Hadasit Bio-Holdings Ltd.

HBL
(Tel Aviv Stock Exchange: HDST(

July 2008

Forward Looking Statements

This document/presentation contains forward looking statements. Words such as estimates, expects, intends, plans, believes and terms of similar substance used in connection with any discussion of future operational performance or financial results, identify forward looking statements.
Such statements are subject to risks and uncertainties that could cause the actual results to differ materially from these statements. The forward-looking statements contained herein speak only as of the date of this document. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with regard thereto or to reflect any change in events, conditions or circumstances on which any such forward-looking statement is based, in whole or in part. This document does not constitute or form any part of any offer or invitation to sell, or any solicitation of any offer to purchase or subscribe for any shares in Hadasit Bio-Holdings Ltd. or any of its affiliated entities nor shall it form the basis of, or be relied on in connection with, any contract therefore.
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July 2008

The Value Chain in Israeli Biotech

Strategic Partnering Academy & TTOs Govt. Support Specialized Angels & VCs Public Investment Co.

Incubation

Clustering

Yeda
Yissum Ramot BG Negev

Meytav
Rad-BIO Naiot CapitalPoint

OCS

Bioline
Biomedix

Ofer HT
Glenrock Coronis Pontifax

BioLight
Clal Bio Maayan

Magnet
BIRD Bio-Disc

HMO Bio-Park

HBL

Hadasit

BriTech

Support: GMP, Regul., CRC, Underwriting, IPOs, PR/IR, Analysis, Market-making,

HBL - Company Profile

Holdings in early-stage biotech companies (until completion of Phase I) 10 companies All IP developed at Hadassah 3 areas (Oncology, Auto-immune diseases, Tissue engineering / Stem cells) Criteria Demonstration of Proof of Concept, Blockbuster Market Exit strategy - at end of Phase I Leveraging Hadassah Hospital Source of Intellectual Property and future investment opportunities Skilled personnel, infrastructure, GMP facilities and clinical trials Established: September 2005 Traded: Tel Aviv Stock Exchange (HDST) since January 2006 Investment rounds: IPO (January 2006) $ 8 m Convertible Bonds (August 2006) $ 10 m , $ 5 m converted (Feb. 2007) Strategic Investment (May 2007) - $ 2 m (Consensus Business Group) Stockholders: Hadasit (owned by Hadassah) (52%), public (43%), CBG - (5%)

HBL Structure (7/08)

100%
Drug Engineering

Public 43% 52%

ConjuGate

30%

H.B.L Ltd.

C.B.G 5%

22%
Thrombo tech

66%

25%

34%

4.5%
Forticell Bio. (Nasdaq)

75%

100%

80%

92%

Incure

TK Signal (UK)

Cell Cure

Verto

ProtAb

KAHR

Tolarex

Oncology

Tissue Engineering and Stem-cell Medicine

Auto-immune Disease

4 Key Building Blocks F.I.M.S

Finance IPO Bond I.P. Hadassah 50 new Patents per year Partnering Heb.U. Mgt. Experienced Managers All HMO Experts Seasoned Pharma + VC Execs. Ph.Ds / M.Ds Space Bio-Park: 6 floors of 1,500 m2 o Fully customized for Biotech companies GMP, GLP, Animal facilities, Phase I center

PIPE - CBG
OCS Venture Philanthropy FP7 NIH

U.PENN

2008 Value Adding Milestones

KAHR HBL Investment, 5 New Compounds from UPENN, OCS approval for $ 400 K, new VP, external investment Tolarex HBL Investment, IND approval from FDA, Phase I start, external investment ProtAb Completion of humanization external investment TK Signal Preparation for Phase I, Phase I start Verto Completion of Phase I trial, strategic partnership Incure Expansion of trial data, Exit via strategic partnership ConjuGate External Investment, Manuf., Phase I start BiolineRx 2 X Phase II completions (BL1020, BL1040) HBL Investment ($ 5-7 M)
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Hadassah Bio-Park - 2008

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First medical center on-site bio park custom built for life science companies (including labs,Phase I center) Building upon infrastructure of Hebrew U. Med. School and Hadassah University Hospital (conducting more than 50% of all translational medicine research in Israel) HU conducts over 40% of all Biotechnology research in Israel. Hadassah Ein-Kerem campus includes Med. and Dentistry schools, Nursing, Pharmacy & HBL Public Health schools First building to include 6 floors: total available space 10,000 m2 Jerusalem municipality and JDA provide significant financial incentives: tax breaks and grants 5 HBL companies (+ HQ) to relocate

