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SaverOne (SVRE) targets Gryphen UAV stake with option to 53% control

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Form Type
6-K

Rhea-AI Filing Summary

SaverOne 2014 Ltd. has signed a non-binding term sheet for a strategic investment in Italian defense aviation company Gryphen Aircraft Industries, marking its entry into the military UAV market. SaverOne plans an initial €5.0 million investment for 33.3% of Gryphen’s fully diluted share capital, subject to due diligence and definitive agreements.

Upon achieving various milestones, the investment may increase to €8.33 million, with SaverOne holding an option, exercisable between nine and 24 months after closing, to raise its stake to 53% at a €30 million valuation. The partnership aims to accelerate development and commercialization of Gryphen’s Medium/High Altitude Long Endurance remotely piloted and optionally piloted military aircraft systems, leveraging Gryphen’s existing civil aircraft platform and production facilities.

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Insights

SaverOne outlines a staged, defense-focused investment in Gryphen via a non-binding term sheet.

SaverOne is expanding from transportation safety into defense by negotiating a strategic stake in Gryphen Aircraft Industries, an Italian maker of remotely piloted and optionally piloted aircraft systems. The initial plan is to invest €5.0 million for 33.3% of Gryphen’s fully diluted equity, subject to due diligence and definitive agreements.

The structure is staged: if milestones are met, SaverOne’s investment may rise to €8.33 million, with an option to reach 53% ownership at a €30 million valuation, exercisable between nine and 24 months after closing. This gives SaverOne potential control while pacing capital deployment.

The deal remains non-binding and is conditioned on corporate and regulatory approvals, execution of definitive agreements, and Gryphen’s milestone progress. The release cites industry estimates of a $40.6 billion global UAV market by 2030, but actual impact for SaverOne will depend on closing the transaction, product development, and market adoption of Gryphen’s MALE and optionally piloted platforms.

Initial investment €5.0 million Planned amount for 33.3% of Gryphen’s fully diluted share capital
Potential total investment €8.33 million Maximum SaverOne investment in Gryphen subject to milestones
Initial ownership stake 33.3% Equity in Gryphen from the initial €5.0 million investment
Optional majority stake 53% Ownership SaverOne may reach via option after closing
Implied valuation €30 million Valuation at which SaverOne’s option to 53% would be exercised
Global UAV market size $40.6 billion Industry estimate for 2030 UAV market, including strategic and MALE segments
Option exercise window 9–24 months Period after closing during which SaverOne may exercise option to 53%
Production facility size 4,000 sqm Gryphen’s aerospace manufacturing and flight-test facility in Italy
non-binding term sheet financial
"SaverOne 2014 Ltd. today announced that it has entered a non-binding term sheet for a strategic investment in Gryphen Aircraft Industries"
A non-binding term sheet is a written outline of the main points parties expect to agree on in a business deal, like price, structure and timing, but it is not a final, enforceable contract. Think of it as a handshake on paper that sets expectations and a roadmap for negotiation and due diligence. Investors watch these because they signal intent and basic economics of a potential transaction, but terms can change before a binding agreement is signed, so the initial outline is informative but not guaranteed.
Remotely Piloted Aircraft System (RPAS) technical
"Developing a NATO Class-3 & US Group-5 Medium/High Altitude Long Endurance (MALE) Remotely Piloted Military Aircraft Systems (RPAS/UAV)"
Medium/High Altitude Long Endurance (MALE) technical
"Medium/High Altitude Long Endurance (MALE) Remotely Piloted Military Aircraft Systems (RPAS/UAV)"
Optionally Piloted Aircraft (OPV/OPA) technical
"Gryphen combines an established aviation manufacturing base with an advanced Remotely Piloted Aircraft System (RPAS) and Optionally Piloted Aircraft (OPV/OPA) advanced development program."
Manned-Unmanned Teaming (MUM-T) technical
"Gryphen’s Optionally Piloted Aircraft (OPA) technology positions the Company at the forefront of the emerging Manned-Unmanned Teaming (MUM-T) concept"
Manned-unmanned teaming (MUM-T) is the coordinated operation of crewed platforms (like aircraft, ships, or ground vehicles) working together with unmanned systems (drones or autonomous vehicles) so each complements the other’s strengths. Think of it as a driver and a fleet of robotic assistants sharing tasks to cover more ground, reduce risk to humans, and improve mission speed and flexibility. For investors, MUM-T signals demand for new hardware, software, and integration services and can change cost structures, recurring revenue potential, and competitive positioning in defense and robotics markets.
forward-looking statements regulatory
"This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act and other securities laws"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

 

For the month of June 2026 (Report No. 3)

 

Commission file number: 001-41387 

 

 

 

SaverOne 2014 Ltd.

