Oramed Pharmaceuticals Adopts Rights Plan to Protect Shareholder Interests from Takeovers

Oramed Pharmaceuticals Implements Rights Plan to Safeguard Shareholder Interests

Oramed Pharmaceuticals Inc. announces a strategic move to bolster shareholder protection through the adoption of a Rights Agreement on November 17, 2025. This innovative Rights Plan aims to shield stockholders from potential hostile takeover attempts by granting them specific rights tied to their shares. Each outstanding share of Oramed’s common stock will receive a dividend of one common stock purchase right, or "Right", providing stockholders with increased leverage in the face of unsolicited acquisition offers.

The Rights become actionable if an individual or entity acquires 15% or more of Oramed’s outstanding shares or declares a tender offer for that amount. Once activated, stockholders can purchase additional shares at a set price of $10.00, allowing them to maintain their investment against dilution from potential acquirers. This mechanism ensures fair treatment by enabling existing stockholders to benefit from their equity holding during an acquisition scenario. Notably, any Rights held by the acquiring party will be rendered void, reinforcing the company's commitment to its shareholders.

In addition to the immediate protection offered, the Rights Plan is designed with a three-year lifespan, providing a robust window for stockholders to react to any takeover attempts. The Board of Directors retains the authority to redeem the Rights at a nominal price before any party is deemed an Acquiring Person. The adoption of this Rights Agreement reflects Oramed's proactive approach to corporate governance, emphasizing its dedication to safeguarding shareholder interests amidst a landscape where hostile takeovers can disrupt company operations and shareholder value.

In related news, Oramed Pharmaceuticals is also preparing to provide additional details regarding the Rights Agreement in a forthcoming Form 8-K filing with the U.S. Securities and Exchange Commission. This filing will offer insights into the specifics of the Rights Plan, ensuring transparency and keeping stakeholders informed about the company’s strategic initiatives. Additionally, stockholders of record as of November 27, 2025, will be eligible for the dividend, marking an important date for those invested in the company’s future.

The implementation of this Rights Plan is a significant development for Oramed, aligning with the company's broader objectives of enhancing shareholder value and maintaining stability in an increasingly competitive pharmaceutical market.