UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

Form 6-K

 

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934

 

For the month of August 2025

 

Commission file number: 001-41482

 

Jeffs’Brands Ltd

(Translation of registrant’s name into English)

 

7 Mezada St.
Bnei Brak, Israel 5126112
(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annualreports under cover of Form 20-F or Form 40-F.

 

Form 20-F Form 40-F

 

 

 

 

 

 

CONTENTS

 

This Report of Foreign Issueron Form 6-K (“Form 6-K”) is being furnished by Jeffs’ Brands Ltd (the “Company”) to the Securities and ExchangeCommission for the purpose of furnishing the following exhibits, each of which were made available on SEDAR+ at www.sedarplus.ca, by FortTechnology Inc. (TSXV:FORT) (“Fort Technology”), the Company’s majority owned subsidiary, on August 28, 2025: (i) unauditedinterim financial statements of Fort Technology for the six months ended June 30, 2025, attached as Exhibit 99.1 hereto; (ii) Fort Technology’smanagement’s discussion and analysis for the six months ended June 30, 2025, attached as Exhibit 99.2 hereto; and (iii) unauditedcondensed interim financial statements of Fort Products Limited, a UK-based private company and a wholly owned subsidiary of Fort Technology,for the six months ended June 30, 2025, attached hereto as Exhibit 99.3.

 

This Form 6-K is incorporatedby reference into the Company’s Registration Statements on Form F-3 (File No. 333-277188,File No. 333-262835, FileNo. 333-283848, FileNo. 333-283904, FileNo. 333-285030 andFile No. 333-287341)and Registration Statements on Form S-8 (File No. 333-269119 andFile No. 333-280459),to be a part thereof from the date on which this Form 6-K is submitted, to the extent not superseded by documents or reports subsequentlyfiled or furnished.

 

1

 

 

EXHIBIT INDEX

 

Exhibit No.    
99.1   Unaudited Interim Financial Statements of Fort Technology Inc. for the six months ended June 30, 2025.
99.2   Management Discussion and Analysis of Fort Technology Inc. for the six months ended June 30, 2025.
99.3   Unaudited Condensed Interim Financial Statements of Fort Products Limited for the six months ended June 30, 2025.

 

2

 

 

SIGNATURES

 

Pursuant to the requirementsof the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereuntoduly authorized.

 

  Jeffs’ Brands Ltd
   
Date: August 29, 2025 By: /s/ Ronen Zalayet
    Ronen Zalayet
    Chief Financial Officer

 

 

3

 

 

Exhibit 99.1

 

 

 

 

 

Fort Technology Inc. (Formerly Impact AcquisitionsCorp.)

 

INTERIM FINANCIAL STATEMENTS

 

For the Six Months Ended June 30, 2025

 

(Unaudited)

 

(EXPRESSED IN CANADIAN DOLLARS)

 

 

 

 

 

 

  

NOTICE TO READER

  

Under National Instrument 51-102, Part 4, subsection4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicatingthat the condensed consolidated interim financial statements have not been reviewed by an auditor.

 

The accompanying unaudited condensed consolidatedinterim financial statements of the Company have been prepared by and are the responsibility of the Company’s management.

 

The Company’s independent auditors havenot audited, reviewed or otherwise attempted to verify the accuracy or completeness of these condensed consolidated interim financialstatements. Readers are cautioned that these statements may not be appropriate for their intended purposes.

 

August 28, 2025

  

 

 

Fort Technology Inc. (Formerly Impact AcquisitionsCorp.)

Interim Statements of Financial Position

(Expressed in Canadian Dollars)

  

As at  Note  June 30,
2025
   December 31,
2024
 
      (unaudited)     
Asset           
Current assets           
Cash     $822,530   $1,056,175 
Prepaid expenses and Interest receivable      70,219    3,901 
              
Total asset     $892,749   $1,060,076 
              
Liabilities and Shareholder’s Equity             
Liabilities             
Current liabilities             
Accounts payable and accrued liabilities  3  $34,250   $20,814 
       34,250    20,814 
              
Shareholder’s Equity             
Share capital  5  $1,279,730   $1,279,730 
Option Reserve      65,750    65,750 
Accumulated deficit      (486,981)   (306,218)
Total shareholder’s equity      858,499    1,039,262 
              
Total liabilities and shareholder’s equity     $892,749   $1,060,076 

 

Nature of operation and going concern (Note 1)

Subsequent events (Note 7)

 

These interim financial statements were approvedfor issue by the Board of Directors on August 28, 2025 and signed on its behalf by:

 

“Tamir Fayerman”   “Liat Sidi”
Director   Director

  

The accompanying notes are an integral partof these interim financial statements.

 

1

 

 

Fort Technology Inc. (Formerly Impact AcquisitionsCorp.)

Interim Statements of Loss and ComprehensiveLoss

(Expressed in Canadian Dollars)

(Unaudited)

  

      Three months ended
June 30
   Six months ended
June 30
 
For the  Notes  2025   2024   2025   2024 
                    
Expenses                   
                        
Professional fees  3  $91,468   $9,541   $169,106   $14,266 
Interest income      (7,510)   -    (14,679)   (268)
Filing and other fees      15,161    2,031    26,208    9,857 
Bank Charges      87    25    128    49 
Total expenses    99,206    11,597    180,763    23,904 
                        
Loss and Comprehensive loss     $99,206   $11,598   $180,763   $23,904 
Basic and diluted loss per common share    $(0.00)  $(0.00)  $(0.01)  $(0.00)
Weighted average number of common shares outstanding - basic and diluted     28,300,000    5,800,000    28,300,000    5,800,000 

 

The accompanying notes are an integral partof these interim financial statements.

 

2

 

 

Fort Technology Inc. (Formerly Impact AcquisitionsCorp.)

Interim Statement of Changes in Shareholder’sEquity

(Expressed in Canadian Dollars)

(Unaudited)

 

  

   Share Capital           Total
Shareholder’s
 
   Number of
Shares
   Amount-   Option
Reserve
   Deficit   Equity
(Deficiency)
 
Balance, December 31, 2023   5,800,000   $368,530   $65,750   $(248,502)  $185,778 
Net loss for the period   -    -    -    (23,904)   (23,904)
Balance, June 30, 2024   5,800,000    368,530    65,750    (272,406)   161,874 
Shares issued for cash   20,000,000    1,000,000    -    -    1,000,000 
Shares issued as finders fee   2,500,000    125,000    -    -    125,000 
Share issuance costs   -    (213,800)   -    -    (213,800)
Net loss for the period   -    -    -    (33,812)   (33,812)
Balance, December 31, 2024   28,300,000    1,279,730    65,750    (306,218)   1,039,262 
Net loss for the period   -    -    -    (180,763)   (180,763)
Balance, June 30 , 2025   5,800,000   $368,530   $65,750   $(486,981)  $858,499 

  

The accompanying notes are an integral partof these interim financial statements.