(Translation of registrant’s name into English)

 

Em Hamoshavot Rd. 94

Petah Tikvah, Israel

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒         Form 40-F ☐ 

 

 

 

 

 

 

The press release attached to this Form 6-K is hereby incorporated by reference into the registrant’s Registration Statements on Form S-8 (File No. 333-274455) and Form F-3 (File No. 333-274458333-263338 and 333-269260), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished

 

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CONTENTS

 

Attached hereto and incorporated herein is the Registrant’s press release issued on June 30, 2026, titled “SaverOne Enters the Military UAV Market: Signs Term Sheet to Acquire 33.3% of Gryphen Aircraft Industries, with an Option to Increase to 53% at a €30 Million Valuation”

 

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EXHIBIT INDEX

 

Exhibit No.   Description
99.1   Press released titled: “SaverOne Enters the Military UAV Market: Signs Term Sheet to Acquire 33.3% of Gryphen Aircraft Industries, with an Option to Increase to 53% at a €30 Million Valuation

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: June 30, 2026 SAVERONE 2014 LTD.
     
  By: /s/ Ori Gilboa
  Name:  Ori Gilboa
  Title: Chief Executive Officer

 

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Exhibit 99.1

 

 

SaverOne Enters the Military UAV Market:

 

Signs Term Sheet to Acquire 33.3% of Gryphen Aircraft Industries, with an Option to Increase to 53% at a €30 Million Valuation

 

Investment will accelerate Gryphen’s advanced Remotely Piloted Aircraft System (RPAS) development program, based on existing civilian aircraft platforms

 

Petah Tikvah, Israel, June 30, 2026 (GLOBE NEWSWIRE) -- SaverOne 2014 Ltd. (Nasdaq: SVRE; TASE: SVRE) today announced that it has entered a non-binding term sheet for a strategic investment in Gryphen Aircraft Industries Srl (“Gryphen”), an Italian aviation and defense technology company

 

Developing a NATO Class-3 & US Group-5 Medium/High Altitude Long Endurance (MALE) Remotely Piloted Military Aircraft Systems (RPAS/UAV), based on existing civilian aircraft platforms.

 

The proposed transaction represents an important step in SaverOne’s strategic expansion into the defense and security markets, following its previously announced strategic transaction with VisionWave Holdings, Inc (Nasdaq:VWAV).

 

Under the terms of the non-binding term sheet, SaverOne will initially invest €5.0 million in Gryphen in exchange for 33.3% of Gryphen’s fully diluted share capital, subject to due diligence, the execution of definitive agreements and customary closing conditions. Subject to various milestones, SaverOne will increase the investment to €8.33 million and finally have the right, exercisable within 24 months following closing but not earlier than nine months following closing, to increase its ownership in Gryphen to 53% based on Euro €30 million valuation.

 

Gryphen combines an established aviation manufacturing base with an advanced Remotely Piloted Aircraft System (RPAS) and Optionally Piloted Aircraft (OPV/OPA) advanced development program. Gryphen has over 30 years of aviation heritage, an existing 4,000 sqm production facility and over 1,000 aircraft manufactured aircraft over that period. Building on this strong industrial foundations, Gryphen is developing a complete remotely piloted aircraft system designed to convert existing civilian aircraft into reliable, Medium/High Altitude Long-Endurance (MALE) and cost-effective military platforms with high payload capacity for diversified missions. SaverOne’s investment is intended to accelerate the development, system integration, testing and commercialization efforts, targeting the growing military and tactical UAV market, where industry estimates project the global UAV market to reach approximately $40.6 billion by 2030 while the strategic and MALE UAV segment will hold a significant share.

