Oramed Divests Oral Drug Delivery Platform to Lifeward, Becomes Major Shareholder and Investor

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Oramed Pharmaceuticals is undergoing a significant strategic transformation by divesting its wholly-owned subsidiary, Oratech Pharma, Inc., which holds its proprietary POD™ oral drug delivery technology, to Lifeward Ltd. In exchange, Oramed will receive a substantial beneficial ownership interest in Lifeward, potentially up to 49.99% on a fully diluted basis, with an initial issuance of up to 45.0% of Lifeward's outstanding shares. Additionally, Oramed will receive warrants and a 4% revenue share from Lifeward's ReWalk Personal Exoskeleton products, capped at $40 million. Oramed is also making a significant financial commitment to Lifeward, investing $9 million in senior secured convertible notes with 100% warrant coverage, with a potential for an additional $9 million upon commercial milestones. This move diversifies Oramed's portfolio by gaining a major stake in a revenue-generating medical robotics company, while still managing the clinical development of its oral insulin capsule product. The transaction, occurring while Oramed's stock is trading near its 52-week high, suggests a strategic pivot from a position of strength, aiming to leverage Lifeward's commercial capabilities and expand Oramed's investment exposure.

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• Divestiture of Oratech Pharma, Inc.

  Oramed is transferring its wholly-owned subsidiary, Oratech Pharma, Inc., which holds the POD™ oral drug delivery technology, to Lifeward Ltd.

• Significant Equity Stake in Lifeward

  Oramed will receive Lifeward Ordinary Shares and Pre-Funded Warrants, representing up to 49.99% of Lifeward's fully diluted equity capitalization, with an initial issuance not exceeding 45.0% of outstanding shares.

• Substantial Investment in Lifeward

  Oramed is purchasing $9 million in senior secured convertible notes from Lifeward, with an option for an additional $9 million upon achieving commercial milestones, both with 100% warrant coverage.

• Revenue Sharing Agreement

  Oramed will receive 4% of Net Revenue from Lifeward's ReWalk Personal Exoskeleton products for up to 10 years, capped at a maximum of $40 million.

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Oramed Pharmaceuticals is undergoing a significant strategic transformation by divesting its wholly-owned subsidiary, Oratech Pharma, Inc., which holds its proprietary POD™ oral drug delivery technology, to Lifeward Ltd. In exchange, Oramed will receive a substantial beneficial ownership interest in Lifeward, potentially up to 49.99% on a fully diluted basis, with an initial issuance of up to 45.0% of Lifeward's outstanding shares. Additionally, Oramed will receive warrants and a 4% revenue share from Lifeward's ReWalk Personal Exoskeleton products, capped at $40 million. Oramed is also making a significant financial commitment to Lifeward, investing $9 million in senior secured convertible notes with 100% warrant coverage, with a potential for an additional $9 million upon commercial milestones. This move diversifies Oramed's portfolio by gaining a major stake in a revenue-generating medical robotics company, while still managing the clinical development of its oral insulin capsule product. The transaction, occurring while Oramed's stock is trading near its 52-week high, suggests a strategic pivot from a position of strength, aiming to leverage Lifeward's commercial capabilities and expand Oramed's investment exposure.