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BiomX Acquires 10% Stake in Motomea, Inventor of Advanced Electric Motor Technologies for Drone and Autonomous Systems

(Moderate)
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BiomX (NYSE American: PHGE) agreed to acquire a 10% stake in Motomea, comprising M.E.A. Testing Systems and Mea Motomova India, for $50,000 in cash plus an undertaking to issue 1,300,000 restricted shares to Motomea’s ultimate majority owner, subject to regulatory and NYSE approval.

The deal includes an exclusive license for BiomX to develop and distribute drone testing solutions based on Motomea’s electric motor validation technologies. BiomX also obtained an option to acquire control of Motomea, at its sole discretion and subject to due diligence, at a purchase price calculated as 2x Motomea’s 2027 net revenue and 4x its 2028 EBITDA, multiplied by 90%, payable in a mix of cash and shares.

Motomea brings over 25 years of experience and patented inertial dynamometer systems that test electric motors for drones, aircraft, vehicles and robotics, expanding BiomX’s capabilities in electric propulsion testing for unmanned aerial systems and supporting its detection, analysis and response strategy.

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Positive

  • 10% Motomea stake acquired for $50,000 cash plus 1,300,000 restricted shares, adding electric propulsion testing expertise
  • Exclusive drone testing license enhances BiomX’s ability to develop and distribute UAV motor testing solutions
  • Option to acquire Motomea control with formula based on 2027 revenue and 2028 EBITDA
  • Access to Indian market via Motomea’s established presence in the Indian subcontinent

Negative

  • 1,300,000 restricted shares to be issued, subject to approvals, implying potential shareholder dilution

News Explained

BiomX reports that it has acquired the 10% Motomea stake, while its undertaking to issue 1,300,000 restricted shares remains subject to regulatory and NYSE approval; any resulting ownership dilution is therefore not yet completed.

Market Context

Acquisition-tagged history showed an average -10.21% 24-hour reaction across four events. That recor...
Analysis

Acquisition-tagged history showed an average -10.21% 24-hour reaction across four events. That record places the 10% Motomea stake and control option in a skeptical historical context; low short positioning remains a separate, sourced risk consideration.

Key Figures

Motomea stake: 10% Cash consideration: $50,000 Restricted shares: 1,300,000 shares +4 more
7 metrics
Motomea stake 10% Initial equity investment
Cash consideration $50,000 Payment for the 10% stake
Restricted shares 1,300,000 shares Shares to be issued subject to regulatory and NYSE approval
Motomea experience More than 25 years Electric motor and rotating-machine testing
Revenue valuation multiple 2 times net revenue Option purchase-price formula for fiscal year ending December 31, 2027
EBITDA valuation multiple 4 times EBITDA Option purchase-price formula for fiscal year ending December 31, 2028
Option ownership factor 90% Applied to the valuation formula if the control option is exercised

Previous Acquisition Reports

4 past events · Latest: Jul 28 (Negative)
Same Type Pattern 4 events
Date Event Sentiment 24h Move Catalyst
Jul 28 Amended acquisition terms Negative -7.1% Restructured $1.25 million obligation and issued 800,000 restricted shares for extension.
Jul 08 Security integrator acquisition Positive -8.4% Non-binding LOI proposed 60% stake in security integrator for about $10.4 million.
Apr 13 DFSL controlling acquisition Positive -9.0% Definitive agreement followed option exercise for controlling DFSL interest with mixed consideration.
Mar 31 DFSL control option Positive -16.4% Option agreement outlined approximately $45 million control acquisition with shares, cash and warrants.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

The four acquisition-tagged events all had negative 24-hour reactions, averaging -10.21%, with three strategic acquisition or option announcements diverging from their positive framing.

