Nevada
|
98-0376008
|
(State
or other jurisdiction of
incorporation
or organization)
|
(IRS
Employer Identification
No.)
|
Large
accelerated filer
|
¨
|
Accelerated
filer ¨
|
Non-accelerated
filer
|
¨
(Do not check if a smaller
reporting company)
|
Smaller
reporting company x
|
PART
I – FINANCIAL INFORMATION
|
|
ITEM
1 - FINANCIAL STATEMENTS
|
1
|
ITEM
2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
|
12
|
ITEM
3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
|
22
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ITEM
4T - CONTROLS AND PROCEDURES
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22
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PART
II – OTHER INFORMATION
|
|
ITEM
1 - LEGAL PROCEEDINGS
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24
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ITEM
6 - EXHIBITS
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25
|
Page
|
|
CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS:
|
|
Balance
sheets
|
3
|
Statements
of operations
|
4
|
Statements
of changes in stockholders’ equity
|
5
|
Statements
of cash flows
|
6
|
Notes
to financial statements
|
7-11
|
February
28,
|
August
31,
|
|||||||
2009
|
2008
|
|||||||
Unaudited
|
Audited
|
|||||||
Assets
|
||||||||
CURRENT
ASSETS:
|
||||||||
Cash
and cash equivalents
|
$ | 3,437,869 | $ | 2,267,320 | ||||
Short
term investments
|
- | 2,728,000 | ||||||
Prepaid
expenses and other current assets
|
176,025 | 402,574 | ||||||
Total current
assets
|
3,613,894 | 5,397,894 | ||||||
LONG
TERM DEPOSITS
|
13,327 | 10,824 | ||||||
PROPERTY AND EQUIPMENT,
net
|
86,198 | 98,296 | ||||||
Total assets
|
$ | 3,713,419 | $ | 5,507,014 | ||||
Liabilities
and stockholders' equity
|
||||||||
CURRENT
LIABILITIES:
|
||||||||
Accounts
payable and accrued expenses
|
$ | 496,549 | $ | 866,702 | ||||
Account
payable with former shareholder
|
47,252 | 47,252 | ||||||
Total current
liabilities
|
543,801 | 913,954 | ||||||
COMMITMENTS
|
||||||||
STOCKHOLDERS'
EQUITY:
|
||||||||
Common
stock of $ 0.001 par value - Authorized: 200,000,000 shares at
February 28, 2009 and August 31, 2008; Issued and outstanding: 56,456,710
at February 28, 2009 and 56,252,806 shares at August 31, 2008,
respectively
|
56,456 | 56,252 | ||||||
Additional
paid-in capital
|
12,207,664 | 11,785,012 | ||||||
Deficit
accumulated during the development stage
|
(9,094,502 | ) | (7,248,204 | ) | ||||
Total stockholders'
equity
|
3,169,618 | 4,593,060 | ||||||
Total liabilities
and stockholders' equity
|
$ | 3,713,419 | $ | 5,507,014 |
Period
|
||||||||||||||||||||
from April
|
||||||||||||||||||||
12, 2002
|
||||||||||||||||||||
(inception)
|
||||||||||||||||||||
Six months ended
|
Three months ended
|
through
|
||||||||||||||||||
February 28,
|
February 29,
|
February 28,
|
February 29,
|
February 28,
|
||||||||||||||||
2009
|
2008
|
2009
|
2008
|
2009
|
||||||||||||||||
Unaudited
|
||||||||||||||||||||
RESEARCH
