Brenmiller Energy Ltd (BNRG) Prices 2.3M Share Offering at $0.75/sh

Brenmiller Energy Ltd. ("Brenmiller", "Brenmiller Energy" or the "Company") (Nasdaq: BNRG), a leading global provider of thermal energy storage ("TES") solutions for industrial and utility customers, today announced the pricing of its “reasonable best efforts” public offering for the purchase and sale of 2,307,693 ordinary shares of the Company (or pre-funded warrant in lieu thereof) together with Series B warrants to purchase up to 2,307,693 ordinary shares (the "Series B Warrants") and Series C warrants to purchase up to 2,307,693 ordinary shares (the "Series C Warrants"), at a combined offering price of $0.65 per ordinary share and accompanying warrants, for aggregate gross proceeds of approximately $1.5 million before deducting placement agent fees and other offering expenses. The Series B Warrants and the Series C Warrants will have an exercise price of $0.75 per share. The Series B Warrants will be exercisable immediately and will expire five years from the issuance date. The Series C Warrants will be exercisable immediately and will expire 12 months from the issuance date.

The closing of the offering is expected to occur on or about May 14, 2025, subject to the satisfaction of customary closing conditions. The Company intends to use the net proceeds of this offering for general and administrative corporate purposes, including working capital and capital expenditures.

A.G.P./Alliance Global Partners is acting as the sole placement agent for the Offering.

The securities described above are being offered pursuant to a registration statement on Form F-1, as amended (File No. 333-286789), previously filed with the Securities and Exchange Commission (“SEC”), which became effective on May 12, 2025. The offering is being made only by means of a prospectus forming part of the effective registration statement. A preliminary prospectus relating to the offering has been filed with the SEC. An electronic copy of the final prospectus will be filed with the SEC and may be obtained, when available, on the SEC’s website located at http://www.sec.gov and may also be obtained from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at [email protected].

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

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