Jeffs' Brands-Backed Fort Technology Launches CAD$5 Million Convertible Debenture Offering At CAD$0.185/Unit; Jeffs' Invests CAD$2.2 Million, Fort Also Issues £2M Loan With Equity Option

Jeffs' Brands Ltd ("Jeffs' Brands" or the "Company") (NASDAQ:JFBR, JFBRW))), a data-driven e-commerce company operating on the Amazon Marketplace, today announced that on August 12, 2025, Fort Technology Inc. ("Fort") (TSXV:FORT), a company listed on the TSX Venture Exchange, in which Jeffs' Brands holds a 75.02% equity stake, has entered into a private placement of convertible debentures (the "Convertible Debentures") for gross proceeds of up to CAD 5 million (the "Private Placement"). The Convertible Debentures will mature on the date that is 2 years from the date of issuance (the "Maturity Date") and will bear interest at a rate of 10% per annum, payable quarterly with the first payment covering the period from the closing of the Private Placement to September 30, 2025. At the option of the holder, the principal amount of the Convertible Debentures is convertible into units ("Units") of Fort at any time from the date of issuance and until the Maturity Date at a price equal to CAD 0.185 per Unit. Each Unit will consist of one common share of Fort (each, a "Common Share") and one warrant (each, a "Warrant") to purchase one Common Share (each, a "Warrant Share") at an exercise price of CAD 0.185 per Warrant Share. Each Warrant will be exercisable for a period of 5 years from the date of issuance of the Convertible Debentures. The Private Placement represents a valuation of approximately CAD 27 million for Fort.

The Private Placement was conducted by Fort in reliance upon certain prospectus exemptions. The Convertible Debentures, and the securities issuable upon conversion of the Convertible Debentures, will be subject to a holding period in compliance with applicable securities laws and TSX Venture Exchange rules. The net proceeds from the Private Placement will be used by Fort for general working capital requirements and the extension of a loan under the Loan Agreement (as defined below).

Each of the Company and the Company's Chief Executive Officer participated in the Private Placement, with the Company purchasing Convertible Debentures for CAD 2.2 million. As such, the Private Placement constitutes a related-party transaction under the TSX Venture Exchange policies and under the Israeli Companies Law, 1999 and was approved by the Company and Fort in accordance with applicable law.

The closing of the Private Placement is expected to occur in one or more tranches as determined by Fort, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including approval from the TSX Venture Exchange.

In addition, on August 11, 2025, Fort entered into a loan agreement with EEH Ventures Limited ("EEH"), a U.K.-based real estate investment company (the "Loan Agreement"). Pursuant to the Loan Agreement, Fort advanced an initial loan of £2 million to EEH, with an additional £1 million available 12 months from the Loan Agreement date at EEH's request. The loan amounts bear interest at a rate of 7.5% per annum and are repayable within three years. Fort also has the option to convert the outstanding loan amounts and accrued interest, into up to 25% of EEH's share capital, subject to TSX Venture Exchange approval. As a security interest for the full repayment of the loan amounts and accrued interest, Oxford Road Investments Limited, a subsidiary of EEH, has agreed to grant Fort a charge over certain surplus proceeds and provide a guarantee in Fort's favor.