AND DEVELOPMENT EXPENSES
|
$ | 1,074,369 | $ | 191,814 | $ | 255,689 | $ | 96,140 | $ | 4,662,203 | ||||||||||
IMPAIRMENT
OF INVESTMENT
|
434,876 | |||||||||||||||||||
GENERAL
AND ADMINISTRATIVE EXPENSES
|
774,150 | 534,253 | 390,789 | 267,957 | 3,804,608 | |||||||||||||||
OPERATING
LOSS
|
1,848,519 | 726,067 | 646,478 | 364,097 | 8,901,687 | |||||||||||||||
INTEREST
INCOME
|
(30,700 | ) | (41,693 | ) | (8,556 | ) | (30,548 | ) | (128,206 | ) | ||||||||||
INTEREST
EXPENSE
|
28,479 | 4,983 | 20,330 | 2,306 | 158,857 | |||||||||||||||
LOSS
BEFORE TAXES ON INCOME
|
1,846,298 | 689,357 | 658,252 | 335,855 | 8,932,338 | |||||||||||||||
TAXES
ON INCOME
|
- | - | - | - | 162,164 | |||||||||||||||
NET
LOSS FOR THE PERIOD
|
$ | 1,846,298 | $ | 689,357 | $ | 658,252 | $ | 335,855 | $ | 9,094,502 | ||||||||||
BASIC
AND DILUTED LOSS PER COMMON SHARE
|
$ | 0.03 | $ | 0.01 | $ | 0.01 | $ | 0.01 | ||||||||||||
WEIGHTED
AVERAGE NUMBER OF COMMON STOCK USED IN COMPUTING BASIC AND DILUTED LOSS
PER COMMON STOCK
|
56,416,080 | 46,021,061 | 56,469,027 | 46,034,804 |
Deficit
|
||||||||||||||||||||
accumulated
|
||||||||||||||||||||
Additional
|
during the
|
Total
|
||||||||||||||||||
Common Stock
|
paid-in
|
development
|
stockholders'
|
|||||||||||||||||
Shares
|
$
|
capital
|
stage
|
equity
|
||||||||||||||||
BALANCE AS OF APRIL 12,
2002 (inception)
|
34,828,200 | $ | 34,828 | $ | 18,872 | $ | 53,700 | |||||||||||||
CHANGES DURING THE PERIOD FROM
APRIL 12, 2002 THROUGH AUGUST 31, 2007
(audited):
|
||||||||||||||||||||
SHARES
CANCELLED
|
(19,800,000 | ) | (19,800 | ) | 19,800 | - | ||||||||||||||
SHARES
ISSUED FOR INVESTMENT IN ISTI-NJ
|
1,144,410 | 1,144 | 433,732 | 434,876 | ||||||||||||||||
SHARES
ISSUED FOR OFFERING COSTS
|
1,752,941 | 1,753 | (1,753 | ) | - | |||||||||||||||
SHARES
ISSUED FOR CASH
|
27,181,228 | 27,181 | 2,095,800 | 2,122,981 | ||||||||||||||||
SHARES
ISSUED FOR SERVICES
|
125,000 | 125 | 98,625 | 98,750 | ||||||||||||||||
CONTRIBUTIONS
TO PAID IN CAPITAL
|
18,991 | 18,991 | ||||||||||||||||||
STOCK
BASED COMPENSATION RELATED TO OPTIONS GRANTED TO EMPLOYEES AND
DIRECTORS
|
1,968,547 | 1,968,547 | ||||||||||||||||||
STOCK
BASED COMPENSATION RELATED TO OPTIONS GRANTED TO
CONSULTANTS
|
177,782 | 177,782 | ||||||||||||||||||
DISCOUNT
ON CONVERTIBLE NOTE RELATED TO BENEFICIAL CONVERSION
FEATURE
|
108,000 | 108,000 | ||||||||||||||||||
COMPREHENSIVE
LOSS
|
(16 | ) | (16 | ) | ||||||||||||||||
IMPUTED
INTEREST
|
8,437 | 8,437 | ||||||||||||||||||
NET
LOSS
|
(4,478,917 | ) | (4,478,917 | ) | ||||||||||||||||
BALANCE
AS OF AUGUST 31, 2007 (audited)
|
45,231,779 | 45,231 | 4,946,833 | (4,478,933 | ) | 513,131 | ||||||||||||||
RECEIPTS
ON ACCOUNT OF SHARES AND WARRANTS
|
6,061 | 6,061 | ||||||||||||||||||
SHARES
ISSUED FOR CONVERSION OF CONVERTIBLE NOTE
|
550,000 | 550 | 274,450 | 275,000 | ||||||||||||||||
SHARES
AND WARRANTS ISSUED FOR CASH – NET OF ISSUANCE EXPENSES
|
