Lifeward (LFWD) Files for 4M Share and Warrant Offering

Lifeward (NASDAQ: LFWD) has filed the following:

We are offering up to 4,000,000 ordinary shares, par value NIS 1.75 per share, together with warrants to purchase up to 4,000,000 ordinary shares (the “Warrants”), pursuant to this prospectus. The assumed combined public offering price for each ordinary share, together with an accompanying Warrant to purchase one ordinary share, is $1.07, which is equal to the last reported sale price of our ordinary shares on The Nasdaq Capital Market on June 18, 2025. The ordinary shares and Warrants will be separately issued, but the ordinary shares and Warrants will be issued to purchasers in the ratio of one to one. Each Warrant will have an exercise price of $1.07 per share, will be exercisable beginning on the effective date of shareholder approval of the issuance of the ordinary shares upon exercise of the Warrants (the “Warrant Shareholder Approval”), provided however, if the Pricing Conditions (as defined below) are met, the Warrant Shareholder Approval will not be required and the Warrants will be exercisable upon issuance (the “Initial Exercise Date”). The Warrants will expire on the five-year anniversary of the effective date of the Initial Exercise Date or the effective date of the Warrant Shareholder Approval, as applicable. As used herein “Pricing Conditions” means that the combined public offering price per share and accompanying Warrant is such that the Warrant Shareholder Approval is not required under the rules of The Nasdaq Stock Market LLC (“Nasdaq”) because either (i) the offering is an at-the-market offering under Nasdaq rules and such price equals or exceeds the sum of (a) the applicable “Minimum Price” per share under Nasdaq Rule 5635(d) plus (b) $0.125 per whole ordinary share underlying the Warrants or (ii) the offering is a discounted offering where the pricing and discount (including attributing a value of $0.125 per whole ordinary share underlying the Warrants) meet the pricing requirements under Nasdaq’s rules.

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