Actelis Networks, Inc. announced that it has entered into definitive agreements for issuance of 1,271,187 common shares at a price of $1.18 per share for gross proceeds of $1,500,000 on December 18, 2023. The company will also issue warrants to purchase up to 1,271,187 shares at an exercise price of $1.18 per share, will be exercisable commencing on the effective date of shareholder approval of the issuance of the shares issuable upon exercise of the warrants and will expire five and one-half years following the issuance. The offering is expected to close on or about December 20, 2023, subject to satisfaction of customary closing conditions.

The securities described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the ?Securities Act?) and Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Securities Act or applicable state securities laws.