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Malam-Team Ltd. M&A Activity 2026

Feb 4, 2026

6901_rns_2026-02-04_8e6137d3-df12-48ee-97e5-6dccba6eec8a.pdf

M&A Activity

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Malam-Team Ltd. ("the Company") February 4, 2026

To To

Tel Aviv Stock Exchange Ltd. 2 Ahuzat Bayit Street Israel Securities Authority 22 Kanfei Nesharim Street

Tel Aviv – Yafo Jerusalem

Dear Sirs/Madams,

Re: Signing of a (non-binding) memorandum of understanding for the sale of an unlimited software usage license to an insurance company

The Company is pleased to hereby update that on February 3, 2026, a (non-binding) memorandum of understanding was signed between Comtech Ltd. ("Comtech"), a wholly-owned subsidiary of the Company, which provides insurance companies with a core system and end-toend solutions for general and health insurance, and an insurance company in Israel ("the Insurance Company"), for the sale of an unlimited usage license (for internal use only) in the source code of Comtech's insurance core system used by, among others, the Insurance Company, including unique developments developed for the Insurance Company which are used by the Insurance Company ("the Usage License" and "the Source Code", respectively). Comtech may continue the development of the Source Code for the Insurance Company, in accordance with the Insurance Company's requirements as they may be from time to time, and against payment.

In consideration for the Usage License, the Insurance Company will pay Comtech a sum of approximately NIS 45 million ("the Consideration"), plus VAT, and according to the Company's assessment, the completion of the transaction is expected to yield it a profit (before tax) in an amount close to the Consideration. For the sake of completeness, it will be noted that upon completion of the transaction, insofar as it is completed, the annual maintenance fees paid by the Insurance Company to Comtech, in an amount that is not material to the Company, will be discontinued.

Within the framework of the memorandum of understanding, customary terms for transactions of this type were agreed upon, including the period during which the parties will work towards formulating a detailed agreement for the execution of the transaction.

It should be clarified that there is no certainty that the memorandum of understanding will mature into a final and binding agreement. The signing of a binding agreement will be subject, among other things, to receiving the approval of the authorized organs of the parties. Furthermore, the information stated in this immediate report above regarding the effect of the transaction, insofar as it is completed, on the Company's financial results, including the profit expected for the Company, is forward-looking information, as this term is defined in the Securities Law, 5728-1968, which assumes, among other things, the completion of the transaction, and it is based, among other things, on the information available to the Company as of this date and the Company's assessments, which may not materialize, in whole or in part, or may materialize in a manner different than expected.

Sincerely,

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This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer. .

By: Ilan Toker, Co-CEO

and the Senior officer in the field of finance

2/4/2026 | 6:02:49 AM