Key Terms

exclusive license, restricted shares, ebitda, inertial dynamometer, +1 more
5 terms
exclusive license regulatory
"including an exclusive license to develop and distribute drone testing solutions."
An exclusive license is a legal agreement that gives one party the sole right to use, make, sell or commercialize a product, technology, patent, or other intellectual property, while the owner keeps ultimate ownership. Think of it like leasing a unique tool to a single tenant: that tenant alone can profit from it for the license term. Investors care because exclusivity can create predictable revenue streams, affect competitive position, valuation, and the likelihood of future royalties or milestone payments.
restricted shares financial
"undertook to issue 1,300,000 restricted shares to Motomea’s ultimate majority owner"
Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.
ebitda financial
"four (4) times the EBITDA for the fiscal year ending December 31, 2028"
EBITDA stands for earnings before interest, taxes, depreciation, and amortization. It measures a company's profitability by focusing on the money it makes from its core operations, ignoring expenses like taxes and accounting adjustments. Investors use EBITDA to compare how well different companies are performing financially, as it provides a clearer picture of operational success without the influence of financial structure or accounting choices.
View in glossary
inertial dynamometer technical
"the first load-free inertial dynamometer systems that test motor performance"
A inertial dynamometer is a test device that measures an engine or motor’s torque and power by accelerating a known rotating mass and tracking how the machine speeds it up or slows it down. Think of it like measuring how fast a bicycle wheel spins when you push on the pedals: the wheel’s inertia and the change in speed reveal the rider’s effort. Investors care because such tests provide consistent, repeatable performance data used in product validation, quality control, and claims about efficiency or power that can affect sales and regulatory compliance.
uav technical
"before integration into a UAV."
An unmanned aerial vehicle (UAV) is an aircraft that flies without a pilot on board, controlled remotely or by onboard software like a self-driving car. Investors care because UAVs are used across industries—delivery, agriculture, inspection, mapping, and defense—so demand, regulation, or technological advances can quickly affect revenue and costs for companies that make, operate, or rely on them. Think of a UAV as a robotic helper in the sky whose growing use can change market opportunities and risks.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Agreement includes an exclusive drone distribution license and an option to acquire a controlling interest in Motomea

NETANYA, Israel, Aug. 05, 2026 (GLOBE NEWSWIRE) -- BiomX Inc. (NYSE American: PHGE) (“BiomX” or the “Company”), a defense technology company building a portfolio of technologies to detect, analyze and respond to physical threats, today announced that it has acquired a 10% stake in M.E.A. Testing Systems Ltd. and Mea Motomova India (collectively “Motomea”), a developer of advanced electric motor testing and validation systems, including an exclusive license to develop and distribute drone testing solutions.

The investment is intended to strengthen BiomX’s ability to support increasingly integrated defense systems by adding access to specialized expertise in one of the most critical components of unmanned aerial platforms, electric propulsion. BiomX paid $50,000 in cash for the 10% stake in Motomea, as well as undertook to issue 1,300,000 restricted shares to Motomea’s ultimate majority owner, subject to obtaining regulatory and NYSE approval.

Electric motors are central to the performance of modern unmanned aerial systems, influencing flight time, payload capacity, maneuverability, stability and reliability. Defects or performance inconsistencies can reduce endurance, destabilize flight and increase the risk of system failure, making testing and validation critical throughout development and production.

Under the Agreement, BiomX also obtained an option, exercisable in BiomX’s sole unfettered discretion, to acquire control of Motomea, subject to successful results of due diligence. If exercised, the purchase price for the option would be a combination of shares and cash at BiomX’s discretion and would be based on an amount equal to (i) two (2) times the net revenue of Motomea for the fiscal year ending December 31, 2027 and (ii) four (4) times the EBITDA for the fiscal year ending December 31, 2028, as derived from the Audited Financial Statements for such fiscal year, multiplied by ninety percent (90%).

With more than 25 years of experience in electric motor and rotating-machine testing, Motomea has delivered systems across the aerospace, automotive, industrial, energy and transportation sectors, including electric propulsion testing systems for drones, aircraft, vehicles and robotics. Motomea also developed and patented the first load-free inertial dynamometer systems that test motor performance during acceleration and deceleration without a conventional external mechanical load.

The systems test electric motors across a range of speeds, loads and conditions while measuring torque, power, efficiency, temperature, vibration and electrical performance. These capabilities support development, evaluation, production, quality control, and final acceptance before integration into a UAV.

As part of its work with BiomX, Motomea will focus its capabilities on electric propulsion testing for unmanned aerial vehicles and aircraft, with an emphasis on drone motors. Its technologies already enable major Israeli defense OEMs and civilian manufacturers internationally to evaluate performance, reliability, efficiency and durability under simulated real-world conditions.

“Motomea brings BiomX a highly specialized engineering capability in an area that is central to modern unmanned systems,” said Michael Oster, CEO of BiomX. “Its expertise in testing and validating electric propulsion complements the technologies already within our portfolio and expands our technical capabilities across our Detection, Analysis and Response strategy. In addition, Motomea’s established presence in the Indian subcontinent will provide BiomX with a foothold in markets where it is seeking to expand.”

“BiomX’s investment gives Motomea the opportunity to apply decades of electric motor testing experience to one of the fastest-developing areas of aerospace and defense technology,” said Moshe Goldbaum, CEO of Motomea . “Reliable propulsion begins with rigorous engineering, measurement and validation. Our systems help customers understand precisely how motors perform before they are integrated into an aircraft, providing a strong complement to BiomX’s existing capabilities.”

