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Key disclosure: On 4-Aug-2025 Xylo Technologies Ltd. ("XYLO") signed a definitive Securities Purchase Agreement to invest $750,000 in ParaZero Technologies Ltd. The purchase comprises 581,818 ordinary shares at $1.10 each plus pre-funded warrants for 100,000 shares priced at $1.09999 per warrant.
The warrants carry a token exercise price of $0.00001, no expiration, may be exercised cash-lessly, and include a 4.99 % beneficial-ownership cap to avoid triggering reporting thresholds. The Agreement contains customary representations, warranties and indemnification provisions. No additional financial data, strategic rationale, or forward guidance was provided.
L.I.A. Pure Capital Ltd. and CEO Kfir Silberman have filed Amendment No. 5 to their Schedule 13D regarding Xylo Technologies. The filing discloses significant developments in their ownership position and a major corporate transaction:
Key details:
- The reporting persons currently own 2,980,000 ordinary shares (74,500 ADSs), representing 5.81% of outstanding shares
- On June 22, 2025, the Tel Aviv district court approved an arrangement for Pure Capital to acquire all remaining shares of Xylo Technologies
- The arrangement must be completed within 180 days of court approval
- Upon completion, Xylo will become a wholly-owned subsidiary of Pure Capital
- The company will subsequently delist from Nasdaq and terminate its public company obligations
Recent transactions include purchases of 1,000 ADSs at $5.004 on June 18 and 1,000 ADSs at $4.986 on June 20, 2025. Total investment in shares amounts to approximately $314,500.
Xylo Technologies Ltd. ("XYLO") reported that the Tel Aviv District Court (Economic Division) approved the previously disclosed Section 350 Arrangement on 22 June 2025. The Arrangement, already endorsed by shareholders on 27 May 2025, must be completed within 180 days (by mid-December 2025).
Under the Arrangement, L.I.A. Pure Capital Ltd. will acquire all XYLO shares it does not currently hold, turning XYLO into its wholly-owned subsidiary. Upon closing, XYLO’s American Depositary Shares will be delisted from Nasdaq and the company will cease to have U.S. public-company reporting obligations. Management will provide further scheduling and procedural updates as they become available.
The filing includes customary forward-looking-statement disclaimers and notes that this Form 6-K is incorporated by reference into several outstanding shelf and equity incentive registration statements.