10,178,002 | 10,178 | 5,774,622 | 5,784,800 | ||||||||||||||||
SHARES
ISSUED FOR SERVICES
|
293,025 | 293 | 115,817 | 116,110 | ||||||||||||||||
STOCK
BASED COMPENSATION RELATED TO OPTIONS GRANTED TO EMPLOYEES AND
DIRECTORS
|
459,467 | 459,467 | ||||||||||||||||||
STOCK
BASED COMPENSATION RELATED TO OPTIONS GRANTED TO
CONSULTANTS
|
203,982 | 203,982 | ||||||||||||||||||
IMPUTED
INTEREST
|
3,780 | 3,780 | ||||||||||||||||||
NET
LOSS
|
(2,769,271 | ) | (2,769,271 | ) | ||||||||||||||||
BALANCE
AS OF AUGUST 31, 2008 (audited)
|
56,252,806 | 56,252 | 11,785,012 | (7,248,204 | ) | 4,593,060 | ||||||||||||||
SHARES
ISSUED FOR SERVICES
|
203,904 | 204 | 152,724 | 152,928 | ||||||||||||||||
STOCK
BASED COMPENSATION RELATED TO OPTIONS GRANTED TO EMPLOYEES AND
DIRECTORS
|
254,350 | 254,350 | ||||||||||||||||||
STOCK
BASED COMPENSATION RELATED TO OPTIONS GRANTED TO
CONSULTANTS
|
13,688 | 13,688 | ||||||||||||||||||
IMPUTED
INTEREST
|
1,890 | 1,890 | ||||||||||||||||||
NET
LOSS
|
(1,846,298 | ) | (1,846,298 | ) | ||||||||||||||||
BALANCE
AS OF FEBRUARY 28, 2009 (unaudited)
|
56,456,710 | $ | 56,456 | $ | 12,207,664 | $ | (9,094,502 | ) | $ | 3,169,618 |
Six months ended
|
Period from April
12, 2002
(inception date)
through
|
|||||||||||
February 28,
|
February 29,
|
February 28,
|
||||||||||
2009
|
2008
|
2009
|
||||||||||
Unaudited
|
||||||||||||
CASH
FLOWS FROM OPERATING ACTIVITIES:
|
||||||||||||
Net
loss
|
$ | (1,846,298 | ) | $ | (689,357 | ) | $ | (9,094,502 | ) | |||
Adjustments
required to reconcile net loss to net cash used in operating
activities:
|
||||||||||||
Depreciation
|
15,111 | 942 | 30,565 | |||||||||
Amortization
of debt discount
|
- | 108,000 | ||||||||||
Exchange
differences on long term deposits
|
1,804 | 162 | ||||||||||
Stock
based compensation
|
268,038 | 126,031 | 3,077,816 | |||||||||
Common
stock issued for services
|
- | 3,000 | 214,860 | |||||||||
Impairment
of investment
|
- | - | 434,876 | |||||||||
Imputed
interest
|
1,890 | 2,180 | 14,107 | |||||||||
Changes
in operating assets and liabilities:
|
||||||||||||
Prepaid
expenses and other current assets
|
226,549 | (72,062 | ) | (176,025 | ) | |||||||
Accounts
payable and accrued expenses
|
(217,225 | ) | (60,474 | ) | 649,477 | |||||||
Total
net cash used in operating activities
|
(1,550,131 | ) | (689,740 | ) | (4,740,664 | ) | ||||||
CASH
FLOWS FROM INVESTING ACTIVITIES:
|
||||||||||||
Purchase
of property and equipment
|
(3,013 | ) | (82,034 | ) | (116,763 | ) | ||||||
Acquisition
of short-term investments
|
- | - | ||||||||||
Proceeds
from sale of Short term investments
|
2,728,000 | - | - | |||||||||
Lease
deposits
|
(4,307 | ) | (1,558 | ) | (13,489 | ) | ||||||
Total
net cash used in investing activities
|
2,720,680 | (83,592 | ) | (130,252 | ) | |||||||
CASH
FLOWS FROM FINANCING ACTIVITIES:
|
||||||||||||
Proceeds
from sales of common stocks and warrants - net of issuance
expenses
|
- | - | 7,967,542 | |||||||||
Proceeds
from convertible notes