 

3

 

 

Fort Technology Inc. (Formerly Impact AcquisitionsCorp.)

Interim Statements of Cash Flows

(Expressed in Canadian Dollars)

(Unaudited)

 

   Six Months
ended
June 30,
2025
   Six Months
ended
June 30,
2024
 
Cash flows from operating activities        
Loss for the period  $(180,763)  $(23,904)
Prepaid expenses and Interest receivable   (66,318)   - 
Accounts payable and accrued liabilities   13,436    (6,214)
Net cash used by operating activities   (233,645)   (30,118)
           
Decrease in cash   (233,645)   (30,118)
           
Cash, beginning of the period   1,056,175    204,854 
Cash, ending of the period  $822,530   $174,736 

  

The accompanying notes are an integral partof these interim financial statements.

 

4

 

 

Fort Technology Inc. (Formerly Impact AcquisitionsCorp.)

Notes to the Interim Financial Statements

For the Six Months Ended June 30, 2025

(Expressed in Canadian Dollars)

(Unaudited)

  

NOTE 1 – NATURE OFOPERATIONS AND GOING CONCERN

 

Fort Technology Inc. (Formerly Impact AcquisitionsCorp.) (the “Company”) was incorporated on December 5, 2019 under the Business Corporations Act (British Columbia). The Companyis a Capital Pool Company (“CPC”) as defined in the TSX Venture Exchange (the “Exchange”) Policy 2.4. The principalbusiness of the Company is the identification and evaluation of assets or business with a view to potentially acquire them or an interesttherein by an option or any concomitant transaction. The purpose of such acquisition is to satisfy the related conditions of a qualifyingtransaction under the policies of the Exchange.

 

The common shares of the Company commenced tradingon March 11, 2022 under the trading symbol IMPC.P. The head office, principal address and registered office of the Company are locatedat Suite 501-3292 Production Way, Burnaby, Canada.

 

On January 2, 2025, the Company signed a Letterof Intent (“LOI”) with Jeffs Brands Ltd. (“Jeffs”). Subsequently on February 6, 2025, the Company signed a sharepurchase agreement in order to acquire 100% of the issued and outstanding common shares of Fort Products Limited a wholly owned subsidiaryof Jeffs Brands Ltd. The Company will acquire Fort Products Limited by purchasing all of the Jeffs Brands Ltd.’s interest in FortProducts Limited.

 

The Company agreed to the following payments onthe closing date of the Transaction:

 

Issuance of 100,000,000 common shares of the Company;

 

Grant of 66,000,000 purchaser contingent rights, which can be converted into common shares of the Companyon a one to one basis upon the satisfaction of the following milestones:

 

The Company will be listed on NYSE/NASDAQ or complete similar uplisting within 24 months from the closingof Transaction.

 

The Company will close equity or debt financings with the gross proceeds equal to or greater than US$8,000,000within 48 months from the closing of the Transaction.

 

The Company will reach annual revenue by December 31, 2028 over US$15,000,000.

 

As of the day of the approval of these financialstatements, the Transaction has been completed (See Note 7).

 

Going Concern

 

These financial statements have been preparedon the basis of accounting principles applicable to a going concern which assumes the Company will be able to continue in operation forthe foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations.

 

The proposed business of the Company, and thecompletion of a qualifying transaction, involves a high degree of risk. There is no assurance that the Company will identify an appropriatebusiness for acquisition or investment, and even if so identified and warranted, it may not be able to finance such an acquisition orinvestment within the requisite time period. Additional funds will be required to enable the Company to pursue such an initiative, andthe Company may be unable to obtain such financing on terms which are satisfactory to it. Furthermore, there is no assurance that thebusiness will be profitable.

 

These factors indicate the existence of a materialuncertainty that may cast significant doubt about the Company’s ability to continue as a going concern. Should the Company be unableto continue as a going concern, the net realizable value of its assets may be materially less than the amounts on its statement of financialposition. These financial statements do not reflect adjustments that would be necessary if the going concern assumption wasnot appropriate. If the going concern assumption was not appropriate for these financial statements, adjustments would be necessary tothe statement of financial position classifications used. Such adjustments could be material.

 

5

 

 

Fort Technology Inc. (Formerly Impact AcquisitionsCorp.)

Notes to the Interim Financial Statements

For the Six Months Ended June 30, 2025

(Expressed in Canadian Dollars)

(Unaudited)

  

NOTE 2 – STATEMENT OF COMPLIANCE AND SIGNIFICANT ACCOUNTINGPOLICIES

 

Statement of compliance

 

These interim financial statements have been preparedin accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting StandardsBoard (“IASB”) applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting.The interim financial statements should be read in conjunction with the financial statements for the years ended December 31, 2024 and2023, which have been prepared in accordance with IFRS as issued by IASB.

 

The Company uses the same accounting policiesand methods of computation as in the financial statements for the years ended December 31, 2024 and 2023.

 

The financial statements were authorized for issueby the Board of Directors on August 28, 2025.

 

Basis of presentation

 

These interim financial statements have been preparedon a historical cost basis, except for financial instruments classified as financial instruments at fair value through profit and loss,which are stated at their fair value. In addition, these interim financial statements have been prepared using the accrual basis of accounting,except for cash flow information. The presentation and functional currency of the Company is the Canadian dollar. The accounting policiesset out below have been applied consistently to the period presented in the financial statements for the years ended December 31, 2024and 2023.

 

NOTE 3 – ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

 

   June 30,
2025
   December 31,
2024
 
         
Accounts payable  $25,350   $637 
Accrued liabilities   8,900    20,177 
   $34,250   $20,814 

 

NOTE 4 – RELATED PARTIES

 

Key management consists of the Officers and Directorswho are responsible for planning, directing, and controlling the activities of the Company. All related party transactions are carriedout in the normal course of operation. As at June 30, 2025, $11,529 (December 31, 2024- $4,725) owing to related parties, accounted forin accounts payable and accrued liabilities.

 

During the period ended June 30, 2025, the Companyincurred

 

-$11,025 (June 30, 2024 - $9,450) in accounting fees to a company owned by an officer of the Company.

