BiomX Inc.

BiomX Inc. announced that its wholly owned subsidiary, Tessera Israel, has entered into an Option Agreement with X S.E. Security and Defense Ltd. to potentially acquire 51% of RT LTA Systems Ltd., a developer of tethered aerostat systems. The agreement grants Tessera Israel the right, exercisable within 90 days, to purchase the shares, subject to due diligence and regulatory approvals. An initial $1,000,000 option consideration is payable, which will be credited towards the purchase price if the option is exercised. The purchase price is determined by RT's equity value, calculated as the lower of $13,000,000 or a multiple of its average EBITDA and revenue over fiscal years 2026-2028. Payment can be made in cash, BiomX common stock, or a combination. The agreement also includes a perpetual license of RT's technology to Tessera Israel.

BiomX Inc. is seeking stockholder approval for several key proposals at a Special Meeting on August 25, 2026. The primary proposal involves approving the issuance of common stock and convertible securities to Mandragola Ltd. in connection with the acquisition of a 60% interest in Dr. Frucht Systems Ltd. and a $2 million line of credit. Additionally, the company proposes a reverse stock split at a ratio between 1-for-5 and 1-for-20 to address NYSE American listing requirements, following a previous 1-for-19 split in November 2025. Stockholders will also vote on ratifying Barzily & Co. as the independent auditor.

BiomX Inc. entered into a Share Purchase and Option Agreement with Mayers Ventures LLC to acquire a 10% equity interest in M.E.A. Testing Systems Ltd. (MEA) and its affiliated company in India. The consideration for this initial stake includes $50,000 in cash and 1,300,000 restricted BiomX common shares. This acquisition is intended to enhance BiomX's capabilities in supporting integrated defense systems by gaining expertise in electric propulsion. Additionally, BiomX secured an exclusive option, exercisable through June 30, 2028, to acquire Mayers' remaining approximately 78.9% holdings in the MEA Companies, with the purchase price based on a multiple of 2027 net revenue or EBITDA.

BiomX Inc. announced the acquisition of a 10% stake in M.E.A. Testing Systems Ltd. and Mea Motomova India (Motomea), a developer of advanced electric motor testing and validation systems. The investment, which includes an exclusive license for drone testing solutions, aims to strengthen BiomX's capabilities in supporting integrated defense systems, particularly in electric propulsion for unmanned aerial platforms. BiomX paid $50,000 in cash and will issue 1,300,000 restricted shares, subject to regulatory approval. The agreement also includes an option for BiomX to acquire control of Motomea, with the purchase price based on future revenue and EBITDA.

BiomX Inc. announced an amendment to the promissory note related to its April 2026 acquisition of Zorronet Ltd. from Water.IO Ltd. The revised terms provide BiomX with additional flexibility for its remaining payments, including the issuance of 800,000 restricted shares to Water.IO for the extension and accrued interest. The final maturity date for the $1.25 million note has been extended to November 1, 2026, with an initial $250,000 payment followed by four equal monthly installments.

BiomX Inc. announced that its subsidiary, Zorronet Ltd., has formed a strategic collaboration with Samura s.r.o., a Czech company specializing in innovative technology distribution. This partnership will support projects across various sectors, including agriculture, infrastructure, and environmental monitoring, leveraging Zorronet's AI-powered software. The initial focus will be on developing AI-powered solutions for agricultural and urban pest management, and protecting critical transportation infrastructure, aiming to enhance efficiency, safety, and sustainability.

BiomX Inc. announced the cancellation of 1,013,637 restricted shares previously issued in connection with a convertible promissory note. This action was taken to regain compliance with NYSE American LLC's Section 712, which requires stockholder approval for certain transactions, including the company's acquisition of Dr. Frucht Systems Ltd. and a related line of credit. The company plans to seek stockholder approval for these transactions, though there is no assurance it will be obtained.

BiomX Inc. announced that its wholly owned subsidiary, Zorronet, has successfully transitioned its core operations to a new, advanced data center. This move is a critical step in Zorronet's infrastructure modernization, designed to enhance platform performance, scalability, and cost efficiency. The new facility will improve response times and increase capacity for handling complex security events, supporting the company's business expansion and enabling stronger real-time AI command-and-control solutions for its defense, homeland security, and critical infrastructure clients.

BiomX Inc.'s wholly owned subsidiary, BiomX Israel Defense and Security Ltd., has signed a non-binding letter of intent to acquire a 60% controlling interest in Tsoock Defense Technologies Ltd., an Israeli security infrastructure and systems integration company. The contemplated acquisition is for $10.4 million, with an initial payment of $300,000 and the remainder in quarterly installments, plus an option to acquire the remaining 40% for $9.2 million. This strategic move aims to integrate secure-site execution and systems integration capabilities into BiomX's defense, security, critical-infrastructure, and first-response portfolio, leveraging Tsoock's demonstrated growth and profitability in 2025.

BiomX Inc. announced that its wholly-owned subsidiary, Zorronet, has commenced the supply and installation of its AI and ML-powered detection and command-and-control systems on sections of the Israel Railways network. This follows a successful large-scale pilot that achieved a 98% success rate in deterring large animals from railway tracks and resulted in zero collisions. The initial phase covers four segments, with potential for further expansion as Israel Railways develops its infrastructure.