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QTREX Announces Clarification to Registration Statement on Form F-1

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QTREX Quantum (Nasdaq: QTEX) clarified that its resale Registration Statement on Form F-1, filed with the SEC on July 21, 2026, is not a new issuance of ordinary shares and is not part of a new capital raise.

The filing was made solely to satisfy pre-existing contractual obligations related to outstanding warrants issued under a February 5, 2026 securities purchase agreement. QTREX also highlighted its pivot to quantum computing following acquisition of AME technology from Nano Dimension and an additional $10 million equity raise at $1.50 per share in common shares only from a leading hedge fund.

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Positive

  • Form F-1 resale registration involves no new primary share issuance by QTREX
  • Registration Statement tied to pre-existing warrant obligations, not a fresh capital raise
  • QTREX recently raised $10 million in common equity at $1.50 per share
  • Business pivot to quantum computing AME infrastructure following acquisition from Nano Dimension

Negative

  • None.

News Explained

The filing itself does not deliver cash to QTREX; only exercise of the outstanding warrants could do so, and any resulting share issuance would increase the share count and reduce existing holders’ percentage ownership.

Market Context

-0.9% followed the prior quantum-connectivity development announcement, providing a mixed historical...
Analysis

-0.9% followed the prior quantum-connectivity development announcement, providing a mixed historical backdrop for this clarification. The platform also records an ineffective F-3 shelf; subsequent filings could show any change in registration status or usage.

Key Figures

Additional capital raised: $10 million USD Share price: $1.5 per share Registration filing date: July 21, 2026 +1 more
4 metrics
Additional capital raised $10 million USD Common-share transaction with a leading hedge fund
Share price $1.5 per share Additional common-share transaction
Registration filing date July 21, 2026 Form F-1 resale registration statement
Warrant agreement date February 5, 2026 Securities purchase agreement governing outstanding warrants

Historical Context

5 past events · Latest: May 19 (Neutral)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
May 19 Ticker change Neutral +2.1% Company name and Nasdaq ticker changed following strategic focus on AME and quantum connectivity
May 18 Purchase order Positive -5.8% NYU Langone issued a $580,000 purchase order after multi-patient hospital evaluation
May 11 Strategic update Positive -6.3% Company outlined AME, quantum connectivity, and medical-business monetization plans
May 01 Purchase order Positive +5.8% Irish technological university ordered an AME system with upfront payment received
Apr 30 Development agreement Neutral -0.9% Qarakal collaboration targeted cryogenic interconnects for superconducting quantum systems

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Historical reactions were mixed: positive commercial and strategic announcements were followed by both negative and positive moves.

Key Terms

form f-1, resale registration statement, securities purchase agreement, additively manufactured electronics
4 terms
form f-1 regulatory
"resale registration statement on Form F-1"
A Form F-1 is the document a non-U.S. company files with U.S. regulators when it wants to sell stock or other securities to U.S. investors. It lays out the company’s business, finances, risks and how the offering will work, acting like a product manual and ingredient list so investors can judge what they’re buying. For investors, it’s a key source of verified information used to compare opportunities and assess potential reward and risk.
resale registration statement regulatory
"filing of a resale registration statement on Form F-1"
A resale registration statement is a document filed with regulators that allows existing shareholders to sell their shares to the public. It provides the necessary legal approval and information for these shares to be resold on the market, helping to increase the availability of shares for trading. For investors, it signals that shares held by current owners can be offered for sale, potentially affecting share prices and market liquidity.
securities purchase agreement financial
"warrants issued pursuant to a securities purchase agreement"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
additively manufactured electronics technical
"advancing Additively Manufactured Electronics (AME)"
Additively manufactured electronics are electronic components and circuits created by layer-by-layer printing techniques instead of traditional machining or assembly. Think of building a cake where each layer can contain wiring, sensors or conductive traces so a finished part can combine structure and electronics in one piece. For investors, this can cut production time and part counts, enable custom or lightweight designs, and open new product opportunities or cost savings across manufacturing and supply chains.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Registration Statement was filed pursuant to a pre-existing contractual obligation to register securities issued in a previously disclosed private placement

Ness Ziona, Israel, July 22, 2026 (GLOBE NEWSWIRE) -- QTREX Quantum Ltd. (Nasdaq: QTEX) ("QTREX" or the "Company") a company focused on advancing Additively Manufactured Electronics (“AME”) for quantum computing infrastructure, made an clarification regarding its recent filing of a resale registration statement on Form F-1 (the “Registration Statement”), which was filed on July 21, 2026 with the U.S. Securities and Exchange Commission (the “SEC”). QTREX wishes to clarify that the purpose of filing the Registration Statement was not for a new issuance of ordinary shares by the Company and not part of a new capital raise.

