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Aura Capital/Financing Update 2026

May 28, 2026

6661_rns_2026-05-28_49382a88-1069-400a-b64d-08954e099c70.pdf

Capital/Financing Update

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This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer. .

Aura Investments Ltd. ("the Company")

To

Securities Authority

www.isa.gov.il

To

The Tel Aviv Stock Exchange Ltd.

www.tase.co.il

May 28, 2026

Via MAGNA

Dear Sirs,

Subject: Immediate report regarding a private placement of BONDS (Series 19)

1. General - The offered BONDS and their terms

1.1. The Company is pleased to announce that, further to the decision of the Company's Board of Directors, on May 27, 2026, the Company entered into an agreement with classified investors, as the term is defined in the Securities Regulations (Manner of Offering Securities to the Public), 5767-2007 (hereinafter: "the Board Approval Date" and "the Offerees"), respectively)¹ in an agreement for a private placement of 100,000,000 NIS par value BONDS (Series 19) of the Company (hereinafter: the "BONDS Series"), at a price of 1.052 NIS for every 1 NIS par value of the BONDS (Series 19).

1.2. After completion of the said private allocation, the BONDS Series will stand at a total of 500,000,000 NIS par value.

1.3. The BONDS to be allocated within the framework of the private allocation subject of this report will be allocated by way of expansion of the BONDS (Series 19) (traded series) which was first listed for trading on the Tel Aviv Stock Exchange Ltd. (hereinafter: "the TASE") according to a shelf offering report dated June 10, 2025 (Ref. No.: 2025-01-041666), included in this report by way of reference, and this by virtue of a trust deed for the BONDS which was signed on June 10, 2025 and which was attached as Appendix A to the said shelf offering report. The BONDS (Series 19) in circulation were first issued without a discount.

In October 2025, the Company completed a private placement (conducted without a discount) of 100,000,000 NIS par value additional BONDS (Series 19) by way of expansion of a traded series. For details, see the immediate report regarding a private proposal published by the Company on October 16, 2025 (Ref. No.: 2025-01-076253), and the capital status report published by the Company on October 20, 2025 (Ref. No.: 2025-01-077537), which are included in this report by way of reference.

In January 2026, the Company completed an additional private placement (conducted without a discount) of 150,000,000 NIS par value additional BONDS (Series 19) by way of expansion of a traded series. For details, see the immediate report regarding a private proposal published by the Company on January 4, 2026 (Ref. No.: 2026-01-001121), and the capital status report published by the Company on January 6, 2026 (Ref. No.: 2026-01-002267), which are included in this report by way of reference.

1.4. The terms of the BONDS (Series 19) to be allocated within the framework of the private allocation subject of this report will be identical in every respect to the terms of the BONDS (Series 19) as described in the shelf offering report mentioned in section 1.3 above, and they will constitute, from the date of their listing for trading, one series in every respect together with the BONDS in circulation issued by the Company as stated. The BONDS (Series 19) issued within the framework of the private placement subject of this report will be entitled to interest payments starting from the payment


This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer. .

  1. To the best of the Company's knowledge, the Offerees are not related to the Company and/or the controlling shareholder thereof.

of interest that will occur on August 30, 2026. Furthermore, since no principal payments have yet been made in respect of the BONDS (Series 19), the holders of the BONDS (Series 19) to be issued according to the shelf offering report, will be entitled to all principal payments in respect of the BONDS (Series 19) starting from the first principal payment on August 30, 2029.

1.5. The adjusted value of the BONDS (Series 19) for the last trading day preceding the date of the engagement with the classified investors, namely May 26, 2026, is 1.0137 NIS for every 1 NIS par value BONDS (Series 19), and therefore the BONDS to be allocated within the framework of the private allocation subject of this report are offered at a price higher than their adjusted value, i.e., they are not issued at a discount.

1.6. The BONDS (Series 19) are rated A2.il with a stable outlook by Midroog Ltd. (hereinafter: "Midroog"). The Company has applied to Midroog in order to receive a rating report for the issuance according to this report. After receiving the said rating report, the Company will publish a supplementary report.

1.7. Subject to obtaining all the approvals required for the purpose of the private allocation subject of this report, the Company meets the conditions and financial covenants specified in the Trust Deed mentioned in section 1.3 above.

1.8. The allocation of the BONDS subject of this allocation report is subject to receiving the TASE's approval for the listing of the BONDS for trading. Subject to receiving the TASE's approval as stated, the BONDS offered under this report will be registered in the name of the Registration Company of the Tel Aviv Stock Exchange Ltd. or another registration company that replaces it through which all the securities of the Company will be held, and will be listed for trading on the TASE.

2. The consideration for the offered securities

The offered securities will be allocated to the Offerees in consideration for a total of approximately 105,200 thousand NIS (gross).

3. Prevention and/or restrictions on performing transactions in the offered securities

3.1. The allocation of the offered securities is subject to the TASE's approval for listing for trading.

3.2. In accordance with the provisions of the Securities Law and the Securities Regulations (Details regarding Sections 15A to 15C of the Law), 5760-2000 (hereinafter: the "Details Regulations"), resale restrictions will apply to the Offerees for the offered securities, in accordance with the provisions of Section 15C of the Securities Law and the Details Regulations, as they may be from time to time.

Respectfully,

Aura Investments Ltd.

By: Ariel Pashin - CFO


This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer. .

5/28/2026 | 9:02:16 AM | v1.2.5