensation practices, board structure, and employee count [Directors and Senior Management](index=72&type=section&id=A.%20Directors%20and%20Senior%20Management) The company's executive officers include CEO Arik Kaufman, with the Board of Directors chaired by Yaron Kaiser and comprising three independent members Executive Officers and Directors | Name | Position | | :--- | :--- | | **Executive Officers:** | | | Arik Kaufman | Chief Executive Officer | | Oren Attiya | Vice President of Finance | | Itamar Atzmony | Chief Engineering Officer | | **Non-Employee Directors:** | | | Yaron Kaiser | Chairman of the Board of Directors | | David Gerbi | Director (Independent) | | Eli Arad | Director (Independent) | | Sari Singer | Director (Independent) | [Compensation](index=73&type=section&id=B.%20Compensation) Aggregate compensation for executive officers and directors totaled approximately **$1.4 million** in 2024, with CEO Arik Kaufman receiving **$587,000** - The aggregate compensation paid to executive officers and directors for the year ended December 31, 2024, was approximately **$1.4 million**[342](index=342&type=chunk) 2024 Compensation of Most Highly Compensated Office Holders (USD in thousands) | Name and Principal Position | Salary | Bonus | Equity-Based Compensation | Total | | :--- | :--- | :--- | :--- | :--- | | Mr. Arik Kaufman, Chief Executive Officer | $486 | $ - | $101 | $587 | | Mr. Yaron Kaiser, Chairman of the Board | $341 | $ - | $69 | $410 | | Mr. Itamar Atzmony, Chief Technologies Officer | $280 | $ - | $43 | $323 | | Ms. Sari Singer, Director | $50 | $ - | $60 | $110 | | Ms. Moran Attar, Former VP of Finance | $84 | $ - | $2 | $86 | - The company adopted the 2022 Share Incentive Plan to grant equity-based awards to employees, directors, and consultants[363](index=363&type=chunk) [Board Practices](index=82&type=section&id=C.%20Board%20Practices) The Board of Directors consists of four members across three staggered classes, maintaining Audit and Compensation Committees with independent directors - The Board of Directors consists of **four directors**, three of whom are independent under Nasdaq and SEC rules[389](index=389&type=chunk) - The Audit Committee consists of Eli Arad, Sari Singer, and David Gerbi, with Mr Arad and Mr Gerbi designated as audit committee financial experts[405](index=405&type=chunk) - As a foreign private issuer, the company follows Israeli home country practice for shareholder meeting quorum, requiring **25%** of voting power, instead of the Nasdaq rule of **33 1/3%**[162](index=162&type=chunk)[564](index=564&type=chunk) [Employees](index=93&type=section&id=D.%20Employees) As of December 31, 2024, Steakholder Foods employed **24 people** in Rehovot, Israel, with no collective bargaining agreements - As of December 31, 2024, the company had **24 employees** based in Rehovot, Israel[271](index=271&type=chunk)[440](index=440&type=chunk) - No employees are party to collective bargaining agreements, and the company has never experienced work stoppages[272](index=272&type=chunk)[441](index=441&type=chunk) [Beneficial Ownership of Executive Officers and Directors](index=94&type=section&id=E.%20Beneficial%20Ownership%20of%20Executive%20Officers%20and%20Directors) As of March 31, 2025, the company's directors and executive officers collectively owned **3.8%** of outstanding ADSs Beneficial Ownership of Directors and Executive Officers (as of March 31, 2025) | Name of Beneficial Owner | ADSs Beneficially Owned | Percentage | | :--- | :--- | :--- | | Arik Kaufman | 78,509 | 1.9% | | Yaron Kaiser | 79,555 | 2.0% | | All directors and executive officers as a group (7 persons) | 152,986 | 3.8% | [Major Shareholders and Related Party Transactions](index=96&type=section&id=ITEM%207.%20Major%20Shareholders%20and%20Related%20Party%20Transactions) This section identifies the company's major shareholders and describes material transactions with related parties [Major Shareholders](index=96&type=section&id=A.%20Major%20Shareholders) Armistice Capital, LLC is the only known major shareholder with **9.99%** beneficial ownership, subject to a contractual blocker provision 5% or Greater Shareholders | Name of Beneficial Owner | ADSs Beneficially Owned | Percentage | | :--- | :--- | :--- | | Armistice Capital, LLC | 346,487 | 9.99% | - Armistice Capital's beneficial ownership is limited to **9.99%** due to contractual limitations on exercising warrants and calling shares in abeyance[453](index=453&type=chunk) [Related Party Transactions](index=97&type=section&id=B.%20Related%20Party%20Transactions) Material related party transactions include employment agreements with executive officers and a services agreement with BlueSoundWaves, a fund connected to the CEO and Chairman - The company has a Services and Collaboration Agreement with BlueSoundWaves, which is considered a related party because CEO Arik Kaufman and Chairman Yaron Kaiser are founding partners[457](index=457&type=chunk)[458](index=458&type=chunk) [Financial Information](index=97&type=section&id=ITEM%208.%20Financial%20Information) This section covers the company's consolidated financial statements, dividend policy, and significant changes occurring after the fiscal year-end [Significant Changes](index=98&type=section&id=B.