  

6

 

 

Fort Technology Inc. (Formerly Impact AcquisitionsCorp.)

Notes to the Interim Financial Statements

For the Six Months Ended June 30, 2025

(Expressed in Canadian Dollars)

(Unaudited)

  

NOTE 5 – SHARE CAPITAL AND RESERVE

 

Authorized share capital

 

Unlimited number of common shares without parvalue.

 

Issued share capital

 

The Company has 28,300,000 common shares issuedand outstanding as at June 30, 2025.

 

There were no share issuances during the periodended June 30, 2025.

 

On November 29, 2024, the Company completed aprivate placement of 20,000,000 common shares at the price of $0.05 per common share for gross proceeds of $1,000,000

 

A cash commission of $82,500 were paid to theeligible finders and 250,000 common shares were issued to these finders. These costs were classified as share issuance costs. The Companyrecorded $213,800 share issuance costs.

 

Stock Options

 

The Company has a stock option plan (the “Plan”) pursuantto which the Company’s board of directors may grant incentive stock options to the Company’s officers, directors, employeesand consultants. Under the Plan, the Company may grant options to purchase up to 10% of the issued and outstanding shares of the Company.Options granted may not exceed a term of 10 years, and the term will be reduced to 1 year following the death of the optionee. All optionsvest when granted unless otherwise specified by the Board of Directors.

 

No stock options were granted during the periodended June 30, 2025.

 

As at June 30, 2025, the Company has the followingstock options outstanding:

 

Outstanding and Exercisable, June 30, 2025  Number of
Stock
options
   Weighted
average
exercise price $
 
         
Agent options   300,000    0.10 
Options   580,000    0.10 
    880,000    0.10 

 

As at June 30, 2025, the weighted average remaininglife of the stock options is 1.69 years.

 

As at June 30, 2025, the weighted average fairvalue of the stock options outstanding are $0.10.

 

NOTE 6 – CAPITAL MANAGEMENT

 

The Company’s objectives when managing capitalare to safeguard the Company’s ability to continue as a going concern and to maintain a flexible capital structure which will allowit to pursue the completion of a Qualifying Transaction (“QT”) as defined in TSX-V Policy 2.4. Therefore, the Company monitorsthe level of risk incurred in its expenditures relative to its capital structure.

 

The Company considers its capital structure toinclude all components of shareholders’ equity. The Company monitors its capital structure and makes adjustments in light of changesin economic conditions and the risk characteristics of the potential underlying assets. To maintain or adjust the capital structure, theCompany may issue new equity if available on favorable terms and approved by the TSX-V.

 

7

 

 

Fort Technology Inc. (Formerly Impact AcquisitionsCorp.)

Notes to the Interim Financial Statements

For the Six Months Ended June 30, 2025

(Expressed in Canadian Dollars)

(Unaudited)

  

NOTE 6 – CAPITAL MANAGEMENT (Continued)

 

As a CPC, the Company will be subject to externallyimposed capital requirements as outlined in the TSX-V Policy 2.4 and summarized below:

 

i.No salary, consulting, management fees or similar remunerationof any kind may be paid directly or indirectly to a related party of the Company or a related party of a QT;

 

ii.Gross proceeds realized from the sale of all securities issuedby a CPC may only be used to identify and evaluate assets or businesses and obtain shareholder approval for a QT;

 

iii.No more than the lesser of $210,000 and 30% of the grossproceeds from the sale of securities issued by a CPC may be used for purposes other than to identify and evaluate a QT; and

 

iv.After the completion of its IPO and until the completionof a QT, a CPC may not issue any securities unless written acceptance of the TSX-V is obtained before the issuance of the securities.

 

There were no changes in the Company’s approachto capital management during the period ended June 30, 2025.

 

NOTE 7 – SUBSEQUENT EVENTS

 

1.On July 4, 2025, as a condition to the completion of thetransaction with Jeffs, the Company changed its name to Fort Technology Inc.

 

2.On July 7, 2025, the transaction with Jeffs has closed and the Company issued to Jeffs 100,000,000 common shares and granted 66,000,000contingent rights. The Company also issued 5,000,000 common shares to finders.

 

3.On July 10, 2025, the Company’s shares resumed trading on the TSX-V under the trading symbol “FORT”.

 

4.On August 11, 2025, the Company advanced a loan to EEH Ventures Limited (“EEH”), an arm’s length third party companyincorporated under the laws of England and Wales operating a business as a Real Estate Investment Company in the United Kingdom, pursuantto the terms of a loan agreement dated August 8, 2025 (the “Loan Agreement”).

 

Pursuant to the Loan Agreement, the Company provided EEHan initial loan of £2,000,000 (the “Initial Loan”). An additional amount of £1,000,000 will be made availableby the Company 12 months from the date of the Loan Agreement upon demand of EEH (the “Additional Loan”, and together withthe Initial Loan, the “Loans”). The Loans will accrue interest at a rate of 7.5% per annum, calculated on a simple interestbasis. EEH is required to repay the Loans, including all interest payable, within three years from the date of the Loan Agreement.

 

The Company will have the right, but not the obligation,to convert the outstanding principal amount and all interest accrued on the Loans into the share capital of EEH as follows: (a) the InitialLoan and all accrued but unpaid interest on the Initial Loan may be converted into shares of EEH representing 19.9% of the issued andoutstanding share capital of EEH on the date of conversion, on a fully diluted basis, and (b) the Additional Loan and all accrued butunpaid interest on the Additional Loan may be converted into shares of EEH representing 5.1% of the issued and outstanding share capitalof EEH on the date of conversion, on a fully diluted basis (the “Conversion”). The Conversion will be subject to the approvalof the TSX Venture Exchange.

 

8

 

 

Fort Technology Inc. (Formerly Impact AcquisitionsCorp.)

Notes to the Interim Financial Statements

For the Six Months Ended June 30, 2025

(Expressed in Canadian Dollars)

(Unaudited)

  

NOTE 7 – SUBSEQUENT EVENTS (Continued)

 

Pursuant to the Loan Agreement, Oxford Road Investments Limited(“Oxford”), an arm’s length third party company incorporated under the laws of England and Wales operating a businessas an owner of an office building in London, United Kingdom and a subsidiary of EEH, agreed to grant the Company a charge over all surplusproceeds remaining after the full repayment of all amounts due to a senior lender of Oxford. Oxford has entered into a guarantee letterin favor of the Company on August 15, 2025.

