Silentium Ltd.

What the company does

Silentium Ltd. develops software-based Active Acoustics solutions designed to manage in-cabin sound in vehicles. The Company's technology reduces unwanted noise, enhances desired audio cues, and enables personalized, configurable acoustic experiences, supporting improved comfort, safety, and perceived quality in modern vehicles. The Company works directly with automotive original equipment manufacturers (Auto OEMs), Tier-1 suppliers, and semiconductor and digital signal processing partners. Silentium is a development-stage company whose commercialized products consist exclusively of road noise and engine noise cancellation solutions, with technology deployed in approximately 1.8 million vehicles across 26 models and five Auto OEMs as of September 30, 2026.

Use of proceeds

The Company expects to receive approximately $12.5 million in net proceeds from the sale of Ordinary Shares offered by it in this offering, based upon an assumed public offering price of $7.00 per Ordinary Share (the midpoint of the price range). The net proceeds are intended to be used (i) to acquire new OEM customers (approximately 22%); (ii) for R&D (approximately 17%); (iii) to expand business with existing OEM customers; (iv) to strengthen relationships with Tier-1 and semiconductor partners (approximately 12%); (v) to expand into adjacent markets (approximately 8%); and (vi) for working capital and general corporate purposes.

Underwriters

Extracted from F-1/A 0001104659-26-113834, filed Oct 6, 2026 and verified against that filing text.

Key risk factors

• Development-stage company with significant losses

  “We are a development-stage company and have a limited operating history on which to assess the prospects for our business, have incurred significant losses since the date of our inception, and anticipate that we will continue to incur significant losses until we are able to successfully commercialize our products.”

• Need for substantial additional capital

  “We expect that we will need to raise substantial additional capital before we can expect to become profitable from sales of our products.”

• Going concern doubt

  “Our financial statements contain an explanatory paragraph regarding substantial doubt about our ability to continue as a going concern.”

• Material weaknesses in internal controls

  “We have identified material weaknesses in our internal control over financial reporting and had to restate previously issued financial statements, and if we fail to remediate these weaknesses or maintain effective internal controls, our business and results of operations could be adversely affected.”

• Operating in evolving markets

  “We operate in evolving markets, which makes it difficult to evaluate our business and future prospects.”

• Rapid technological change

  “The markets in which we compete are characterized by rapid technological change.”

• Israeli operations and political instability

  “Our headquarters, research and development and other significant operations are located in Israel, and, therefore, our results may be adversely affected by political, economic and military instability in Israel.”

• Risks related to operations in Hong Kong and China

  “We principally conduct our business operations through Silentium Ltd. in Israel; however due to the long arm provisions under the current PRC laws and regulations, the Chinese government may exercise significant oversight and discretion over our subsidiaries in Hong Kong and mainland China and may intervene in or influence our subsidiaries' operations at any time, which could result in a material change in the operations of our Hong Kong and PRC subsidiaries.”