%20Significant%20Changes) After fiscal year 2024, the company executed key financial moves, including securing **$1.25 million** in financing and restructuring its primary lease - On February 27, 2025, the company entered into a securities purchase agreement raising gross proceeds of approximately **$1.25 million**[465](index=465&type=chunk)[720](index=720&type=chunk) - Simultaneously, on February 27, 2025, the company established an **$8 million** equity line of credit through an At-the-Money Offering Agreement (ATMOA)[465](index=465&type=chunk)[720](index=720&type=chunk) - On March 20, 2025, the company restructured its office and lab lease, expected to eliminate a lease liability of **$2.4 million** as of December 31, 2024, upon termination in November 2025[466](index=466&type=chunk)[721](index=721&type=chunk) [The Offer and Listing](index=100&type=section&id=ITEM%209.%20The%20Offer%20and%20Listing) The company's American Depositary Shares (ADSs) trade on Nasdaq under "STKH", with each ADS representing **100 ordinary shares** - The company's American Depositary Shares (ADSs) trade on the Nasdaq under the symbol "**STKH**"[468](index=468&type=chunk) - Each ADS represents **100 ordinary shares**[539](index=539&type=chunk) [Additional Information](index=101&type=section&id=ITEM%2010.%20Additional%20Information) This section provides further details on the company's share capital, articles of association, material contracts, and tax considerations [Taxation](index=101&type=section&id=E.%20Taxation) The company believes it may be classified as a Passive Foreign Investment Company (PFIC) for U.S federal income tax purposes, potentially leading to adverse tax consequences for U.S Holders - The company believes it may be treated as a Passive Foreign Investment Company (PFIC) for U.S federal income tax purposes, which could lead to adverse tax consequences for U.S Holders[164](index=164&type=chunk)[514](index=514&type=chunk) - The company does not currently intend to provide the information necessary for U.S Holders to make a Qualified Electing Fund (QEF) election, which is one method to mitigate adverse PFIC tax consequences[517](index=517&type=chunk) - Under Israeli law, capital gains for individuals on the sale of shares are generally taxed at **25%**, or **30%** for a "Substantial Shareholder"[486](index=486&type=chunk) - Dividends paid to non-Israeli residents are generally subject to a **25%** withholding tax, unless a reduced rate is available under an applicable tax treaty[493](index=493&type=chunk) [Quantitative and Qualitative Disclosure on Market Risk](index=113&type=section&id=ITEM%2011.%20Quantitative%20And%20Qualitative%20Disclosure%20On%20Market%20Risk) The company's primary market risks include liquidity risk, credit risk, and foreign currency exchange risk - The company faces liquidity risk and may be reliant on its ability to raise additional investment capital to fund its business operating plans[326](index=326&type=chunk) - Credit risk is mainly from cash deposits in financial institutions, which management believes are of high credit quality[327](index=327&type=chunk) [Description of Securities Other Than Equity Securities](index=113&type=section&id=ITEM%2012.%20Description%20Of%20Securities%20Other%20Than%20Equity%20Securities) This section details the terms of the company's American Depositary Shares (ADSs), with The Bank of New York Mellon serving as depositary ADS Holder Fees | Fee | Service | | :--- | :--- | | $5.00 (or less) per 100 ADSs | Issuance or cancellation of ADSs | | $.05 (or less) per ADS | Any cash distribution | | $.05 (or less) per ADS per year | Depositary services | PART II [Controls and Procedures](index=117&type=section&id=ITEM%2015.%20Controls%20And%20Procedures) Management concluded that the company's disclosure controls and internal control over financial reporting were effective as of December 31, 2024 - Management concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by the report[548](index=548&type=chunk) - Based on an assessment using the COSO framework, management concluded that the company's internal control over financial reporting was effective as of December 31, 2024[551](index=551&type=chunk) - The annual report does not include an auditor's attestation report on internal control over financial reporting because the company is an emerging growth company[552](index=552&type=chunk) [Corporate Governance and Other Matters](index=118&type=section&id=ITEM%2016.%20%5BReserved%5D) This section covers various governance topics, including auditor fees, corporate governance practices, and cybersecurity risk management [Principal Accountant Fees and Services](index=118&type=section&id=ITEM%2016C.%20Principal%20Accountant%20Fees%20and%20Services) The company's independent auditor, Somekh Chaikin (KPMG), received total fees of **$247,000** in 2024, primarily for audit services Accountant Fees (USD, in thousands) | | 2024 | 2023 | | :--- | :--- | :--- | | Audit fees | 218 | 329 | | Tax fees | 29 | 24 | | **Total** | **247** | **353** | [Corporate Governance](index=119&type=section&id=ITEM%2016G.%20Corporate%20Governance) As a foreign private issuer, Steakholder Foods adheres to certain Israeli corporate governance practices that differ from Nasdaq requirements - The company follows Israeli law for shareholder meeting quorum, which requires at least **25%** of voting power, instead of the Nasdaq rule requiring **33 1/3%**[564](index=564&type=chunk) - The company follows Israeli practice for approving equity compensation plans, which may not always require shareholder approval, unlike Nasdaq rules[564](index=564&type=chunk) [Cybersecurity](index=121&type=section&id=ITEM%2016K.