 

5.On August 21, 2025 the Company announced the closing of a non-brokered private placement of convertible debentures(the “Convertible Debentures”) for proceeds of $5,000,000 (the “Private Placement”). The Convertible Debentureswill mature on August 21, 2027 (the “Maturity Date”) and bear interest at 10% per annum, payable quarterly with the firstpayment being for the period from closing to September 30, 2025. At the option of the holder, the principal amount of the ConvertibleDebentures is convertible into units of the Company (“Units”) at any time until August 21, 2027 at a price equal to $0.185per Unit. Each Unit is comprised of one common shares of the Company (“Common Share”) and one common share purchase warrantof the Company (“Warrants”). Each Warrant will entitle the holder thereof to acquire one additional Common Share (“WarrantShare”) at an exercise price of $0.185 per Warrant Share until August 21, 2030.

 

The Company engaged two finders (the “Finders”)in connection with the Private Placement. In consideration for the services provided by the Finders, the Company paid to the Finders anaggregate of $213,600 and issued to the Finders 1,804,054 Common Shares at a price of $0.185 per Common Share.

 

6.On August 21, 2025, the Company’s shareholders approved the adoption of an equity incentive plan to replace the Company’s10% rolling stock option plan. The equity plan is a fixed plan whereby the aggregate number of common shared of the Company that may beissued upon the exercise or settlement of performance-based awards granted shall not exceed up to 20% of the Company’s issued commonshares as at the date of implementation, which maximum was fixed at 26,662,700 common shares.

 

7.On August 21, 2025, the Company’s shareholders approved a consolidation of all the issued and outstanding common shares in thecapital of the Company on the basis of up to 250 per consolidation shares for 1 post consolidation share.

 

8.Since June 30, 2025 - 128,430 Agent options were exercised to common shares for a total amount of $12,843.

 

 

9

 

 

Exhibit 99.2

 

FORT TECHNOLOGY INC. (FORMERLY IMPACT ACQUISITIONSCORP.)

MANAGEMENT’S DISCUSSION AND ANALYSISFOR THE SIX MONTH PERIOD ENDED

JUNE 30, 2025

 

 

 

The Management’s Discussion and Analysis(“MD&A”), prepared August 28, 2025, should be read in conjunction with the operating results and financial position andcash flows for the six month period ended June 30, 2025, and related notes (the “unaudited financial statements”) of Fort TechnologyInc. (Formerly Impact Acquisitions Corp.) (“Fort” or the “Company”), which were prepared in accordance with InternationalFinancial Reporting Standards (“IFRS”). All dollar amounts referred to in this MD&A are expressed in Canadian dollars,unless otherwise noted. Readers are cautioned that this MD&A contains certain forward-looking information. Please see the “ForwardLooking Statements” section below for a discussion of the use of such information in this MD&A.

 

FORWARD-LOOKING STATEMENTS

 

Certain statements contained in this documentconstitute “forward-looking statements”. When used in this document, the words “may”, “would”, “could”,“will”, “intend”, “plan”, “propose”, “anticipate”, “believe”,used by any of the Company’s management, are intended to identify forward-looking statements. Such statements reflect the Company’sforecasts, estimates and expectations, as they relate to the Company’s current views based on their experience and expertise withrespect to future events and are subject to certain risks, uncertainties and assumptions. Many factors could cause the Company’sactual results, performance or achievements to be materially different from any future results, performance or achievements that may beexpressed or implied by such forward-looking statements. Given these risks and uncertainties, readers are cautioned not to place unduereliance on such forward- looking statements. The Company does not intend, and does not assume any obligation, to update any such factorsor to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future results,events or developments unless required by law.

 

DESCRIPTION OF BUSINESS

 

Fort Technology Inc. is a company domiciled inCanada. The Company was incorporated on December 5, 2019 under the laws of the Province of British Columbia. The address of the Company’sregistered and head office is Suite 501-3292 Production Way, Burnaby. The Company is a Capital Pool Corporation (“CPC”) asdefined in Policy 2.4 of the TSX Venture Exchange (“Exchange”). This MD&A will be made available on SEDAR+ at www.sedarplus.ca

 

OVERALL PERMORANCE

 

The Company was incorporated on December 5, 2019.The Company does not have any operations and, until it completes a Qualifying Transaction, will not conduct any business other than theidentification and evaluation of businesses and assets for potential acquisition. As at June 30, 2025, the Company had accumulated deficitsof $486,981. The Company’s potential acquisition of a Qualifying Transaction and operating loss and working capital needs may requirethat it obtain additional capital to continue its operation. Such outside capital may include the sale of additional common shares. Therecan be no assurance that capital will be available as necessary to meet the Company’s needs or, if the capital is available, thatit will be on terms acceptable to the Company. The issuances of additional equity securities by the Company may result in a significantdilution in the equity interests of its current shareholders.

 

On January 2, 2025, the Company signed a Letter of Intent (“LOI”)with Jeffs Brands Ltd. (“Jeffs”). Subsequently on February 6, 2025, the Company signed a share purchase agreement in order toacquire 100% of the issued and outstanding common shares of Fort Products Limited a wholly owned subsidiary of Jeffs Brands Ltd. The Companywill acquire Fort Products Limited by purchasing all of the Jeffs Brands Ltd.’s interest in Fort Products Limited.

 

 

 

The Company agreed to the following payments on the closing date ofthe Transaction:

 

Issuance of 100,000,000 common shares of the Company;

 

Grant of 66,000,000 purchaser contingent rights, which can be converted into common shares of the Company on a one to one basis uponthe satisfaction of the following milestones:

 

The Company will be listed on NYSE/NASDAQ or complete similar uplisting within 24 months from the closing of Transaction.

 

The Company will close equity or debt financings with the gross proceeds equal to or greater than US$8,000,000 within 48 months fromthe closing of the Transaction.

 

The Company will reach annual revenue by December 31, 2028 over US$15,000,000.

 

In accordance with TSX-V policies, the Company’s common shareshave been halted from trading and will remain so until completion of the Qualifying Transaction or termination of the Share PurchaseAgreement.

 

As of the day of the approval of these financialstatements, the Transaction has been completed (See Subsequent events)

 

SELECTED FINANCIAL INFORMATION

 

The Company’s date of its fiscal year end is December 31.

