$ORMP·8-K

ORAMED PHARMACEUTICALS INC. · Mar 31, 4:20 PM ET

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ORAMED PHARMACEUTICALS INC. 8-K

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Oramed Pharmaceuticals Sells Oratech to Lifeward; Receives Shares and Notes

What Happened
Oramed Pharmaceuticals Inc. announced it closed the previously disclosed sale of its wholly owned subsidiary Oratech to Lifeward Ltd. on March 25, 2026 (agreements entered January 12, 2026). In exchange, Oramed received Lifeward equity and warrants, ongoing revenue-sharing rights tied to Lifeward’s ReWalk Personal Exoskeleton products, and purchased Lifeward senior secured convertible notes in a $9.0 million private placement.

Key Details

  • Lifeward issued to Oramed at closing: 1,250,363 ordinary shares and 1,006,113 pre‑funded warrants (exercise price $0.0001).
  • Lifeward also issued to Oramed share purchase warrants to buy up to 1,296,296 ordinary shares (initial exercise price $5.40, subject to adjustments).
  • Oramed purchased $9,000,000 aggregate principal of senior secured convertible notes convertible at an initial conversion price of $5.40 per share (subject to adjustments), plus purchase‑agreement warrants to buy up to 1,666,666 shares at $5.40 (subject to adjustments).
  • Oramed will receive ongoing Revenue Sharing Payments equal to 4% of Net Revenue from Lifeward’s ReWalk products and related warranties until the earliest of (i) 10 years after closing, (ii) Oramed has received the contract Maximum Amount, or (iii) Lifeward’s market capitalization reaches $200 million.

Why It Matters
This transaction replaces Oramed’s ownership of the Oratech subsidiary with a mix of Lifeward equity, warrants, a revenue‑sharing stream, and convertible debt exposure. For investors, that means Oramed’s future economic interest in the Oratech business is now tied to Lifeward’s performance (equity upside, warrant exercise, revenue share) and the convertible notes (which could convert into Lifeward shares at $5.40). The deal may affect Oramed’s asset mix, potential future cash flows, and dilution dynamics if Lifeward securities are converted or exercised. Full agreement texts were filed as exhibits to the Company’s prior 8‑K.

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