%20Cybersecurity) The company has implemented a cybersecurity risk management program guided by the NIST Cybersecurity Framework and overseen by the Audit Committee - The company's cybersecurity program is guided by the National Institute of Standards and Technology Cybersecurity Framework (NIST CSF)[568](index=568&type=chunk) - The Audit Committee has oversight of cybersecurity risk and receives regular reports from management[571](index=571&type=chunk) - The company has not identified any risks from cybersecurity threats that have materially affected or are reasonably likely to materially affect its operations or financial condition[570](index=570&type=chunk) PART III [Financial Statements](index=123&type=section&id=ITEM%2018.%20Financial%20Statements) This section contains the company's audited consolidated financial statements, including the auditor's report and notes [Report of Independent Registered Public Accounting Firm](index=128&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) The independent auditor issued an unqualified opinion on the financial statements but included a "Going Concern" paragraph due to significant losses and negative cash flows - The auditor's report contains a "Going Concern" paragraph, citing recurring losses and negative cash flows as raising substantial doubt about the company's ability to continue[591](index=591&type=chunk) [Consolidated Financial Statements](index=129&type=section&id=Consolidated%20Financial%20Statements) The consolidated financial statements for 2024 show a net loss of **$8.5 million**, an accumulated deficit of **$78.7 million**, and decreased cash and total assets Key Balance Sheet Data (in thousands USD) | | Dec 31, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Cash and cash equivalents | 1,260 | 4,248 | | Total current assets | 1,773 | 4,966 | | Total assets | 7,787 | 10,823 | | Total current liabilities | 1,671 | 2,485 | | Total liabilities | 3,740 | 4,941 | | Total shareholders' equity | 4,047 | 5,882 | | Accumulated deficit | (78,697) | (70,176) | Key Statement of Comprehensive Loss Data (in thousands USD) | | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | Revenue | 10 | - | - | | Total operating loss | 8,476 | 14,178 | 17,098 | | Loss for the year | 8,521 | 16,864 | 21,859 | | Net loss per share from continuing operations | (0.02) | (0.07) | (0.11) | [Notes to the Consolidated Financial Statements](index=134&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes provide critical context, including going concern issues, accounting policies, equity transactions, and significant subsequent events - Note 1 states that management has concluded that the company's cash balance is not sufficient to continue operations for at least 12 months, raising substantial doubt about its ability to continue as a going concern[605](index=605&type=chunk) - Note 10 describes a **1-for-10** reverse ADS split (ratio adjustment) that was effected on April 4, 2024[694](index=694&type=chunk) - Note 17 details significant events after the balance sheet date, including a securities purchase agreement and the establishment of an **$8 million** equity line of credit in February 2025[720](index=720&type=chunk)

Core Viewpoint - Steakholder Foods Ltd. has entered into definitive agreements for a private placement with Alumni Capital LP, raising approximately $1.25 million through the sale of American Depositary Shares (ADSs) and warrants, aimed at supporting its strategic growth initiatives [1][2][4]. Group 1: Private Placement Details - The company will sell 985,028 ADSs at a purchase price of $1.269 per ADS, with warrants to purchase an equal number of ADSs at an exercise price of $2.00, which will be immediately exercisable and expire in five years [1][2]. - The gross proceeds from this offering are expected to be around $1.25 million before deducting offering expenses, with the net proceeds intended for working capital and general corporate purposes [2]. Group 2: Equity Line of Credit - Steakholder Foods has established an equity line of credit (ELOC) with Alumni Capital LP, providing a flexible funding mechanism to support its growth while minimizing dilution to existing shareholders [4][5]. - The structure of the ELOC allows the company to maintain control over the timing and amount of equity sales, ensuring financial stability and strategic flexibility [5]. Group 3: Management Commentary - The CEO of Steakholder Foods emphasized that the agreements with Alumni Capital represent a significant milestone in the company's growth strategy, providing immediate funds for continued strategic growth while mitigating dilution [6]. - The Portfolio Manager at Alumni Capital expressed confidence in the company's vision and management team, indicating a commitment to support Steakholder Foods in driving sustainable value creation [6]. Group 4: Company Overview - Steakholder Foods specializes in alternative proteins and 3D printing technologies, focusing on developing and selling production machines that enable efficient food manufacturing [8]. - The company aims to create products that replicate the textures of traditional meats and is exploring the integration of cultivated cells for future advancements in food technology [9].