 

The following selected financial data is derivedfrom the financial statements of the Company prepared within acceptable limits of materiality and are in accordance with IFRS. As at thedate of this MD&A, the Company was a CPC. Accordingly, the Company has not recorded any revenues, and depends upon share issuancesand its cash on hand to fund its administrative expenses. The Company’s expenditures mainly include costs to maintain its public companystatus in good standing and expenses to identify and evaluate acquisitions of companies, businesses, assets or properties

 

Item  Six month
period Ended
June 30,
2025
(CAD$)
   Year Ended
December 31,
2024
(CAD$)
   Year Ended
December 31,
2023
(CAD$)
 
Total Assets   892,749    1,060,076    204,854 
Total Liabilities   34,250    20,814    19,076 
Working Capital   858,499    1,039,262    185,778 
Net Income (Loss)   (180,763)   (57,716)   (48,098)
Shareholders’ Equity   858,499    1,039,262    185,778 
Number of Common Shares Outstanding at period end   28,300,000    28,300,000    5,800,000 

 

SHARE CAPITAL

 

Authorized

 

The Company is authorized to issue an unlimited number of common shareswithout par value.

 

Issued

 

During the year ended December 31, 2021, the Company issued 2,800,000common shares at a price of $0.05 per share for gross proceeds of $140,000, of which 2,100,000 common shares were issued to the directorsof the Company.

 

On March 9, 2022, the Company announced the completion of its initialpublic offering (the “IPO”) of 3,000,000 common shares at the price of $0.10 per common share for gross proceeds of $300,000.The common shares of the Company commenced trading on the TSX Venture exchange on March 11, 2022 under the trading symbol IMPC.P

 

2

 

 

PI Financial Corp. (the “Agent”) was retained to act asexclusive agent with respect to the IPO. The Agent received commissions of $30,000 as well as non-transferrable share purchase warrantsto acquire 300,000 common shares at an exercise price of $0.10 per common share. The Agent’s warrants expire on March 11, 2027.

 

On March 9, 2022, the Company has also granted incentive stock optionsto acquire 580,000 common shares at an exercise price of $0.10 per option to the directors and officers of the company. The options expireon March 9, 2027.

 

On November 29, 2024, the Company completed aprivate placement of 20,000,000 common shares at the price of $0.05 per common share for gross proceeds of $1,000,000.

 

A cash commission of $82,500 were paid to the eligible findersand 250,000 common shares were issued to these finders. These costs were classified as share issuance costs. The Company recorded$213,800 share issuance costs.

 

The Company had 28,300,000 shares issued and outstandingas at June 30, 2025.

 

RESULTS OF OPERATIONS

 

Six month period ended June 30, 2025

 

During the six month period ended June 30, 2025, the Company recordeda net loss of $180,763. The loss is mainly due to legal fees of $119,339, third party valuator fees of $17,325, accounting fees of $32,442and filing and other fess of $26,208, partially offset by interest income of $14,679.

 

During the six month period ended June 30, 2024, the Company recordeda net loss of $23,904. The loss is mainly due to accounting fees of $12,392 and filing and other fess of $9,857.

 

LIQUIDITY AND CAPITAL RESOURCES

 

The Company’s cash and cash equivalents on June 30, 2025 was $822,530compared to $1,056,175 on December 31, 2024. Working capital decreased to $858,499 as of June 30, 2025 compared to a $1,039,262 as ofDecember 31, 2024.

 

Cash used in operating activities for the six month period ended June31, 2025, was $233,645 (June 30, 2024 - $30,118), which was attributed to the loss during the period of $180,763 (June 30, 2024 –$23,904) and in changes in working capital items which were an increase in accounts payable and accrued liabilities of $13,436 (June 30,2024 – decrease of $6,214) and an increase in prepaid expenses and interest receivable of $66,318 (June 30, 2024 – $Nil).

 

The Company’s ability to continue on a going concern basis dependson its ability to successfully raise additional financing. Although the Company has been successful in the past in obtaining financing,there can be no assurance that it will be able to obtain adequate financing in the future or that the terms of such financing may be favorable.

 

As of June 30, 2025, the Company had no materialcash contractual obligations.

 

RELATED PARTY TRANSACTIONS

 

As at June 30, 2025, $11,529 (December 31, 2024 - $4,725) owing torelated parties, accounted for in accounts payable and accrued liabilities.

 

During the period ended June 30, 2025, the Company incurred

 

-$11,025 (June 30, 2024 - $9,450) in accounting fees to a company owned by an officer of the Company.

 

OFF-BALANCE SHEET ARRANGEMENTS

 

The Company has no material undisclosed off-balance sheet arrangementsthat have or are reasonably likely to have, a current or future effect on our results of operations or financial condition.

 

3

 

 

LEGAL PROCEEDINGS

 

The Company has not been a party to any legal proceedings since inception.

 

COMMITMENTS

 

The Company has no long-term commitments.

 

SUBSEQUENT EVENTS

 

1.On July 4, 2025, as a condition to the completion of the transaction with Jeffs, the Company changed its name to Fort Technology Inc.

 

2.On July 7, 2025, the transaction with Jeffs has closed and the Company issued to Jeffs 100,000,000 common shares and granted 66,000,000contingent rights. The Company also issued 5,000,000 common shares to finders.

 

3.On July 10, 2025, the Company’s shares resumed trading on the TSX-V under the trading symbol “FORT”.

 

4.On August 11, 2025, the Company advanced a loan to EEH Ventures Limited (“EEH”), an arm’s length third party companyincorporated under the laws of England and Wales operating a business as a Real Estate Investment Company in the United Kingdom, pursuantto the terms of a loan agreement dated August 8, 2025 (the “Loan Agreement”).

 

Pursuant to the Loan Agreement, the Company provided EEHan initial loan of £2,000,000 (the “Initial Loan”). An additional amount of £1,000,000 will be made availableby the Company 12 months from the date of the Loan Agreement upon demand of EEH (the “Additional Loan”, and together withthe Initial Loan, the “Loans”). The Loans will accrue interest at a rate of 7.5% per annum, calculated on a simple interestbasis. EEH is required to repay the Loans, including all interest payable, within three years from the date of the Loan Agreement.

 

The Company will have the right, but not the obligation,to convert the outstanding principal amount and all interest accrued on the Loans into the share capital of EEH as follows: (a) the InitialLoan and all accrued but unpaid interest on the Initial Loan may be converted into shares of EEH representing 19.9% of the issued andoutstanding share capital of EEH on the date of conversion, on a fully diluted basis, and (b) the Additional Loan and all accrued butunpaid interest on the Additional Loan may be converted into shares of EEH representing 5.1% of the issued and outstanding share capitalof EEH on the date of conversion, on a fully diluted basis (the “Conversion”). The Conversion will be subject to the approvalof the TSX Venture Exchange.

