Rimon Consulting & Managing Services Ltd. — M&A Activity 2026

Apr 16, 2026

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.

Rimon Consulting and Management Services Ltd. ("the Company")

To

To

April 16, 2026

Israel Securities Authority

The Tel Aviv Stock Exchange Ltd.

22 Kanfei Nesharim St.

2 Ahuzat Bayit St.

Jerusalem

Tel-Aviv

Dear Sirs/Madams,

Subject: Engagement in a Letter of Intent for investment in a Data Centers company in the USA

The Company is pleased to announce that on April 15, 2026, the Company entered into a non-binding Letter of Intent (Letter of Intent) with a private company incorporated in the state of Delaware, USA, engaged in the initiation, development, establishment, and management of sovereign data centers in the field of AI (Sovereign Data Centers) (hereinafter: the "Acquired Company"), for a possible capital investment by the Company in the Acquired Company (hereinafter, respectively: the "Investment Transaction" and the "Letter of Intent").

In accordance with the Letter of Intent, the Company is considering an investment of up to $35 million (hereinafter: the "Investment Amount") in the Acquired Company in exchange for the allocation of up to 30% of the share capital of the Acquired Company on a fully diluted basis after completion of the transaction (hereinafter: the "Investment Transaction"). As of the date of this report, the parties have not yet agreed upon, among other things, the type of investment instrument, the valuation determination mechanisms, and the method of financing the Investment Amount.

According to the Letter of Intent, the signing of a detailed agreement between the parties and the completion of the Investment Transaction pursuant to it are subject to the fulfillment of conditions precedent, including the completion of due diligence by the Company to its satisfaction (hereinafter: the "Due Diligence") as well as agreements between the parties regarding the terms of the Investment Transaction as detailed above.

Furthermore, according to the Letter of Intent, the Company has the right to serve as an EPC (Engineering, Procurement, and Construction) contractor for the Acquired Company's data center projects, under accepted commercial terms to be determined between the parties in a detailed agreement, and subject to the completion of due diligence (hereinafter: the "EPC Agreement").

Within the framework of the Letter of Intent, the Acquired Company committed not to conduct negotiations and not to respond to any proposal from any party regarding, directly or indirectly, the Investment Transaction and/or the engagement in the EPC Agreement (No Shop), until June 14, 2026. If the Investment Agreement and the EPC Agreement are not signed by the end of said period, the period shall be automatically extended until July 14, 2026, unless one of the parties refuses this extension for reasonable reasons only.

The information regarding the Company's estimates in connection with the feasibility of completing the Investment Transaction, entering into detailed agreements, the Investment Amount, and the Company's holding percentage in the Acquired Company is forward-looking information as defined in the Securities Law, 1968, based on information in the Company's possession and the Company's estimates. These estimates may not materialize or may materialize in a materially different way due to various events not under the Company's control,

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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. .

Including the results of the due diligence, the failure to complete the negotiations between the parties or the materialization of any of the risk factors detailed in Section 4.12 of Chapter A of the Periodic report of the Company for the year 2025 published by the Company on March 31, 2025 (Reference number: 2026-01-031157).

Sincerely,

Rimon Consulting and Management Services Ltd.

By: Yosef Almalem, CEO and Director

Keren Toltsis, CFO

4/16/2026 | 7:49:08 AM