For the avoidance of doubt, the Company wishes to clarify that the filing of the Registration Statement was made solely pursuant to the Company’s pre-existing contractual obligations regarding outstanding warrants issued pursuant to a securities purchase agreement dated February 5, 2026.

Moreover, since then, the Company pivoted its business to Quantum Computing based on the innovative AME technology purchased from Nano Dimension Ltd and raised an additional $10 million USD in a deal that consisted of common shares only at $1.5 per share (no warrants) from a leading hedge fund. The Registration Statement does not constitute a new capital raise, an active primary offering, or the issuance of new securities by the Company, and no proceeds will be received by the Company in connection herewith, except for proceeds which may be received upon exercise of the ordinary share purchase warrants, as disclosed in the Registration Statement.

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

About QTREX Quantum
QTREX Quantum Ltd. (Nasdaq: QTEX) is a technology company focused on advanced connectivity and electronics manufacturing solutions for next-generation hardware markets. Following its acquisition of the AME platform, the Company is developing high-density, thermally optimized quantum connectivity solutions for dilution cryostats and advancing AME applications for defense, aerospace, missile, space, and other mission-critical environments. The Company also continues to advance its medical technology portfolio, including respiratory support and blood monitoring platforms, while actively working to monetize certain parts of the medical business.
For more information, please visit: www.q-trex.com

Forward-Looking Statement Disclaimer
This press release contains express or implied forward-looking statements pursuant to U.S. Federal securities laws. These forward-looking statements are based on the current expectations of the management of the Company only and are subject to factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. For example, the Company is using forward-looking statements when it discusses any proceeds that the Company may receive upon the exercise of the Ordinary Share Purchase Warrants and the use of such proceeds, any dilution that may be caused to existing security holders, the Company’s ability to cause the Registration Statement to be declared effective by the SEC, and the Company’s ability to maintain the effectiveness of the Registration Statement. Except as otherwise required by law, the Company undertakes no obligation to publicly release any revisions to these forward-looking statements. More detailed information about the risks and uncertainties affecting the Company is contained under “Risk Factors” in the Company’s annual report on Form 20-F for the fiscal year ended December 31, 2025, filed with the SEC.

Company Contact
QTREX Quantum
Email: info@q-trex.com
Phone: +972-9-9664485


FAQ

What did QTREX Quantum (Nasdaq: QTEX) clarify about its Form F-1 registration on July 21, 2026?

QTREX Quantum clarified that its Form F-1 is a resale registration, not a new capital raise or primary share issuance. According to QTREX Quantum, the filing fulfills pre-existing obligations tied to outstanding warrants from a February 5, 2026 securities purchase agreement.

Does the QTREX Quantum (QTEX) Form F-1 registration statement dilute existing shareholders?

According to QTREX Quantum, the Form F-1 does not involve issuance of new securities by the company. It registers resale of securities linked to existing warrants, so the company receives no proceeds except potential warrant exercise, limiting immediate primary dilution from this specific filing.

How much new capital has QTREX Quantum (QTEX) recently raised and at what share price?

QTREX Quantum reported raising an additional $10 million through a common share offering at $1.50 per share. According to QTREX Quantum, this financing came from a leading hedge fund and was structured as common stock only, with no warrants attached.

What business pivot did QTREX Quantum (QTEX) describe in its July 2026 update?

QTREX Quantum stated it has pivoted its business toward quantum computing based on AME technology acquired from Nano Dimension. According to QTREX Quantum, it is developing high-density quantum connectivity for dilution cryostats and advancing AME applications for defense, aerospace, missile, and space markets.

What does the QTREX Quantum (QTEX) Form F-1 mean for potential proceeds to the company?

According to QTREX Quantum, the registration statement will not generate proceeds for the company, except from any exercise of registered warrants. The filing is described as a resale registration, not an active primary offering or new capital raise by QTREX.