On September 27, Actelis Networks Enters $30M Stock Purchase Agreement With White Lion Capital To Fund Future Growth

On September 27, 2025, Actelis Networks, Inc. (the "Company") entered into a common stock purchase agreement (the "Common Stock Purchase Agreement") with an effective date of October 1, 2025 (the "Effective Date") and a related registration rights agreement (the "White Lion RRA") with White Lion Capital LLC, a Nevada limited liability company ("White Lion"). Pursuant to the Common Stock Purchase Agreement, the Company has the right, but not the obligation, to require White Lion to purchase, from time to time, up to $30,000,000 in aggregate gross purchase price (the "Commitment Amount") of newly issued shares of the Company's common stock, par value $0.0001 per share (the "Common Stock"), subject to certain limitations and conditions set forth in the Common Stock Purchase Agreement.

The Company is obligated under the Common Stock Purchase Agreement and the White Lion RRA to file a registration statement (the "Resale Registration Statement") with the SEC to register the Common Stock under the Securities Act of 1933, as amended (the "Securities Act") for the resale by White Lion of shares of Common Stock that the Company may issue to White Lion under the Common Stock Purchase Agreement.

The maximum number of shares issuable under the Common Stock Purchase Agreement shall be no more than 19.99% of the Company's outstanding Common Stock as of the Effective Date (the "Exchange Cap"), unless shareholder approval is obtained to issue shares of Common Stock in excess of the Exchange Cap.