 

Pursuant to the Loan Agreement, Oxford Road Investments Limited(“Oxford”), an arm’s length third party company incorporated under the laws of England and Wales operating a businessas an owner of an office building in London, United Kingdom and a subsidiary of EEH, agreed to grant the Company a charge over all surplusproceeds remaining after the full repayment of all amounts due to a senior lender of Oxford. Oxford has entered into a guarantee letterin favor of the Company on August 15, 2025.

 

5.On August 21, 2025 the Company announced the closing of a non-brokered private placement of convertible debentures (the “ConvertibleDebentures”) for proceeds of $5,000,000 (the “Private Placement”). The Convertible Debentures will mature on August21, 2027 (the “Maturity Date”) and bear interest at 10% per annum, payable quarterly with the first payment being for theperiod from closing to September 30, 2025. At the option of the holder, the principal amount of the Convertible Debentures is convertibleinto units of the Company (“Units”) at any time until August 21, 2027 at a price equal to $0.185 per Unit. Each Unit is comprisedof one common shares of the Company (“Common Share”) and one common share purchase warrant of the Company (“Warrants”).Each Warrant will entitle the holder thereof to acquire one additional Common Share (“Warrant Share”) at an exercise priceof $0.185 per Warrant Share until August 21, 2030.

 

The Company engaged two finders (the “Finders”)in connection with the Private Placement. In consideration for the services provided by the Finders, the Company paid to the Finders anaggregate of $213,600 and issued to the Finders 1,804,054 Common Shares at a price of $0.185 per Common Share.

 

4

 

 

6.On August 21, 2025, the Company’s shareholders approved the adoption of an equity incentive plan to replace the Company’s10% rolling stock option plan. The equity plan is a fixed plan whereby the aggregate number of common shared of the Company that may beissued upon the exercise or settlement of performance-based awards granted shall not exceed up to 20% of the Company’s issued commonshares as at the date of implementation, which maximum was fixed at 26,662,700 common shares.

 

7.On August 21, 2025, the Company’s shareholders approved a consolidation of all the issued and outstanding common shares in thecapital of the Company on the basis of up to 250 per consolidation shares for 1 post consolidation share.

 

8.Since June 30, 2025 - 128,430 Agent options were exercised to common shares for a total amount of $12,843.

 

RISKS AND UNCERTAINTIES

 

The Company has a limited history of existence. There can be no assurancethat a Qualifying Transaction will be completed. Equity or debt financing may be required to complete a Qualifying Transaction. Therecan be no assurance that the Company will be able to obtain adequate financing to continue. The securities of the Company should be considereda highly speculative investment. The following risk factors should be given special consideration when evaluating an investment in anyof the Company’s securities:

 

a)until completion of a Qualifying Transaction, the Companyis not permitted to carry on any business other than the identification and evaluation of potential Qualifying Transactions;

 

b)the Company has had no business activity and has not acquiredany material assets since its incorporation other than cash;

 

c)the Company does not have a history of earnings, nor haspaid any dividends and will not generate or pay dividends until at least after the completion of the Qualifying Transaction;

 

d)the Company has only limited funds with which to identifyand evaluate potential Qualifying Transactions and there can be no assurance that the Company will be able to identify a suitable QualifyingTransaction;

 

e)even if a proposed Qualifying Transaction is identified,there can be no assurance that the Company will be able8 to successfully complete the transaction;

 

f)the Qualifying Transaction may be financed in all or in partby the issuance of additional securities by the Company and this may result in further dilution to the investor, which dilution may besignificant and which may also result in a change of control of the Company;

 

g)there can be no assurance that an active and liquid marketfor the Common Shares will develop and an investor may find it difficult to resell its Common Shares;

 

h)the Company competes with many Capital Pool Companies thatare seeking suitable Qualifying Transactions. In addition, other Capital Pool Companies may have substantially greater financial andtechnical resources than the Company.

 

MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL INFORMATION

 

The Company’s financial statements and the other financial informationincluded in this MD&A are the responsibility of the Company’s management and have been examined and approved by the Board ofDirectors. The financial statements were prepared by management in accordance with generally accepted Canadian accounting principles andinclude certain amounts based on management’s best estimates using careful judgment. The selection of accounting principles andmethods is management’s responsibility. Management recognizes its responsibility for conducting the Company’s affairs in amanner to comply with the requirements of applicable laws and established financial standards and principles, and for maintaining properstandards of conduct in its activities. The Board of Directors supervises the financial statements and other financial information throughits audit committee, which is comprised of a majority of non-management directors. This audit committee’s role is to examine thefinancial statements and recommend that the Board of Directors approve them, to examine the internal control and information protectionsystems and all other matters relating to the Company’s accounting and finances. In order to do so, the audit committee meets annuallywith the external auditors, with or without the Company’s management, to review their respective audit plans and discuss the resultsof their examination. This committee is responsible for recommending the appointment of the external auditors or the renewal of theirengagement.

 

 

5

 

Exhibit 99.3

 

 

 

 

 

 

 

 

 

FORT PRODUCTS LIMITED

 

 

 

CONDENSED INTERIM FINANCIAL STATEMENTS

AS OF JUNE 30, 2025

 

 

 

 

 

 

 

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FORT PRODUCTS LIMITED

 

CONDENSED INTERIM FINANCIAL STATEMENTS

 

AS OF JUNE 30, 2025

(unaudited)

 

 

 

 

 

 

TABLE OF CONTENTS

 

  Page
Condensed Interim Statements of Financial Position 1
Condensed Interim Statements of Profit and Loss 2
Condensed Interim Statements of Changes in Shareholder’sEquity 3
Condensed Interim Statements of Cash Flows 4
Notes to the Condensed Interim Financial Statements 5-8

 

i

 

 

FORT PRODUCTS LIMITED

CONDENSED INTERIM STATEMENTS OF FINANCIAL POSITION

(unaudited)

 

      June 30,   December 31, 
      2025   2024 
      U.S. dollars in thousands 
Assets           
CURRENT ASSETS:           
Cash and cash equivalents      490    546 
Trade receivables      123    116 
Other receivables      482    51 
Inventory  3   3,254    3,119 
       4,349    3,832 
NON-CURRENT ASSETS:             
Right of use assets      217    250 
Property and equipment, net      127    135 
       344    385 
TOTAL ASSETS      4,693    4,217 
              
Liabilities and equity             
CURRENT LIABILITIES:             
              
Trade payables      758    505 
Lease liability      54    48 
Other payables      213    253 
Related parties payable  6   2,136    1,775 
       3,161    2,581 
NON-CURRENT LIABILITIES:             
Lease liability      190    199 
Deferred taxes      34    33 
       224    232 
TOTAL LIABILITIES      3,385    2,813 
              
SHAREHOLDER’S EQUITY:             
              
Ordinary shares and additional paid in capital       (*)-     (*)- 
Retained earnings      1,308    1,404 
TOTAL EQUITY      1,308    1,404 
TOTAL LIABILITIES AND EQUITY      4,693    4,217 

 

(*)Amount less than $ 1 thousand

 

These interim financial statements were approvedfor issue by the Board of Directors on August 28, 2025 and signed on its behalf by:

 

Aditya Chathli   Ronen Zalayet
Director   Director

 

The accompanying notes are an integral part ofthe condensed interim financial statements.