Motomea will add engineering testing, validation and quality-assurance expertise to BiomX’s broader portfolio, expanding the Company’s ability to evaluate and validate aerial technologies while strengthening the connection between the Company’s AI-powered detection, analysis and response capabilities.

About BiomX

BiomX Inc. (NYSE: PHGE) is a company focused on acquiring and further developing technologies that identify, track, and counter physical threats across defense, security, critical infrastructure, and first-response sectors. The Company’s portfolio is built around the growing need for earlier and more accurate threat detection, particularly as UAVs and other autonomous systems play a larger role in defense and homeland security.

About Motomea

Motomea is a global leader in electric motor testing and validation systems, serving customers across the aerospace, automotive, industrial, mobility, energy, transportation, and manufacturing sectors. For more than 25 years, the company has pioneered advanced testing technologies, including its patented Inertial Dynamometer System (IDS) and Regenerative Dynamometer Systems (RDS), helping manufacturers improve performance, efficiency, reliability, and product quality throughout the development and production lifecycle. Building on this extensive foundation, Motomea is expanding its capabilities into one of the fastest-growing segments of the defense industry - electric propulsion systems for drones, UAVs, and next-generation aircraft -bringing decades of motor testing expertise to the evolving aerospace and defense market.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements may be identified by words such as "expects," "intends," "plans," "believes," "will," "may," "anticipates," "estimates" and similar expressions. These statements are based on the Company's current expectations and are subject to a number of risks and uncertainties, many of which are beyond the Company's control, that could cause actual results to differ materially from those expressed or implied. These risks and uncertainties include, among others, successful results of the Company’s due diligence review of Motomea; the successful integration of the technologies underlying the license for the drone related technologies, the exercise by BiomX of the option to gain control of Motomea, the risk that the third-party share issuance may not receive NYSE American approval or may be recharacterized in a manner adverse to the Company,; the risk that the Company may not regain compliance with the NYSE American continued listing standards within the plan period or at all; the risk that the Company may not make progress consistent with its plan; the possibility that the Company's common stock may be suspended from trading or delisted from the NYSE American; the Company's ability to raise additional capital and to execute its business and strategic initiatives; the Company's going concern qualification; and the other risks described in the Company's filings with the Securities and Exchange Commission, including under the heading "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on February 19, 2026, as supplemented by the Form 10-K/A filed with the SEC on April 30, 2026, the Company's Current Report on Form 8-K filed with the SEC on May 5, 2026, and the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 filed with the SEC on May 20, 2026, as well as the Company's other filings with the SEC. The Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

Media Contact:
Yair Ohayon
Yairo@biomx.com


FAQ

What did BiomX (PHGE) acquire in its August 2026 Motomea transaction?

BiomX acquired a 10% stake in Motomea for $50,000 cash and agreed to issue 1,300,000 restricted shares. According to BiomX, the deal also grants an exclusive license to develop and distribute drone testing solutions based on Motomea’s electric motor validation technologies.

How much did BiomX (PHGE) pay for its 10% Motomea stake?

BiomX paid $50,000 in cash and undertook to issue 1,300,000 restricted shares to Motomea’s ultimate majority owner. According to BiomX, the share issuance is subject to regulatory and NYSE approval, combining cash and equity for the minority stake.

What exclusive rights did BiomX (PHGE) receive from Motomea in this deal?

BiomX obtained an exclusive license to develop and distribute drone testing solutions using Motomea’s technologies. According to BiomX, these capabilities focus on electric propulsion testing for unmanned aerial vehicles and aircraft, supporting performance, reliability and quality assurance across UAV platforms.

Does BiomX (PHGE) have an option to acquire control of Motomea?

Yes. BiomX received an option, at its sole discretion and subject to due diligence, to acquire control of Motomea. According to BiomX, the price would be based on two times 2027 net revenue and four times 2028 EBITDA, multiplied by 90%.

How could the Motomea investment affect BiomX (PHGE) shareholders?

The Motomea deal introduces potential dilution through 1,300,000 new restricted shares, subject to approvals. According to BiomX, the transaction adds specialized electric propulsion testing capabilities that may strengthen its unmanned systems portfolio and support its detection, analysis and response strategy.

What technologies does Motomea contribute to BiomX (PHGE) after the August 2026 deal?

Motomea contributes advanced electric motor testing and validation systems, including patented inertial dynamometer technology. According to BiomX, these systems measure torque, power, efficiency, temperature, vibration and electrical performance, helping evaluate UAV motors across speeds, loads and conditions before integration into aerial platforms.