VisionWave Holdings assigns SaverOne shares to Adrian Holdings in debt deal

VisionWave Holdings, Inc. (NASDAQ: VWAV) entered into an Assignment of Exchange Rights, Joinder and Partial Satisfaction of Note Agreement with Adrian Holdings S.R.L. on June 22, 2026, according to a company statement.

Under the agreement, VisionWave assigned to Adrian Holdings its right to receive 14,843,945,442 ordinary shares of SaverOne 2014 Ltd., with SaverOne issuing 14,843,952,000 shares to account for rounding requirements. The shares were issued directly to Adrian Holdings without passing through VisionWave's ownership at any point.

The assignment stems from two existing agreements. VisionWave and SaverOne had entered into an Exchange Agreement on January 26, 2026, under which SaverOne agreed to issue ordinary shares to VisionWave in three stages in exchange for VisionWave common stock. Separately, VisionWave had issued a $10,000,000 promissory note to Adrian Holdings in connection with an Asset Purchase Agreement dated January 5, 2026.

In exchange for the share assignment, the outstanding principal on the $10,000,000 promissory note will be reduced by an amount equal to 110% of the value of the assigned shares. The total note reduction is approximately $1.43 million, subject to adjustment under the terms of the agreement.

VisionWave stated that the assignment does not alter the total number of SaverOne ordinary shares issuable under the Exchange Agreement, nor does it modify the consideration owed to SaverOne. VisionWave remains obligated to deliver its common stock to SaverOne as consideration for the Stage 2 and Stage 3 closings.

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