ISRAEL Acquisitions Corp (ISLUF) extends Gadfin deal deadline to May 15, 2026

Rhea-AI Filing Summary

Israel Acquisitions Corp entered into a fourth amendment to its Business Combination Agreement with Gadfin Ltd. and Gadfin Regev Holdings Ltd. on April 15, 2026 to extend the BCA termination date to May 15, 2026. The amendment revises Section 7.1(d); all other termination rights under the BCA remain in effect. The amendment is filed as Exhibit 2.5 and incorporated by reference.

Insights

M&A Counsel

Fourth amendment extends the deal termination window by one month.

The amendment formally extends the BCA termination date to May 15, 2026, preserving other termination rights. This is a procedural change that delays the outside date rather than altering deal consideration or fundamental terms.

Key dependencies include any closing conditions and counterpart performance; subsequent filings should be reviewed for further amendments or closing confirmations.

Corporate Governance Analyst

Extension signals more time for closing, not a material change alone.

The amendment revises Section 7.1(d) to extend the termination date; the filing attaches Amendment No. 4 as Exhibit 2.5. No new financial amounts, revised covenants, or altered termination rights (other than the date) are disclosed.

Watch for future 8-Ks or proxy materials that disclose whether parties seek additional amendments or a definitive closing date.

Key Figures

Amendment date: April 15, 2026 New termination date: May 15, 2026 Original BCA date: January 26, 2025 +3 more

6 metrics

Amendment date April 15, 2026 date Amendment No.4 was entered into

New termination date May 15, 2026 revised termination date in Section 7.1(d)

Original BCA date January 26, 2025 Business Combination Agreement dated as of this date

Prior amendment dates July 2, 2025; December 31, 2025; March 13, 2026 dates of Amendments No.1–No.3 to the BCA

Warrant exercise price $11.50 per share redeemable warrants exercisable at this price (from header)

Trading symbols ISLUF, ISRLF, ISLWF units, Class A shares, and warrants trade on OTC Markets

Key Terms

Business Combination Agreement (BCA), termination date, Exhibit 2.5, redeemable warrants

4 terms

Business Combination Agreement (BCA) regulatory

"entered into a business combination agreement on January 26, 2025"

termination date legal

"revise Section 7.1(d) to extend the termination date to May 15, 2026"

Termination date is the specific calendar day when a contract, agreement, option or other legal arrangement stops being in effect and any remaining rights or obligations expire. For investors it matters because that date sets deadlines for exercising rights, receiving payments, closing positions or avoiding penalties—similar to the day a lease or warranty ends, after which parties no longer have the same protections or claims.

Exhibit 2.5 regulatory

"Amendment No. 4 to the Business Combination Agreement...filed herewith as Exhibit 2.5"

redeemable warrants market

"Redeemable warrants, each whole warrant exercisable for one Class A ordinary share"

A redeemable warrant is a tradable right that lets its holder buy a company’s shares at a fixed price before a set date, but the issuer has the contract power to cancel (redeem) the warrant early under agreed terms. For investors this matters because early redemption can force decision-making, change the timing of when new shares might be created, and affect potential gains or dilution—much like a store coupon that the issuer can cancel by paying you off instead of letting you use it.

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 15, 2026

ISRAEL ACQUISITIONS CORP

(Exact Name of Registrant as Specified in its Charter)

Cayman Islands		001-41593		87-3587394
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

12600 Hill Country Blvd, Building R, Suite 275 Bee Cave, Texas		78738
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (800) 508-1531

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

x Written communications pursuant to Rule 425 under the Securities Act

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)*		Name of each exchange on which registered
Units, each consisting of one Class A ordinary share and one redeemable warrant		ISLUF		N/A
Class A ordinary shares, par value $0.0001 per share		ISRLF		N/A
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share, each at an exercise price of $11.50 per share		ISLWF		N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

*The registrant’s units, Class A ordinary shares, par value $0.0001 per share and warrants each trade on the OTC Markets under the trading symbols “ISLUF”, “ISRLF” and “ISLWF”, respectively.

Item 1.01. Entry into a Material Definitive Agreement.

