Jeffs’ Brands Announces Corporate Rebranding: From Marketplace to Tech Powerhouse

Rhea-AI Summary

Jeffs' Brands (Nasdaq: JFBR, JFBRW) announced a corporate rebranding and strategic shift from Amazon marketplace e-commerce to homeland security and advanced technologies, including an intended name change to Nexera Technologies, subject to shareholder and Israeli Registrar approvals.

Key moves: KeepZone AI, the company’s wholly owned subsidiary, signed and expanded exclusive distribution agreements with Scanary (3D imaging and electromagnetic AI threat detection) and a new exclusive deal with Zorronet for autonomous robotic control-room tech; KeepZone ran a successful live pilot for checkpoint-free weapon screening. The company completed the July 7, 2025 sale of Fort Products in exchange for a controlling equity interest in Fort Technology. New senior hires include Eli Zamir (CEO effective Aug 1, 2025) and Alon Dayan (KeepZone CEO effective Dec 8, 2025).

Positive

• Exclusive distribution agreement expansion with Scanary
• New exclusive deal with Zorronet for autonomous robotic tech
• Successful live pilot of checkpoint-free weapon screening
• Acquired controlling equity interest in Fort Technology via July 7, 2025 transaction
• Senior hires: Eli Zamir (CEO) and Alon Dayan (KeepZone CEO)

Negative

• Strategic pivot from e-commerce to homeland security creates execution risk
• Proposed name change to Nexera Technologies is subject to shareholder and Israeli Registrar approval
• Business model shift may disrupt existing Amazon marketplace operations

Key Figures

Convertible note principal $500,000 Promissory note issued December 17, 2025 Form 6-K

Cash proceeds $450,000 Received for $500,000 note; 10% original issue discount

Note facility size $100,000,000 Maximum under existing securities purchase agreement

Remaining capacity $94,500,000 Amount still available under note facility

Interest rates 4% to 14% annually 4% standard; 14% upon event of default

Note term 28 months Maturity from issuance; 10 installments starting after 18 months

New S-8 shares 242,873 shares Additional ordinary shares for 2024 Share Incentive Plan

Adjusted plan pool 7,127 shares After 1-for-13 and 1-for-17 reverse splits before new S-8

Market Reality Check

$0.0170 Last Close

Volume Volume 205,517 vs 20-day average 3,442,386 (relative volume 0.06) indicates subdued trading ahead of this update. low

Technical Shares at $1.03 are trading below the 200-day MA of $8.04 and sit 97.96% under the 52-week high.

Peers on Argus

JFBR showed a -5.5% move with very low volume while peers in Internet Retail were mixed (e.g., WNW +4.58%, WBUY -1.12%), pointing to stock-specific dynamics rather than a broad sector move.

Market Pulse Summary

This announcement outlines a significant shift from data-driven e-commerce toward AI-based homeland security and advanced technologies, including a proposed name change to Nexera Technologies Ltd and leadership appointments aligned with the new focus. Recent filings describe a convertible note facility, multiple warrant repricings, and added share capacity under the incentive plan, all of which affect capital structure. Investors may watch how KeepZone’s pilot deployments, distribution agreements, and future financing choices interact with this new strategic direction.

Key Terms

convertible promissory note financial

"amended and restated warrant issued with a convertible promissory note dated January 16, 2025"

A convertible promissory note is a loan a company takes now that can later be turned into shares instead of being repaid in cash. Think of it as lending money with the option to accept ownership in the business down the road; that matters to investors because it affects who gets paid first, how much ownership existing shareholders keep, and the company’s future valuation and cash needs. Terms such as conversion price, interest and maturity determine the financial impact.

original issue discount financial

"for $450,000 in cash, reflecting a 10% original issue discount"

Original issue discount (OID) is the difference between a debt security’s face value and the lower price at which it is first sold, treated as additional interest that accrues over the life of the instrument. For investors it matters because OID raises the effective yield and changes taxable income and the holding’s cost basis over time — think of buying a $100 voucher for $90 and recognizing the $10 gain as earned interest as the voucher approaches maturity.

beneficial ownership financial

"subject to a floor price of $0.364 per share and a 4.99% beneficial ownership cap"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

private placement financial

"were arranged as a private placement exempt from U.S. registration"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

registration statement regulatory

"agreed to file a registration statement to register the resale"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

reverse split financial

"after a 1-for-13 reverse split on November 20, 2024 and a 1-for-17 reverse split"

A reverse split is when a company reduces the number of its outstanding shares by combining several existing shares into one new share, so the price per share rises proportionally while the company’s overall value stays the same. Investors care because it can make a stock appear more respectable or meet exchange rules — like turning many small coins into a single larger bill — but it can also signal financial trouble and often affects trading liquidity and investor perception.

warrants financial

"exercise price of its outstanding Series A Warrants and its amended and restated warrant"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

threat detection technical

"3D imaging and electromagnetic, AI-powered threat detection, for the distribution of Scanary’s"

Threat detection is the process of spotting signs that something harmful or unwanted is happening or about to happen to an organization—such as a cyberattack, fraud, data leak, product safety issue, or regulatory noncompliance. Think of it as a building’s smoke detector: it alerts managers early so they can stop damage, preserve operations and reputation, and avoid costly fines or loss of investor trust.

AI-generated analysis. Not financial advice.

