SCHEDULE: PRF Technologies Ltd. Shareholder Filing

Several entities associated with Yorkville Advisors have reported beneficial ownership of 9.99% of PRF Technologies Ltd. ordinary shares.

Summary

• This filing is a Schedule 13G, indicating that certain entities have acquired a significant stake in PRF Technologies Ltd.
• The reporting persons are YA II PN, Ltd., YA Global Investments II (U.S.), LP, Yorkville Advisors Global, LP, Yorkville Advisors Global II, LLC, YAII GP, LP, YAII GP II, LLC, Mark Angelo, and SC-Sigma Global Partners, LP.
• Collectively, these entities beneficially own 66,625 ordinary shares, representing 9.99% of the outstanding shares.
• This ownership level is based on 844,372 outstanding shares as of May 7, 2026, and an additional 66,625 shares that can be acquired under a Standby Equity Purchase Agreement (SEPA).
• The SEPA allows PRF Technologies Ltd. to sell up to $10 million of ordinary shares to YA II PN, Ltd., with YA II PN, Ltd. obligated to purchase them.
• The SEPA includes a provision that prohibits the issuance of shares if it would cause YA II PN, Ltd. and its affiliates to exceed 9.99% beneficial ownership.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral, as it primarily reports on an existing financial arrangement and ownership stake rather than announcing new operational performance or strategic shifts.

Positives

• The filing indicates a significant investment by entities associated with Yorkville Advisors, potentially signaling confidence in PRF Technologies Ltd.'s future prospects.
• The Standby Equity Purchase Agreement (SEPA) provides a potential funding mechanism for PRF Technologies Ltd., up to $10 million.

Negatives

• The acquisition of a 9.99% stake by a single group of related entities could be perceived as a concentration of ownership, potentially limiting free float.
• The reliance on a SEPA for potential future funding might suggest that the company is not yet generating sufficient operating cash flow or has limited access to traditional financing.

Risks

• The SEPA's restriction on issuing shares beyond 9.99% beneficial ownership for YA II PN, Ltd. and its affiliates could limit the company's ability to raise further capital through this agreement if needed.
• The concentration of ownership among affiliated entities could lead to potential conflicts of interest or influence over corporate decisions.

Future Outlook

The filing does not contain explicit forward-looking statements or guidance from PRF Technologies Ltd. However, the SEPA implies a potential future capital infusion of up to $10 million at the company's discretion, subject to ownership limits.

Industry Context

StockSavvy.ai notes that Schedule 13G filings typically indicate passive investment stakes. However, the involvement of entities like Yorkville Advisors, which often engage in structured equity financings, suggests a more active, albeit controlled, interest. The SEPA mechanism is a common tool for growth-stage companies seeking flexible capital, but it can also signal a need for funding beyond traditional equity markets.

Related Party Transactions

• The filing details a Standby Equity Purchase Agreement (SEPA) between PRF Technologies Ltd. and YA II PN, Ltd., which is a related party through common investment management and general partner structures.

Stakeholder Impact

• Shareholders: The SEPA provides a potential source of capital for the company, which could support growth initiatives. However, the potential for share dilution if the SEPA is exercised needs to be considered.
• Creditors: Access to capital through the SEPA could strengthen the company's financial position, potentially benefiting creditors.
• Management: The SEPA offers management flexibility in accessing funds, but the 9.99% ownership cap imposes a constraint on its utilization.

Next Steps

• PRF Technologies Ltd. may utilize the SEPA to raise capital up to $10 million, subject to ownership limitations.
• The reporting persons will continue to monitor their beneficial ownership levels in relation to the 9.99% threshold.

Key Dates

Keywords

Schedule 13G, PRF Technologies Ltd., YA II PN, Ltd., Yorkville Advisors, Beneficial Ownership, Standby Equity Purchase Agreement, SEPA, Ordinary Shares, SEC Filing, Cayman Islands, Delaware