 

 

 

 

 

 

Ori Gilboa, Chief Executive Officer of SaverOne, commented: “This potential investment marks SaverOne’s entry into the military UAV market and is highly synergistic with our recently announced expansion into defense and security, via our partnership with VisionWave. Gryphen brings an existing aviation manufacturing base, advanced RPAS development capabilities and a practical strategy to convert existing civilian aircraft into military platforms. We believe our investment creates a compelling growth opportunity for both Gryphen and SaverOne.”

 

Itai Terner, Founder and Chief Executive Officer of Gryphen Aircraft Industries, said: We are delighted to enter into this strategic framework with SaverOne. This collaboration marks a significant milestone in Gryphen’s growth strategy and reflects our shared vision of delivering innovative, cost-effective unmanned aviation solutions to global defense and security markets.

 

Gryphen combines Italy’s aerospace manufacturing heritage with an experienced international engineering team to develop a new generation of MALE unmanned aircraft systems. Our MALE / NATO Class-3 platform is designed to provide advanced operational capabilities at substantially lower acquisition and life-cycle costs than traditional systems, addressing the growing demand for scalable and affordable ISR and multi-mission solutions.

 

In parallel, Gryphen’s Optionally Piloted Aircraft (OPA) technology positions the Company at the forefront of the emerging Manned-Unmanned Teaming (MUM-T) concept, enabling operators to transition seamlessly between piloted and autonomous missions using a common aircraft platform.

 

With defense spending continuing to increase across NATO and allied nations, we believe Gryphen is well positioned to address evolving operational requirements. We expect our partnership with SaverOne to accelerate product development, market penetration, and commercialization, while creating long-term value for customers and shareholders alike.

 

About SaverOne

 

SaverOne is a technology company specializing in advanced transportation safety and RF-based sensing solutions. The Company designs, develops and commercializes OEM and aftermarket technologies that detect, locate and analyze cellphone RF signals using proprietary hardware, software, AI and algorithms.

 

SaverOne’s first commercial product line is designed to prevent vehicle accidents caused by driver distraction from mobile phone use. Building on the same core RF sensing platform, the Company is also developing solutions for vulnerable road user (VRU) detection under limited-visibility and non-line-of-sight conditions, based on the cellphone footprint of pedestrians and other road users.

 

SaverOne has recently expanded the potential applications of its RF sensing technology beyond transportation through its strategic transaction with VisionWave Holdings, Inc. (Nasdaq: VWAV), focused on integrating SaverOne’s RF capabilities into defense, homeland security and critical infrastructure applications.

 

About Gryphen Aircraft Industries Srl

 

Gryphen Aircraft Industries S.r.l. is an Italian aerospace and defense systems company focused on the design, manufacturing, integration, and commercialization of next-generation aircraft systems for defense, homeland security, and special mission applications.

 

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The Company develops complete airborne systems based on a common aircraft architecture capable of supporting piloted, optionally piloted, and fully autonomous operations. Its G750 family includes Remotely Piloted Aircraft Systems (G750-RPAS), Optionally Piloted Aircraft (G750-OPA), and Special Mission Platforms (G750-SMP), integrating advanced aircraft, mission payloads, autonomous technologies, communications, Ground Control Stations (GCS), and mission software into scalable, cost-effective operational solutions.

 

Derived from Gryphen’s existing civil aircraft platform, from which hundreds of aircraft have been manufactured and have accumulated hundreds of thousands of operational flight hours, the G750 family combines existing aviation heritage with next-generation autonomous capabilities to accelerate development, certification, and deployment.

 

Headquartered in the Friuli-Venezia Giulia region of northern Italy, Gryphen operates a 4,000-square-meter aerospace manufacturing and flight-test facility with direct access to a private runway, enabling integrated aircraft design, systems integration, manufacturing, testing, and flight validation from a single location.

 

defense.gryphen.eu

 

www.gryphen.it

 

Forward-Looking Statements

 

The term sheet is non-binding and remains subject to due diligence, execution of definitive agreements, required corporate and regulatory approvals, and other customary conditions. There can be no assurance that the parties will enter into definitive agreements, that the proposed transaction will be completed, that Gryphen will achieve its milestones, or that SaverOne will exercise its option to increase its ownership in Gryphen.

