Mega Or Holdings Ltd. — Capital/Financing Update 2025

Sep 2, 2025

MEGA OR HOLDINGS LTD

("the Company")

September 2, 2025

To:

Israel Securities Authority 22 Kanfei Nesharim St. Jerusalem

Tel Aviv Stock Exchange Ltd. 2 Ahuzat Bayit St. Tel Aviv

Re: Immediate Report Regarding Results of Public Offering

In accordance with Section 30 of the Securities Law, 1968 and the Securities Regulations (Notice of Results of Prospectus Offering), 1969, the Company is honored to hereby notify the results of the offering according to the Company's shelf offering report dated August 31, 2025 (Reference No.: 2025-01-065614) (hereinafter: "the Shelf Offering Report") published pursuant to the Company's shelf prospectus published on October 30, 2024, dated October 31, 2024 (Reference No.: 2024-01-612749):

1. According to the Shelf Offering Report, the following bonds were offered to the public:

Up to NIS 494,205,000 par value bonds (Series 9 of the Company, registered, each with a par value of NIS 1 (hereinafter: "Bonds (Series 9)") which were offered by way of expanding the existing series in circulation under the terms set in the Shelf Offering Report.

1. The Bonds (Series 9) were offered to the public in a uniform offering according to the offering regulations, by way of a tender on the unit price, in 494,205 units each with a par value of NIS 1,000 (hereinafter: "Bond Units (Series 9)") at a minimum unit price of NIS 1,095 (hereinafter: "Minimum Unit Price (Series 9)" and "Bond Tender (Series 9)").

2. Of the Bond Units (Series 9) offered to the public, for 426,519 Bond Units (Series 9), constituting approximately 86.3% of all Bond Units (Series 9) offered to the public according to the Shelf Offering Report, early commitments were received from classified investors at unit prices and quantities, as detailed in Section 3 of the Shelf Offering Report.

3. The securities offering was not underwritten.

4. In the Bond Tender (Series 9), which took place on September 1, 2025, 40 requests were received to purchase 426,617 Bond Units (Series 9), of which 39 requests were received according to the early commitment of the classified investors, as detailed in Section 3 above.

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The unit price set in the tender is NIS 1,095 (hereinafter: "Closing Unit Price (Series 9)").

1. In the tender, a total of 426,617 Bond Units (Series 9) were allocated as follows:

2. 27 requests from classified investors to purchase 362,265 Bond Units (Series 9) at a unit price higher than the Closing Unit Price (Series 9) – fully accepted.

3. 12 requests from classified investors to purchase 64,254 Bond Units (Series 9) at the Closing Unit Price (Series 9) – fully accepted.

4. 1 request from the public to purchase 98 Bond Units (Series 9) at the Closing Unit Price (Series 9) – fully accepted.

5. In total, the Company allocated according to the tender results 426,617,000 NIS par value Bonds (Series 9). The total (gross) consideration the Company will receive for the allocation

of the Bonds (Series 9), as stated, is approximately NIS 467,145,615.

1. The adjusted value of the Bonds (Series 9) as of September 1, 2025 is 117.6 agorot for each NIS 1 par value Bonds (Series 9), therefore the Bonds (Series 9) were issued at a discount rate of 6.91385%. The uniform weighted discount rate applicable to all Bonds (Series 9) following the offering is 2.68632%.

The Company thanks the investing public for its response to the offer according to the Shelf Offering Report.

Respectfully,

MEGA OR HOLDINGS LTD

By: Zachi Nachmias, Co-CEO and Director

and Chaim Onfelos, CFO

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