 

1

 

 

FORT PRODUCTS LIMITED

CONDENSED INTERIM STATEMENTS OF PROFIT OR LOSS

(unaudited)

 

   Six months ended
June 30,
   Three months ended
June 30,
 
   2025   2024   2025   2024 
   U.S. dollars in thousands 
Revenues   4,923    4,459    2,624    2,546 
Cost of sales   4,368    3,714    2,507    2,091 
                     
Gross profit   555    745    117    455 
                     
Operating expenses:                    
                     
Sales and marketing   371    283    214    181 
General and administrative   245    97    120    40 
Other expenses   -    77    (45)   55 
                     
Operating profit (loss)   (61)   288    (172)   179 
                     
Financial income   -    6    -    5 
Financial expenses   34    24    22    11 
Financial expenses (income), net   34    18    22    6 
                     
Profit (loss) before taxes   (95)   270    (194)   173 
                     
Tax expenses   1    89    (26)   66 
                     
Net profit (loss) and total comprehensive income (loss)   (96)   181    (168)   107 
                     
Profit (loss) per ordinary share (basic and diluted)   (0.96)   1.81    (1.68)   1.07 
                     
Weighted average number of ordinary shares outstanding   100    100    100    100 

 

The accompanying notes are an integral partof the condensed interim financial statements.

 

2

 

 

FORT PRODUCTS LIMITED

CONDENSED INTERIMSTATEMENTS OF CHANGES IN SHAREHOLDER’S EQUITY

(unaudited)

 

    Ordinary
Shares and
additional
paid in
capital
    Retained
earnings
    Total  
    U.S. dollars in thousands  
                   
Balance as of December 31, 2024      (* )     1,404       1,404  
                         
Net profit (loss) and total comprehensive income (loss)     -       (96 )     (96 )
                         
Balance as of June 30, 2025     (* )     1,308       1,308  
                         
Balance as of December 31, 2023      (* )     1,044       1,044  
                         
Net profit (loss) and total comprehensive income (loss)     -       181       181  
                         
Balance as of June 30, 2024     (* )     1,225       1,225  

 

(*)Amount less than $ 1 thousand

 

The accompanying notes are an integral partof the condensed interim financial statements.

 

3

 

 

FORT PRODUCTS LIMITED

CONDENSED INTERIM STATEMENTS OF CASH FLOWS

(unaudited)

 

    Six months ended
June 30,
 
    2025     2024  
    U.S. dollars in thousands  
CASH FLOWS FROM (USED IN (OPERATING ACTIVITIES:            
Net profit (loss)     (96 )     181  
Adjustments required to reflect net cash from (used in) operating activities (see appendix A):     57       (218 )
Net cash from (used in) operating activities     (39 )     (37 )
                 
CASH FLOWS USED IN INVESTING ACTIVITIES:                
Purchase of property and equipment     (6 )     -  
Net cash used in investing activities     (6 )     -  
                 
CASH FLOWS USED IN FINANCING ACTIVITIES:                
Lease payments     (33 )     (19 )
Net cash used in financing activities     (33 )     (19 )
                 
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS     (78 )     (56 )
                 
EXCHANGE DIFFERENCES ON CASH AND CASH EQUIVALENTS     22       -  
CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD     546       210  
CASH AND CASH EQUIVALENTS AT END OF THE PERIOD     490       154  
                 
APPENDIX A:                
Adjustments required to reflect net cash from (used in) operating activities:                
Revenues and expenses that do not involve cash flows:                
Exchange differences on cash and cash equivalents     (22 )     -  
Changes in deferred taxes, net     1       -  
Depreciation and amortization     48       9  
Lease financing expenses     29       1  
      56       10  
Changes in working capital:                
Decrease (increase) in trade receivables     (7 )     (105 )
Decrease (increase) in other receivables     (431 )     283  
Increase in related parties payable     361       1,565  
Increase in inventory     (135 )     (2,103 )
(Increase) decrease in accounts payable and other payables     213       132  
      1       (228 )
      57       (218 )
                 
Supplemental disclosure of cash flow information:                
Interest paid     4       3  

 

The accompanying notes are an integral partof the condensed interim financial statements.

 

4

 

 

FORT PRODUCTS LIMITED

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(unaudited)

 

NOTE 1 - GENERAL

 

FortProducts Limited (The “Company” or “Fort Products”), a private company incorporated under the laws of Englandand Wales, was established on November 25, 2005. The Company is engagedin the sale of pest control products primarily through Amazon.uk under fullyowned trademarks: Roshield, Entopest, Rempro and Birdgo.

 

On March 9, 2023, the Company was acquired byJeffs’ Brands Ltd. (“Jeffs’ Brands”), a public company traded on the NASDAQ Stock Exchange from the Company’sformer owners.

 

On February 16, 2025, Jeffs’ Brands signed a SharePurchase Agreement (“SPA”) for the merge of the Company with Impact Acquisitions Corp., a capital pool company listed on theTSX Venture Exchange (“Impact”). Under the SPA, Impact acquired 100% of the Company’s shares and Jeffs’ Brands receivedbetween 75.02% and 83.29% ownership of Impact share capital, contingent upon meeting predetermined milestones.

 

On July 7, 2025, Jeffs’ Brands closed the SPA,(the “Fort Purchase Agreement”) and Impact changed its name to Fort Technology Inc (“Fort Technology”). Pursuant tothe SPA, Jeffs’ Brands sold to Fort Technology all of the issued and outstanding shares of the Company, in consideration for 100 millioncommon shares of Fort Technology and up to an additional 66 million common shares of Fort Technology, contingent upon the achievementof certain pre-determined milestones, each at a deemed price per share of CAD 0.171246, representing a post-closing equity interest inImpact of 75.02% (or up to 83.29% in the event of the full achievement of the milestones). The Fort Merger is based on a total value ofFort Technology of approximately CAD 4.8 million (approximately $3.3 million), considering its cash position of at least CAD 700 thousand(approximately $486 thousand), after transaction costs, and a total valuation ascribed to Fort Products of approximately CAD 17.1 million(approximately $11.9 million).

