BiomX acquires 60% of defense tech firm DFSL for $750K cash, $3M note, and ~5.5M shares

Filed April 13, 2026 · Period ending April 13, 2026 · ~2 min read

Key Changes

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  BiomX pivots from microbiome therapeutics to defense technology, acquiring 60% of DR. Frucht Systems Ltd. (DFSL), a 29-year-old laser radar security systems developer for drone detection, perimeter security, and rail safety applications.

  Item 1.01: Entry into Material Agreement verify on EDGAR →
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  Purchase price: $750K cash ($450K already advanced), $3M convertible note at $12/share, 923K common shares issued immediately, plus warrants for 4.615M additional shares at $12/share—total potential dilution of ~5.5M shares pending stockholder approval within 120 days.

  Item 1.01: Acquisition Consideration verify on EDGAR →
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  BiomX committed to pay seller Mandragola a 5% revenue bonus annually if DFSL hits $25M+ in sales starting fiscal 2027, creating contingent liability of $1.25M+ per year payable in cash or stock at BiomX's discretion.

  Item 1.01: Revenue Bonus verify on EDGAR →