Oramed and Lifeward Sign Binding Strategic Transaction Agreement

Oramed (ORMP) and Lifeward (LFWD) signed binding agreements for a strategic transaction between Oramed, Lifeward and a certain accredited investor. The transaction includes the transfer to Lifeward of Oramed's proprietary Protein Oral Drug POD delivery technology and Oramed obtaining 49.9% beneficial ownership interest in Lifeward upon the satisfaction of certain terms and conditions. In addition, Lifeward to issue $10M in senior secured convertible notes in a private placement, of which Oramed to invest $9M, and an additional milestone-based $10M senior secured convertible note, of which Oramed will invest $9M, each with 100% warrant coverage. The transaction allows Oramed to significantly increase its ownership stake in Lifeward upon full conversion of the notes and exercises of the warrants. Upon consummation of the transaction, Lifeward will acquire Oramed's complete POD technology. Under a clinical trial management agreement, Oramed is expected to manage the upcoming anticipated trial. Oramed will receive 4% on net sales of the ReWalk franchise for up to 10 years. The transaction is contingent upon certain customary closing conditions, including, among others, the receipt of the requisite approval of Lifeward's shareholders, and with respect to the additional notes, the achievement of certain revenue based or share price based milestones.