Monitor the tender results on Sep 15, 2026 for the final unit price and allocation. The Series D Bonds add NIS 80M in unsecured debt with a 7.5% coupon; the warrants introduce potential 11.1% dilution if exercised. Watch for any subsequent use of the $200M shelf registration (2026 Form S-3) which could further dilute or add leverage.
Price Chart
Executive Summary
Strawberry Fields REIT is issuing up to NIS 80 million par value of Series D Bonds (7.5% fixed annual interest, maturing 2031) together with up to 1,600,000 Series 2 Warrants (exercise price NIS 46, expiring Dec 30, 2027) in a public tender in Israel. The offering is not underwritten, has no minimum raise amount, and net proceeds of approximately NIS 77.3 million will be used for ongoing operations, debt repayment, and asset acquisitions. The bonds are rated ilA+ by S&P Maalot and are secured by a subsidiary guarantee and an interest cushion mechanism.
Key Financial Metrics
Key Facts
- Up to NIS 80,000,000 par value of Series D Bonds, 7.5% fixed annual interest, unlinked, repayable in four unequal installments through Dec 31, 2031.
- Up to 1,600,000 Series 2 Warrants, each exercisable into one common share at NIS 46 (linked to USD exchange rate), expiring Dec 30, 2027.
- Offered in 80,000 units at a minimum unit price of NIS 997, each unit consisting of NIS 1,000 par value Bonds and 20 Warrants.
- Net proceeds to the Company are approximately NIS 77,296 thousand (approx. $25.6 million at NIS 3.023/$).
- The Bonds are rated ilA+ by S&P Maalot (as of Aug 26, 2026).
- The offering is not underwritten and has no minimum raise amount.
- Proceeds will be used for ongoing operations, repayment of existing debts, and acquisition of assets.
- The Bonds are unsecured but benefit from a subsidiary guarantee (Strawberry Fields REIT Ltd.) and an interest cushion account.
- Financial covenants include minimum equity of USD 22 million, debt/EBITDA ≤ 10x, and EBITDA/financing expenses ≥ 1.25x.
- The Company has 14,364,225 shares outstanding; full exercise of Series 2 Warrants would add ~1.6M shares (11.1% dilution).
Financial Impact
Gross proceeds of approximately NIS 79.76 million (~$26.4M); net proceeds of approximately NIS 77.3 million (~$25.6M). Future proceeds from full warrant exercise could add ~NIS 73.6 million (~$24.4M).
Risk Factors
- The Bonds are unsecured and structurally subordinated to ~$412.6M of secured debt and $810.2M of subsidiary debt.
- Potential dilution of 11.1% from full warrant exercise, plus additional dilution from existing 2.58M Series 1 Warrants and ATM program (up to 13.6M shares).
- The Company has substantial leverage with $162.6M unsecured credit facility, $250M secured mortgage debt, and $359.5M other secured loans.
- Cross-default provisions in debt instruments could accelerate repayment if financial covenants are breached.
- The offering is limited to Israeli residents and not registered in the U.S., limiting secondary market liquidity for U.S. holders.
Investment Themes
Documents Analyzed
This report is based on 2 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001493152-26-043261 |
| Exhibit: ex10-1.htm | 0001493152-26-043261 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Sep 18, 2026 5w ago | 424B5 | $13.73 | awaiting T+60 | — | $12.67 (−7.72%) |
Sep 18, 2026 5w ago | 8-K | $13.73 | awaiting T+60 | — | $12.67 (−7.72%) |
Sep 15, 2026 5w ago | Press Release | $13.93 | awaiting T+60 | — | $12.67 (−9.05%) |
Aug 6, 2026 11w ago | Press Release | $14.17 | awaiting T+60 | — | $12.67 (−10.59%) |
Jul 20, 2026 14w ago | Press Release | $13.85 $13.04 | ▼ −5.85% | ▼ −10.69% | $12.67 (−8.52%) |
Jun 22, 2026 18w ago | 8-K | $13.50 $13.93 | ▲ +3.19% | ▲ +1.44% | $12.67 (−6.15%) |
May 20, 2026 22w ago | 424B5 | $13.27 $13.60 | ▼ −2.49% | ▲ +1.81% | $12.67 (+4.52%) |
May 20, 2026 22w ago | 8-K | $13.27 $13.60 | ▲ +2.49% | ▼ −1.81% | $12.67 (−4.52%) |
May 8, 2026 24w ago | 8-K | $12.82 $14.19 | ▲ +10.69% | ▲ +5.85% | $12.67 (−1.17%) |
May 8, 2026 24w ago | Press Release | $12.82 $14.19 | ▲ +10.69% | ▲ +5.85% | $12.67 (−1.17%) |
US Market Status
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