|
- | - | 275,000 | |||||||||
Proceeds
from short term note payable
|
- | - | 120,000 | |||||||||
Payments
of short term note payable
|
- | - | (120,000 | ) | ||||||||
Shareholder
advances
|
- | - | 66,243 | |||||||||
Net
cash provided by financing activities
|
- | - | 8,308,785 | |||||||||
INCREASE
(DECREASE) IN CASH AND CASH EQUIVALENTS
|
1,170,549 | (773,332 | ) | 3,437,869 | ||||||||
CASH
AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
|
2,267,320 | 1,918,229 | ||||||||||
CASH
AND CASH EQUIVALENTS AT END OF PERIOD
|
$ | 3,437,869 | $ | 1,144,897 | $ | 3,437,869 | ||||||
Non
cash investing and financing activities:
|
||||||||||||
Shares
issued for offering costs
|
$ | 1,753 | ||||||||||
Contribution
to paid in capital
|
$ | 18,991 | ||||||||||
Stock
issued for receipts on account of shares issuance
|
$ | 255,000 | ||||||||||
Shares
issued for services rendered
|
$ | 152,928 | $ | 170,210 |
|
a.
|
General:
|
|
1.
|
Oramed
Pharmaceuticals, Inc. (the “Company”) was incorporated on April 12, 2002,
under the laws of the State of Nevada. From incorporation until March 3,
2006, the Company was an exploration stage company engaged in the
acquisition and exploration of mineral properties. On March 8, 2006, the
Company entered into an agreement with Hadasit Medical Services and
Development Ltd (“Hadasit”) (the “First Agreement”) to acquire the
provisional patent related to orally ingestible insulin pill to be used
for the treatment of individuals with diabetes. On January 7, 2009, the
Company entered into a second agreement with Hadasit (the “Second
Agreement”) to provide for the closing referenced in the First Agreement.
In the Second Agreement, Hadasit confirms that it has conveyed,
transferred and assigned all of its ownership rights in the patents
acquired under the First Agreement and certain other patents filed by the
Company after the First Agreement as a result of the collaboration between
the Company and Hadasit. Hadasit further acknowledges that the 4,141,532
shares of common stock issued to Hadasit by the Company in connection with
the First Agreement constitute complete compensation for the
Patents.
|
|
2.
|
The
accompanying unaudited interim consolidated financial statements as of
February 28, 2009 and for the six and three months then ended, have been
prepared in accordance with accounting principles generally accepted in
the United States relating to the preparation of financial statements for
interim periods. Accordingly, they do not include all the information and
footnotes required for annual financial statements. In the opinion of
management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the six and three months ended February 28, 2009, are not
necessarily indicative of the results that may be expected for the year
ending August 31, 2009.
|
|
3.
|
Going
concern considerations
|
b.
|
Share-based
payment:
|
c.
|
Recently
Issued Accounting
Pronouncements
|
|
1.