 

On July 10, 2025, Fort Technology’s sharesresumed trading on the TSX Venture.

 

NOTE 2 - MATERIALACCOUNTING POLICY INFORMATION

 

Unaudited Condensed Interim Financial Information

 

The Company’s unaudited condensed interimfinancial statements have been prepared in accordance with IAS 34, “Interim Financial Reporting”. The material accountingpolicies adopted in the preparation of the condensed interim financial statements are consistent with those followed in the preparationof the 2024 annual financial statements. Accordingly, these condensed Interim financial statements should be read in conjunction withthe 2024 annual financial statements.

 

The condensed interim financial statements havebeen prepared on the same basis as the audited financial statements. In the opinion of the Company’s management, the accompanyingcondensed interim financial statements contain all adjustments that are necessary to present fairly the Company’s financial positionand results of operations for the interim periods presented. The results for the six-month period ended June 30, 2025, are not necessarilyindicative of the results for the year ending December 31, 2025, or for any future period.

 

NOTE3 - INVENTORY

 

   June 30,   December 31, 
   2025   2024 
   U.S. dollars in thousands 
         
Goods in transit   351    389 
Finished goods   2,903    2,730 
    3,254    3,119 

 

5

 

 

FORT PRODUCTS LIMITED

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(unaudited)

 

NOTE 4 - FINANCIAL INSTRUMENTS

 

A.Assets and liabilities measured at amortized cost were presentedon the Company’s statement of financial position as of June 30, 2025 and December 31, 2024 as follows:

 

   June 30,   December 31, 
   2025   2024 
Amortized Cost  U.S. dollars in thousands 
         
Assets:        
Cash and cash equivalents   490    546 
Trade receivables   123    116 
    613    662 
           
Liabilities:          
Trade payable   758    505 
Other payable   190    253 
Lease liability   244    247 
Related parties   2,136    1,775 
    3,328    2,780 

 

B.Liquidity risk management

 

Ultimateresponsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk managementframework for management of the Company’s short, medium and long-term funding and liquidity management requirements. The Companymanages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual cash flows, and by matching thematurity profiles of financial assets and liabilities.

 

Thefollowing tables detail the Company’s remaining contractual maturity for its non-derivative financial liabilities with agreed repaymentperiods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on whichthe Company can be required to pay. The table includes both interest and principal cash flows.

 

   0-1 year   2-5 year 
   U.S. dollars in thousands 
As of June 30, 2025        
         
Trade payables   758    - 
Lease liability   54    190 
Other payables   190    - 
Related parties   2,136    - 
    3,138    190 

 

   0-1 year   2-5 year 
   U.S. dollars in thousands 
As of December 31, 2024        
         
Trade payables   505    - 
Lease liability   48    199 
Other payables   253    - 
Related parties   1,775    - 
    2,581    199 

 

6

 

 

FORT PRODUCTS LIMITED

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(unaudited)

 

NOTE 4 - FINANCIAL INSTRUMENTS (continued):

 

C.Foreign currency risk management

 

TheCompany undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. The carryingamounts of the Company foreign currency denominated monetary assets and liabilities at the reporting date are as follows:

 

   June 30,
2025
   December 31,
2024
 
Assets        
         
Euro   13    14 
GBP   1,058    530 

 

   June 30,
2025
   December 31,
2024
 
Liability        
           
GBP   868    489 

 

Foreign currency sensitivity analysis

 

TheCompany is mainly exposed to the currency Euro and the currency of GBP.

 

Thefollowing table details the Company sensitivity to a 10 per cent increase and decrease in currency units against the relevant foreigncurrencies. 10 per cent is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and representsmanagement’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstandingforeign currency denominated monetary items and adjusts their translation at the year-end for a 10 per cent change in foreign currencyrates.

 

   Euro   GBP 
   June 30,
2025
   December 31,
2024
   June 30,
2025
   December 31,
2024
 
   U.S. dollars in thousands 
Profit or loss   1.34    1.4    18.93    45.3 
Equity   (1.34)   (1.4)   (18.93)   (45.3)

 

NOTE 5 - SEGMENTS

 

As of June 30, 2025, and 2024, the Company had oneoperating segment, sale of pest control products. Revenues are attributed to geographic areas based on location of the end customers asfollows:

 

   Six months ended
June 30,
   Three months ended
June 30,
 
   2025   2024   2025   2024 
   U.S. dollars in thousands 
United Kingdom   4,412    4,449    2,341    2,565 
Europe   511    10    283    (19)
                     
Total revenues   4,923    4,459    2,624    2,546 

 

7

 

 

FORT PRODUCTS LIMITED

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(unaudited)

 

NOTE 6 - RELATED PARTIES

 

Transactions and balances with related parties

 

   Six months ended
June 30,
   Three months ended
June 30,
 
   2025   2024   2025   2024 
   U.S. dollars in thousands 
General and administrative expenses:                
Directors’ fees (a1)   12    12    6    6 
                     
Other expenses:                    
Management fees (a2)   -    77    (45)   55 

 

Balances with related parties

 

   June 30,   December 31, 
   2025   2024 
   U.S. dollars in thousands 
Accounts payable(a1)   -    198 
Related parties payable (a2)   2,136    1,775 

 

(a1)The monthly fee of £1,600(approximately $2,000) commenced on October 1, 2023.

 

(a2)On March 30, 2023, the Company entered into a service agreementwith Jeffs’ Brands. (the “Jeffs’ Brands Service Agreement”), pursuant to which Jeffs’ Brands will providedifferent services to the Company. The Jeffs’ Brands Service Agreement is for a period of 12 months starting March 2023 and renewedfor additional successive 12 months period. On June 10, 2025, the Jeffs’ Brands Service Agreement was amended to extend the termof the agreement to March 9, 2026, and will automatically renew for additional successive 12-month periods unless terminated by mutualagreement or 60 days’ notice. Fees are determined by a transfer pricing study, which is calculated based on a percentage of operatingprofit, complaint with applicable laws.

 

NOTE 7 - SUBSEQUENT EVENTS

 

a.Refer to Note 1 for the Fort Purchase Agreement.

 

b.Refer to Note 6 (a2) for the extension to the Jeffs’ Brands Service Agreement.

 

c.On August 19, 2025 Fort Technology transferred $600 thousands to the Company.

 

 

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