Pluri signs ZEO license deal, raises $1 million, and EIB sells loan to chairman's entity

Pluri Inc. entered a Partnership Agreement with ZEO ScientifiX, Inc. on October 26, 2026. Under the agreement, at closing Pluri will grant ZEO an exclusive license to manufacture and commercialize its regenerative medicine product portfolio in the United States, with an exception for aesthetics, skin care, cosmetic, or veterinary uses where ZEO may only commercialize the products, and the license may later extend to Latin America.¹

As consideration, ZEO agreed to issue Pluri 41% of its issued and outstanding share capital at closing, plus 50 shares of a new Series D Non-Convertible Preferred Stock.¹ After the related share exchanges are completed, Pluri will hold 50% of ZEO's outstanding shares, with rights to acquire more equity.¹ ZEO also agreed to issue warrants letting Pluri buy up to an additional 5% of ZEO at $4.00 per share and 2.5% at $5.50 per share, each exercisable for five years from closing.¹ Once closing occurs, Pluri will have the right to name four of ZEO's seven board seats as long as it holds at least 25% of ZEO's shares and has not undergone a change of control.¹ If closing does not happen within 90 days of signing, either side may terminate after a 30-day cure period.¹

Separately, on October 27, 2026, Pluri's board approved Securities Purchase Agreements with two investment firms, one focused on healthcare and biotechnology and the other on publicly listed growth companies, each buying 454,546 common shares at $1.10 per share along with warrants for the same number of shares at a $1.30 exercise price.¹ Each purchaser's subscription totals $500,000, for a combined $1,000,000.¹ The purchase transactions were expected to close on or before October 30, 2026.¹

On the EIB loan, the European Investment Bank entered a Loan Sale and Purchase Agreement on October 21, 2026 with Chutzpah Holdings Limited, a limited partnership beneficially owned by Alexandre Weinstein, described in the filing as Pluri's largest existing shareholder and board chairman, under which the EIB agreed to sell its rights in the loan and related guarantees to Chutzpah.¹ The loan carried an outstanding balance of about $27.5 million including accrued interest as of September 30, 2026, and the sale agreement sets a negotiated discounted purchase price.¹