|
In
November 2007, the FASB ratified EITF Issue No. 07-01, "Accounting for
Collaborative Arrangements" ("EITF 07-01"). EITF 07-01 defines
collaborative arrangements and establishes reporting requirements for
transactions between participants in a collaborative arrangement and
between participants in the arrangement and third parties. EITF 07-01 also
establishes the appropriate income statement presentation and
classification for joint operating activities and payments between
participants, as well as the sufficiency of the disclosures related to
these arrangements. EITF 07-01 is effective for fiscal years beginning
after December 15, 2008 (September 1, 2009, for the Company). EITF 07-01
shall be applied using a modified version of retrospective transition for
those arrangements in place at the effective date. An entity should report
the effects of applying EITF 07-01 as a change in accounting principle
through retrospective application to all prior periods presented for all
arrangements existing as of the effective date, unless it is impracticable
to apply the effects of the change retrospectively. The Company is
currently assessing the impact that EITF 07-01 may have on its results of
operations and financial
position.
|
|
2.
|
In
April 2008, the FASB issued Staff Position No. FAS 142-3,
“Determination of the Useful Life of Intangible Assets ("FSP FAS 142-3").
FSP FAS 142-3 amends the factors that should be considered in
developing renewal or extension assumptions used to determine the useful
life of a recognized intangible asset under SFAS No. 142, “Goodwill and
Other Intangible Assets.” The intent of FSP FAS 142-3 is to improve
the consistency between the useful life of a recognized intangible asset
under SFAS No. 142 and the period of expected cash flows used to measure
the fair value of the asset under FAS 141(R), and other U.S.
generally accepted accounting principles. The provisions of FSP FAS
142-3 are effective for the fiscal year beginning September 1, 2009;
early adoption is prohibited. The Company is currently evaluating the
impact of the provisions of FSP FAS
142-3.
|
|
a.
|
On
May 1, 2008, the Company entered into a consulting agreement with a third
party (“the Consultant”) for a period of twelve months, pursuant to which
the Consultant will assist the Company’s efforts to complete the FDA
approval process for its oral insulin capsule. On October 3, 2008, the
Company and the Consultant agreed to amend the agreement effective July 1,
2008. The Consultant is entitled to a fixed monthly fee of $16,666 (for
the period from May 1, 2008 through June 30, 2008 the monthly fee was
$8,333) and reimbursement of pre-approved out of pocket
expenses.
|
|
b.
|
On
September 8, 2008, the Company entered into Clinical Research agreement
with ETI Karle Clinical Pvt. Ltd. (“ETI”), pursuant to the agreement ETI
will be conducting clinical trials for the Company in India. In
consideration for the services provided under the agreement, ETI will be
entitled to estimated cash compensation of
$227,000.
|
a.
|
On
October 30, 2006 the Company entered into a Clinical Trial Manufacturing
Agreement with Swiss Caps AG (“Swiss”), pursuant to
which Swiss would manufacture and deliver the oral insulin capsule
developed by the Company. In consideration for the services being provided
to the Company by Swiss, the Company agreed to pay certain predetermined
amounts which are to be paid in common stock of the Company. The number of
shares to be issued is based on the invoice received from Swiss, and the
stock market price 10 days after the invoice was issued. The Company
accounted for the transaction with Swiss according to FAS 150 "Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and
Equity".
|
b.
|
On
October 12, 2008, 828,000 options were granted to an employee of our
Subsidiary, at an exercise price of $0.47 per share (equivalent to the
traded market price on the date of grant). The options vest in three equal
annual instalments commencing on November 1, 2009 and expire on October
11, 2018. The fair value of these options on the date of grant was
$330,699, using the Black Scholes option-pricing model and was
based on the following assumptions: dividend yield of 0% for all years;
expected volatility of 113%; risk-free interest rates of 3.27%; and the
remaining contractual life of 6.00
years.
|
|
c.
|
On
October 12, 2008, 56,000 options were granted to an employee of our
Subsidiary, at an exercise price of $0.47 per share (equivalent to the
traded market price on the date of grant). The options vest in two equal
annual instalments commencing on May 1, 2009 and expire on October 11,
2018. The fair value of these options on the date of grant was $21,988,
using the Black Scholes option-pricing model and was based on the
following assumptions: dividend yield of 0% for all years; expected
volatility of 113%; risk-free interest rates of 2.77%; and the remaining
contractual life of 5.67
years.