As previously reported in the Current Reports on Form 8-K, filed with the U.S. Securities and Exchange Commission (“SEC”) on January 27, 2025, July 3, 2025, and March 17, 2026, and the Current Report on Form 8-K/A filed March 9, 2026, Israel Acquisitions Corp, a Cayman Islands exempted company (the “Company”) entered into a business combination agreement on January 26, 2025, as amended on July 2, 2025, December 31, 2025, and March 13, 2026 (the “BCA”) with Gadfin Ltd., a company domiciled in Israel (“Gadfin”).

Pursuant to Section 8.3 of the BCA, the BCA may be amended, modified or supplemented by an agreement in writing executed by the Company and Gadfin. On April 15, 2026, the Company, Gadfin, and Gadfin Regev Holdings Ltd., a company domiciled in Israel entered into a fourth amendment to the BCA (the “Fourth BCA Amendment”). Pursuant to the Fourth BCA Amendment, the Company and Gadfin agreed to revise Section 7.1(d) to extend the termination date to May 15, 2026. All other termination rights under the BCA remain.

The foregoing description of the Third BCA Amendment is only a summary and is qualified in its entirety by reference to the full text of the Third BCA Amendment, which is attached hereto as Exhibit 2.5, and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.		Description
2.1*		Business Combination Agreement, dated as of January 26, 2025, by and among, Israel Acquisitions Corp and Gadfin Ltd. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by the Company on January 27, 2025)
2.2		Amendment No. 1 to the Business Combination Agreement, dated July 2, 2025, by and among Israel Acquisitions Corp, Gadfin Ltd., and Gadfin Regev Holdings Ltd. (incorporated by reference to Exhibit 2.2 to the Current Report on Form 8-K filed by the Company on July 3, 2025)
2.3		Amendment No. 2 to the Business Combination Agreement, dated December 31, 2025, by and among Israel Acquisitions Corp, Gadfin Ltd., and Gadfin Regev Holdings Ltd. (incorporated by reference to Exhibit 2.3 to the Current Report on Form 8-K/A filed by the Company on March 9, 2026).
2.4		Amendment No. 3 to the Business Combination Agreement, dated March 13, 2026, by and among Israel Acquisitions Corp, Gadfin Ltd., and Gadfin Regev Holdings Ltd. (incorporated by reference to Exhibit 2.4 to the Current Report on Form 8-K filed by the Company on March 17, 2026).
2.5**		Amendment No. 4 to the Business Combination Agreement, dated April 15, 2026, by and among Israel Acquisitions Corp, Gadfin Ltd., and Gadfin Regev Holdings Ltd.
104		Cover Page Interactive Data File (embedded within the Inline document)

* Certain exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K, Item 601(a)(5). The Company agrees to furnish supplementally a copy of all omitted exhibits and schedules to the SEC upon its request.

** Filed herewith. 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ISRAEL AcquisitionS Corp
	By:	/s/ Ziv Elul
		Name:	Ziv Elul
		Title:	Chief Executive Officer and Director
Dated: April 17, 2026

FAQ

What did Israel Acquisitions Corp (ISLUF) file on April 15, 2026?

The company filed a fourth amendment to its Business Combination Agreement with Gadfin Ltd. on April 15, 2026, extending the termination date to May 15, 2026. The amendment is included as Exhibit 2.5 and incorporated by reference.

Does the Fourth BCA Amendment change the deal consideration for ISLUF and Gadfin?

No. The amendment revises only Section 7.1(d) to extend the termination date to May 15, 2026. The filing states that all other termination rights under the BCA remain unchanged.

Where can I find the full text of Amendment No. 4 to the BCA for ISLUF?

Amendment No. 4 to the Business Combination Agreement is attached to the filing as Exhibit 2.5. The exhibit is filed with the Form 8-K and is incorporated by reference in Item 1.01 and Item 9.01.

What is the new termination date in ISLUF's Business Combination Agreement?

The Fourth BCA Amendment extends the BCA termination date to May 15, 2026. The amendment revises Section 7.1(d) to reflect this date change.

Are any other BCA terms altered besides the termination date?

According to the filing, all other termination rights under the BCA remain. The amendment description only references the revision to Section 7.1(d) to extend the termination date.