 

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act and other securities laws that are subject to substantial risks and uncertainties. All statements, besides those of historical fact, contained in this press release are forward-looking. Forward-looking statements contained in this press release include but are not limited to, statements regarding SaverOne’s strategic and business plans, technology, relationships, objectives, and expectations for its business, the impact of trends on and interest in its business, intellectual property or product and its future results, operations, and financial performance and condition and may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” “will” “would,” or the negative of these words or other similar expressions. However, not all forward-looking statements contain these words. Forward-looking statements are based on SaverOne’s current expectations and are subject to inherent uncertainties, risks, and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions about future events that may not prove accurate. Many factors could cause SaverOne’s actual activities or results to differ materially from those anticipated in such forward-looking statements. Factors that could cause actual results to differ materially from those expressed or implied in such forward-looking statements include, but are not limited to: SaverOne’s completion of due diligence and the execution of definitive agreements with Gryphen; market acceptance of any future defense related products; SaverOne’s planned level of revenues and capital expenditures and its ability to continue as a going concern; SaverOne’s ability to maintain its listing on the Nasdaq Capital Market; SaverOne’s plans to continue to invest in research and development to develop technology for both existing and new products; acceptance of its business model by investors; the ability to correctly identify and enter new markets; the impact of competition and new technologies; general market, political and economic conditions in the countries in which SaverOne operates; projected capital expenditures and liquidity; SaverOne’s intention to retain key employees, and its belief that it will maintain good relations with all employees; as well as other risks and uncertainties, including, but not limited to, the risks detailed in the Company’s Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 27, 2026  and in subsequent filings with the SEC. Forward-looking statements in this announcement are made as of this date, and SaverOne undertakes no duty to update such information except as required under applicable law.

 

International Investor Relations Contact:

 

Ehud Helft
+1 212 378 8040
saverone@ekgir.com

 

Source: SaverOne 2014 Ltd.

 

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FAQ

What strategic transaction did SaverOne (SVRE) announce with Gryphen Aircraft Industries?

SaverOne signed a non-binding term sheet to make a strategic investment in Gryphen Aircraft Industries. It plans to invest €5.0 million initially for 33.3% of Gryphen’s fully diluted share capital, with potential to increase both the investment amount and ownership stake if conditions are met.

How much will SaverOne (SVRE) initially invest in Gryphen and what stake will it receive?

SaverOne plans an initial €5.0 million investment in Gryphen Aircraft Industries for a 33.3% stake. This percentage refers to Gryphen’s fully diluted share capital and is subject to due diligence, execution of definitive agreements, and customary closing conditions before the investment can be completed.

Can SaverOne (SVRE) increase its ownership in Gryphen beyond 33.3%?

SaverOne may increase its ownership in Gryphen up to 53% at a €30 million valuation. This is structured as an option, exercisable within 24 months after closing but not earlier than nine months, and depends on milestones and other agreed conditions being satisfied.

What is the total potential investment SaverOne (SVRE) may make in Gryphen?

SaverOne’s investment could rise to €8.33 million if various milestones are achieved. The structure starts with a €5.0 million initial investment and contemplates additional funding, alongside an option to reach majority ownership in Gryphen at a predefined €30 million valuation.

How does this Gryphen deal fit SaverOne (SVRE)’s broader strategy?

The proposed Gryphen investment supports SaverOne’s expansion into defense and security markets. It builds on an earlier strategic transaction with VisionWave Holdings and aims to apply SaverOne’s RF-sensing expertise to military UAV applications alongside Gryphen’s MALE and optionally piloted aircraft platforms.

What market opportunity is referenced for SaverOne (SVRE)’s military UAV expansion?

The release cites industry estimates of a global UAV market reaching about $40.6 billion by 2030. Within this outlook, the strategic and Medium/High Altitude Long Endurance UAV segment is expected to hold a significant share, providing context for the Gryphen partnership focus.

Is the Gryphen investment by SaverOne (SVRE) already definitive and closed?

No, the Gryphen transaction is based on a non-binding term sheet and is not yet closed. It remains subject to due diligence, execution of definitive agreements, required corporate and regulatory approvals, and other customary conditions before any investment or ownership change occurs.

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