|
|
d.
|
On
January 11, 2009, an aggregate of 750,000 options were granted to two
Board of Directors members and an employee of our Subsidiary, at an
exercise price of $0.43 per share (equivalent to the traded market price
on the date of grant). The options vest in three equal annual instalments
commencing on January 1, 2010 and expire on January 10, 2019. The fair
value of these options on the date of grant was $285,028, using the Black
Scholes option-pricing model and was based on the following assumptions:
dividend yield of 0% for all years; expected volatility of 126%; risk-free
interest rates of 1.51%; and the remaining contractual life of 6.00
years.
|
|
e.
|
On
January 11, 2009, an aggregate of 300,000 options were granted to three
Scientific Advisory Board members, at an exercise price of $0.76 per share
(higher than the traded market price on the date of grant). The options
vest in four equal quarterly instalments commencing on April 1, 2009 and
expire on January 10, 2019. The fair value of these options as of February
28, 2009, was $69,874, using the Black Scholes option-pricing model and
was based on the following assumptions: dividend yield of 0% for all
years; expected volatility of 127%; risk-free interest rates of 3.02%; and
the remaining contractual life of 9.87
years.
|
Level
1 :
|
Quoted
prices (unadjusted) in active markets that are accessible at the
measurement date for assets or liabilities. The fair value hierarchy gives
the highest priority to Level 1
inputs.
|
Level
2:
|
Observable
prices that are based on inputs not quoted on active markets, but
corroborated by market data.
|
Level
3:
|
Unobservable
inputs are used when little or no market data is available. The fair value
hierarchy gives the lowest priority to Level 3
inputs.
|
Six months ended
|
Three months ended
|
|||||||||||||||
Operating Data:
|
February 28,
2009
|
February 29,
2008
|
February 28,
2009
|
February 29,
2008
|
||||||||||||
Research
and development costs
|
$ | 1,074,369 | $ | 191,814 | $ | 255,689 | $ | 96,140 | ||||||||
General
and administrative expenses
|
774,150 | 534,253 | 390,789 | 267,957 | ||||||||||||
Financial
(income) expense, net
|
(2,221 | ) | (36,710 | ) | 11,774 | (28,242 | ) | |||||||||
Net
loss for the period
|
1,846,298 | $ | 689,357 | $ | 658,252 | $ | 335,855 | |||||||||
Loss
per common share – basic and diluted
|
$ | 0.03 | $ | 0.01 | $ | 0.01 | $ | 0.01 | ||||||||
Weighted
average common shares outstanding
|
56,416,080 | 46,021,061 | 56,469,027 | 46,034,804 |
|
·
|
On
October 17, 2008, Oramed issued 203,904 shares of common stock valued at
$152,928 to a third party, for services rendered in the prior
year.
|
|
·
|
On
October 12, 2008, we granted options under the 2008 Stock Incentive Plan
to purchase up to 828,000 shares of our common stock at an exercise price
of $0.47 to Chaime Orlev our Chief Financial
Officer.
|
|
·
|
On
October 12, 2008, we granted options under the 2008 Stock Incentive Plan
to purchase up to 56,000 shares of our common stock at an exercise price
of $0.47 to an employee of our
subsidiary.
|
|
·
|
On
January 11, 2009, we granted options under the 2008 Stock Incentive Plan
to purchase up to 100,000 shares of our common stock at an exercise price
of $0.76 to each of Dr. Nir Barzilai, Prof. Ele Ferrannini and Dr. Derek
LeRoith, three members of our Scientific Advisory
Board.
|
|
·
|
On
January 11, 2009, we granted options under the 2008 Stock Incentive Plan
to purchase up to 150,000 shares of our common stock at an exercise price
of $0.43 to an employee of our
subsidiary.
|
|
·
|
On
January 11, 2009, we granted options under the 2008 Stock Incentive Plan
to purchase up to 300,000 shares of our common stock at an exercise price
of $0.43 to each of Leonard Sank and Dr. Harold Jacob, two members of our
Board of Directors.