Core Insights - Steakholder Foods Ltd. has received a total of USD 740,000 from a USD 1,000,000 grant awarded by the Singapore-Israel Industrial R&D Foundation (SIIRD) for the development of 3D-printed plant-based fish and eel [1][2] - The third payment of USD 250,000 was received due to significant advancements in creating eel texture and flavor, highlighting the company's commitment to food technology innovation [1][2][3] Funding and Grant Details - The first installment of the grant was disbursed in March 2024, followed by a second payment in November 2024, both linked to successful milestones in 3D printing technology [2] - The current phase involves developing new premix blends for 3D-printed eel, showcasing the company's ongoing research and development efforts [2] Company Overview - Steakholder Foods specializes in alternative proteins and 3D printing technologies, aiming to transform the food industry by providing sustainable seafood alternatives [3][4] - The company was founded in 2019 and focuses on creating high-quality, 3D-printed food products that meet consumer expectations for taste and texture [3][4]

Core Insights - Steakholder Foods Ltd. has made significant progress in its commercialization strategy, securing purchase orders for its SH™ product lines, which are expected to establish recurring revenue streams in the near term [2][10] - The company received notable recognition at the Plant-Based World Expo in London, winning three prestigious awards for its products, which validates its technology and market position [3][6] - Strategic partnerships have been formed to enhance market presence, particularly in the U.S., with a focus on tailored product development and building a robust supply chain [4][8] Commercial Progress - The company secured its first purchase order from Bondor Foods for SH™ – Fish premix blends and from Wyler Farm for SH™ – Beef premix blend, leading to the launch of the "Whaat Meat?! by Steakholder" product line [2] - These agreements are crucial for establishing recurring revenue streams, anticipated to materialize soon [2] Market Validation - Steakholder Foods received three awards at the Plant-Based World Expo, including a Gold Award for its Salmon Patty, a Silver Award for its Fish Kebab, and a Bronze Award for its Beef Alternative, showcasing the market validation of its products [3][6] Infrastructure Development - The company opened its first full-scale Demonstration Center, showcasing its MX200 and HD144 printers, allowing potential partners to experience its technology firsthand [3] Strategic Partnerships - The company has strengthened its global presence through partnerships, including a collaboration with UMAMI Bioworks in Singapore for cultivated seafood development and an agreement with Vegefarm Co. Ltd. in Taiwan for 3D printing technology [7] - A U.S. market entry initiative has been launched, led by Saar Bracha, focusing on establishing partnerships with food manufacturers and distributors [4][8] Financial Management - The company maintains a disciplined approach to financial management while investing in strategic growth initiatives, positioning itself to generate revenue as partnerships mature [10] Looking Ahead - Despite challenges in 2024, the company is focused on growth in 2025, with expectations that current partnerships will begin generating revenue soon [11]

Core Insights - Steakholder Foods Ltd. is a leading innovator in alternative proteins production and 3D printing technologies [1] - The company will participate in the 27th Annual ICR Conference from January 13-15, 2025, in Orlando, FL [1][2] Company Overview - Founded in 2019, Steakholder Foods specializes in developing and selling 3D-printing production machines, utilizing proprietary premix blends made from high-quality raw ingredients [3] - The company's technology aims to help manufacturers produce foods that meet consumer expectations for taste, texture, and appearance while providing a sustainable alternative to traditional meat and seafood production [3] Product Expertise - Steakholder Foods focuses on creating alternative protein products that replicate the textures of traditional meats, including beef steaks, white fish, shrimp, and eel [4] - The company is also exploring the integration of cultivated cells to advance food technology in the future [4]