Exhibit 99.1
Steakholder Foods® Announces Closing of US$6 Million Registered Direct Offering
Rehovot, Israel, July 27, 2023 - Steakholder Foods Ltd. (Nasdaq: STKH) (“Steakholder Foods” or the “Company”), an international
deep-tech food company at the forefront of the cultivated meat industry, today announced the closing of its previously announced registered direct offering of 6,000,000 of the Company’s American Depositary Shares (“ADSs”) (or ADS equivalents in
lieu thereof), each ADS representing ten (10) ordinary shares, at a purchase price of $1.00 per ADS (or ADS equivalent in lieu thereof). The Company also issued in a concurrent private placement unregistered warrants to purchase up to an aggregate
of 6,000,000 ADSs. The warrants have an exercise price of $1.10 per ADS, are immediately exercisable upon issuance, and expire three and one-half years from the date of issuance.
H.C. Wainwright & Co. acted as the exclusive placement agent for the offering.
The total gross proceeds to the Company from the offering were $6 million, before deducting the placement agent’s fees and other
offering expenses payable by the Company. The Company intends to use the net proceeds from this offering as working capital for general corporate purposes.
The securities described above (excluding the warrants and ADSs underlying the warrants) were offered by the Company in a registered
direct offering pursuant to a “shelf” registration statement on Form F-3 (File No. 333-264110) that was originally filed with the Securities and Exchange Commission (the “SEC”) on April 4, 2022, and declared effective on April 13, 2022. The
offering of such securities in the registered direct offering was made only by means of a prospectus supplement and accompanying prospectus that forms a part of the effective registration statement. A final prospectus supplement and the
accompanying base prospectus relating to the registered direct offering were filed with the SEC and are available on the SEC’s website at www.sec.gov. Electronic copies of the final prospectus supplement and the accompanying base prospectus may
also be obtained from H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at placements@hcwco.com.
The warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the
“Act”), and Regulation D promulgated thereunder and, along with the ADSs underlying such warrants, have not been registered under the Act, or applicable state securities laws. Accordingly, the warrants and the underlying ADSs may not be reoffered
or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein,
nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other
jurisdiction.
About Steakholder Foods
Steakholder Foods Ltd., is an international deep-tech food company at the forefront of the cultured meat revolution. The
company-initiated activities in 2019 and is listed on the Nasdaq Capital Market under the ticker “STKH” (formerly MITC), with headquarters in Rehovot, Israel.
The company is developing a slaughter-free solution for producing cellular agriculture meat products, such as beef and seafood, by
offering manufacturers the ability to produce a cultivated meat product that aims to closely mimic the taste, texture, and appearance of traditional meat— as an alternative to industrialized farming and fishing. With its membership in the UN Global
Compact, Steakholder Foods is committed to act in support of issues embodied in the United Nations Sustainable Development Goals (SDGs) which include strengthening food security, decreasing carbon footprint, and conserving water and land resources.
For more information, please visit: https://steakholderfoods.com.
Forward-Looking Statements
This press release contains
forward-looking statements concerning the Company’s business, operations and financial performance and condition as well as plans, objectives, and expectations for the Company’s business operations and financial performance and condition. Any
statements that are not historical facts may be deemed to be forward-looking statements. All statements pertaining to the Company’s expectations regarding the intended use of proceeds from the offering in this press release constitute forward-looking statements. Forward-looking statements include, without limitation, any statement that may predict, forecast,
indicate or imply future results, performance or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan” or words or phases
of similar meaning.
Forward-looking statements reflect the Company’s current views with respect to future events and are based on
assumptions and subject to known and unknown risks and uncertainties, which change over time, and other factors that may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance
or achievements expressed or implied by the forward-looking statements. Such factors include market and other conditions; the use of proceeds; the Company’s expectations regarding the success of its cultured meat manufacturing technologies it is
developing, which will require significant additional work before the Company can potentially launch commercial sales; the Company’s research and development activities associated with technologies for cultured meat manufacturing, including
three-dimensional meat production, which involves a lengthy and complex process; the Company’s ability to obtain and enforce its intellectual property rights and to operate its business without infringing, misappropriating, or otherwise violating
the intellectual property rights and proprietary technology of third parties; and other risks and uncertainties, including those identified in the Company’s Annual Report on Form 20-F for the fiscal year ended December 31, 2022, filed with the SEC
on April 4, 2023. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict their occurrence or how they will affect the Company. If one or more of the factors affecting Company’s forward-looking
information and statements proves incorrect, then the Company’s actual results, performance or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements contained in this press release.
Therefore, the Company cautions you not to place undue reliance on its forward-looking information and statements. The Company disclaims any duty to revise or update the forward-looking statements, whether written or oral, to reflect actual results
or changes in the factors affecting the forward-looking statements, except as specifically required by law.
Press Contact:
Maissa Dauriac
Rainier Communications
mdauriac@rainierco.com
Tel: +1-818-642-5257
Investor Contacts:
Steakholder Foods
Investors@steakholderfoods.com