Company plans to shift its strategic focus from e-commerce to homeland security and advanced technologies

Proposed pending name change to Nexera Technologies Ltd to reflect its future strategic focus

Tel Aviv, Israel, Dec. 23, 2025 (GLOBE NEWSWIRE) -- Jeffs' Brands Ltd (“Jeffs’ Brands” or the “Company”) (Nasdaq: JFBR, JFBRW), a data-driven e-commerce company operating on the Amazon Marketplace, today announced a corporate rebranding to reflect its intended strategic focus on homeland security and advanced technologies. At the heart of this rebranding is the intention to change the Company’s name to “Nexera Technologies Ltd”, subject to the receipt of the necessary approvals.

The rebranding follows a comprehensive strategic process initiated by the board of directors, including:

• Entering the homeland security market through the Company’s wholly owned subsidiary, KeepZone AI Inc. (“KeepZone”). As previously announced, on December 5, 2025, KeepZone entered into a definitive distribution agreement with Scanary Ltd. (“Scanary”), an Israeli deep-tech developer of 3D imaging and electromagnetic, AI-powered threat detection, for the distribution of Scanary’s homeland security screening systems in several markets.
• The completion of the sale of Fort Products Limited (“Fort Products”) on July 7, 2025, a United Kingdom-based private company specializing in selling a range of amateur and professional products for the pest control and remedial repair industry, to Fort Technology Inc. (formerly known as Impact Acquisitions Corp.) (“Fort Technology”), a company listed on the TSX Venture Exchange, in exchange for a controlling equity interest in Fort Technology.
• Appointing new members to the senior management team to lead the Company in its new strategic direction, as previously announced:
  • Mr. Eli Zamir, an accomplished capital markets and experienced M&A professional, as Chief Executive Officer of Jeffs' Brands, effective as of August 1, 2025.
  • Mr. Alon Dayan, an experienced security professional as Chief Executive Officer of KeepZone, effective as of December 8, 2025.

Since its initial announcement of its entry into the AI-driven homeland security solutions market, Jeffs' Brands has rapidly advanced KeepZone through a series of strategic developments. Key developments include expansions of the exclusive distribution agreement with Scanary to additional territories, a new exclusive distribution deal with Zorronet Ltd. for its autonomous unmanned robotic control room technology, targeting stadiums in Mexico and Israel (and with non-exclusive rights in Spain and the U.S.) and a successful live pilot demonstrating checkpoint-free weapon screening at a high-profile event. These developments position KeepZone to seek to deliver multi-layered security ecosystems for high-traffic venues and critical infrastructure, marking a significant shift from the Company's e-commerce roots.

The change of the Company’s name to Nexera Technologies Ltd remains subject to shareholder approval and the approval of the Israeli Registrar of Companies.

About Jeffs’ Brands

Jeffs’ Brands is a data-driven company with e-commerce activities operating on the Amazon Marketplace that has recently expanded into the global homeland security sector and advanced technologies, through its wholly-owned subsidiary, KeepZone AI Inc. Following a definitive distribution agreement with Scanary Ltd., entered into in December 2025, Jeffs’ Brands aims to deliver comprehensive, multi-layered security ecosystems for critical infrastructure worldwide, capitalizing on the homeland security market’s significant growth potential while leveraging its expertise in data-driven operations. For more information on Jeffs’ Brands visit https://jeffsbrands.com.

Forward-Looking Statement Disclaimer

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate” or other comparable terms. For example, the Company is using forward-looking statements when discussing its intended shift in its strategic focus, the planned rebranding and proposed name change which is subject to the approval of the Company’s shareholders and the approval of the Israeli Registrar of Companies, its expansion into AI-driven homeland security solutions through KeepZone, the execution and expected impact of strategic distribution and commercial agreements, and its anticipated future growth and positioning. Instead, they are based only on the Company’s current beliefs, expectations and assumptions regarding the future of the Company’s business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Company’s control. The Company’s actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause the Company’s actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: the Company’s ability to successfully execute its strategic transition, including meeting its expectations regarding revenue growth, customer adoption and the demand for homeland security and advanced technology solutions; the overall global economic environment; the impact of competition and new e-commerce technologies; general market, political and economic conditions in the countries in which the Company operates; projected capital expenditures and liquidity; the impact of possible changes in Amazon’s policies and terms of use; the impact of the conditions in Israel; and the other risks and uncertainties described in the Company’s Annual Report on Form 20-F for the year ended December 31, 2024, filed with the U.S. Securities and Exchange Commission (“SEC”), on March 31, 2025, and the Company’s other filings with the SEC. The Company undertakes no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

Investor Relations Contact:

Michal Efraty
Adi and Michal PR- IR
Investor Relations, Israel
michal@efraty.com

FAQ

What did Jeffs' Brands (JFBR) announce on December 23, 2025?

Jeffs' Brands announced a strategic rebrand and shift to homeland security tech and plans a name change to Nexera Technologies, subject to approvals.

How does the proposed Nexera Technologies name change affect JFBR shareholders?

The name change is pending shareholder approval and approval from the Israeli Registrar of Companies; shareholders will vote if required.

What agreements has KeepZone AI signed as part of JFBR's new strategy?

KeepZone expanded an exclusive distribution agreement with Scanary and signed an exclusive distribution deal with Zorronet for robotic control-room technology.

When did Jeffs' Brands complete the Fort Products sale and what was received?

On July 7, 2025, Fort Products was sold in exchange for a controlling equity interest in Fort Technology.

Who are the new executives leading Jeffs' Brands' pivot to security tech?

Eli Zamir became CEO of Jeffs' Brands effective Aug 1, 2025 and Alon Dayan became CEO of KeepZone effective Dec 8, 2025.

What pilot has KeepZone demonstrated that supports JFBR's strategy?

KeepZone ran a successful live pilot demonstrating checkpoint-free weapon screening at a high-profile event.