|
Operating
Data:
|
Amount
|
|||
Research
and development costs
|
$ | 3,738,000 | ||
General
and administrative expenses
|
1,574,000 | |||
Financial
income, net
|
(60,000 | ) | ||
Taxes
on income
|
40,000 | |||
Total
|
$ | 5,292,000 |
|
·
|
pertain
to the maintenance of records that in reasonable detail accurately and
fairly reflect our transactions and asset
dispositions;
|
|
·
|
provide
reasonable assurance that transactions are recorded as necessary to permit
the preparation of our financial statements in accordance with generally
accepted accounting principles, and that our receipts and expenditures are
being made only in accordance with authorizations of our management and
directors; and
|
|
·
|
provide
reasonable assurance regarding the prevention or timely detection of
unauthorized acquisition, use or disposition of assets that could have a
material effect on our financial
statements.
|
Number
|
Exhibit
|
|
(3)
|
Articles
of Incorporation and By-laws
|
|
3.1
|
Articles
of Incorporation (incorporated by reference from our Registration
Statement on Form SB-2, filed on November 29, 2002).
|
|
3.2
|
Bylaws
(incorporated by reference from our Current Report on Form 8-K filed on
April 10, 2006).
|
|
3.3
|
Articles
of Merger filed with the Nevada Secretary of State on March 29, 2006
(incorporated by reference to our Current Report on Form 8-K filed on
April 10, 2006).
|
|
(4)
|
Instruments
defining rights of security holders, including
indentures
|
|
4.1
|
Specimen
Stock Certificate (incorporated by reference from our Registration
Statement on Form SB-2, filed on November 29, 2002).
|
|
4.2
|
Form
of warrant certificate (incorporated by reference from our current report
on Form 8-K filed on June 18, 2007)
|
|
(10)
|
Material
Contracts
|
|
10.1
|
Agreement
between our company and Hadasit Medical Services and Development Ltd.
dated February 17, 2006 (incorporated by reference from our current report
on Form 8-K filed February 17, 2006).
|
|
10.2
|
Agreement
between our company and Hadasit Medical Services and Development Ltd.
dated January 7, 2008 (incorporated by reference from our current report
on Form 8-K filed January 7, 2008).
|
|
10.3
|
Consulting
Agreement, dated May 1, 2008, between Oramed Pharmaceuticals Inc. and Dr.
Ehud Arbit (incorporated by reference from our annual report on Form
10-KSB filed November 26, 2008)
|
|
10.4
|
Amended
and Restated Consulting Agreement, dated as of May 1, 2008, between
Oramed Pharmaceuticals Inc. and Dr. Ehud Arbit (incorporated by reference
from our annual report on Form 10-KSB filed November 26,
2008)
|
|
10.5
|
Amended to
Consulting Agreement, dated as of October 3, 2008, between
Oramed Pharmaceuticals Inc. and Dr. Ehud Arbit (incorporated by reference
from our annual report on Form 10-KSB filed November 26,
2008)
|
|
(31)
|
Section
302 Certification
|
|
31.1
*
|
Certification
Statement of the Chief Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
|
31.2
*
|
Certification
Statement of the Principal Accounting Officer pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002
|
|
(32)
|
Section
906 Certification
|
|
32.1
*
|
Certification
Statement of the Principal Executive Officer pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act Of
2002
|
|
32.2
*
|
Certification
Statement of the Principal Accounting Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
Of
2002
|
*
|
Filed
herewith
|
ORAMED
PHARMACEUTICALS INC.
Registrant
|
||
Date: March
30, 2009
|
By:
|
/s/
Nadav
Kidron
|
Nadav
Kidron
|
||
President,
Chief Executive Officer and Director
|
||
Date: March
30, 2009
|
By:
|
/s/ Chaime
Orlev
|
Chaime
Orlev
|
||
Chief
Financial Officer
|
||