Investment Strategy
High return on investment through investments before the first clinical phase (Phase I)
After proof of concept in animals and before completion of Phase I Value multipliers: X 10 to X 50 Midway Exit planned after Phase I, clear dividend policy

Product target markets measured in the billions of dollars (Blockbuster)

Oncology, tissue engineering, stem-cell medicine, auto-immune diseases Answer to Unmet Clinical Needs (not improvement of existing drugs)

Risk Management
Dispersing risk through a portfolio of 9 companies in different fields

Professional identification of investments and guidance of the companies by a team of technology and business experts Reducing company burn-rate by utilizing the infrastructure of Hadassah Hospital for development and clinical research Huge pool of future investment options (IP) getting in at ground level with rapid increase in value

1 Focus - Return on Investment

HBLs Sweet Spot Highest rate of success vis--vis required investment At Phase I Increase in value of 10x to 30x

% required investment
Odds that company will advance from this phase to the next Percent of total investment Required investment $m Years

Approval

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The Biggest Growth in Value Has Been at Clinical Proof of Concept

Phase I/II Deals
$700 $600 $500

Upfront only (No milestones or royalties) Ave. of 35 M

20 18 16

$ Upfront Total No. of Deals

No. of Transactions

14 12 10

$ Millions

$400 $300 $200 $100

8 6 4 2

$0 2001 2002 2003 2004 2005 2006

SOURCE: Windhovers Strategic Transactions Database, June 2007

2 Market Size
Company
Thrombotech ConjuGate KAHR Medical Protab TK-Signal Cell Cure NeuroSciences Incure Tolarex
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Market size in billions

Unmet clinical needs

Field/Treating
Thrombosis, Myocardial Infarction Drug Reformulation Systemic infections Cancer, Inflammatory Diseases Inflammatory and Autoimmune Disease Cancer Monitoring and Cure Cell Therapy Parkinson Disease and MS Cancer Diagnostics and cure processes Graft Vs. Host Disease Lupus Therapy

Market Size
Stroke US$ 500 mm; Cardiac Arrest US$ 1 billion Systemic infections US$ 6 billion Cancer + Autoimmune diseases US$ 5 billion; RA US$ 5 billion; Diabetes US$ 3 billion Diagnostics US$ 1 billion; Treatment related drugs US$ 6 billion Parkinson US$ 1 billion MS - US$ 1 billion Diagnostics US$ 500 mm; Treatment related drugs US$ 2 billion US $300 mm; Autoimmune disease US$ 20 billion US$ 2 billion

Verto

Management
Dr. Rafi Hofstein - Chairman of the Board. President and CEO of Hadasit Ltd., the Technology Holdings Company of Hadassah Medical Organization. Ex-President of Mindsense Biosystems Ltd. Business Unit Director of Ecogen Inc., Langhorne PA after serving as the Scientific Director of its Israel office. Ph.D. and M.Sc. in lifesciences and chemistry from the Weizmann Institute of Science, B.Sc. in chemistry and physics from the Hebrew University in Jerusalem. Dr. Hofstein completed postdoctoral training at the Harvard Medical School in Boston, MA, in the departments of biological chemistry and neurobiology. Founder of ILSI, advisor to Israeli Govt., BoDs: Breath ID, Evogene, Bioline, ConjuGate, KAHR, ProtAb, Tolarex. Adv. Ophir Shahaf - CEO. Appointed March 2007 after serving as VP of the Company since Jan. 2006. Ex-VP business development at Protalix Biotherapeutics Ltd. Part of the founding and management team of Clal Biotechnology Industries Ltd. as VP and general counsel. LL.B. from Tel Aviv University, MBA from the Stern School of Business at New York University. Teaches biotechnology entrepreneurship and management, fellow of the Merage Foundation at Irvine, CA. BoDs: Tolarex, ProtAb, Biokine, Thrombotech, ConjuGate.
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Board of Directors / Advisory Board

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Prof. Shlomo Mor-Yosef, HMO Director General Yuval Cohen, Fortissimo Private Equity Doron Debbie (Consensus Business Group) Tsipi Gal-Yam (External) Yaron Kulas (External)
Prof. Ruth Arnon (Weizmann) Steven G. Burrill Burrill & Co. Tamar Howson (Bristol Myers Squibb, LexPharma) Mary Tanner (Biogen, NY Hedge Funds) Jonathan Silverstein (Orbimed VC) Jonathan Fleming (Oxford Biopartners VC) Cheryl Reicin (Torys LLP)

All department heads and leading physicians of HMO

External Investments in Companies

2 Major Strategic Investors / Partners have Invested in HBL Portfolio Companies, : TEVA Pharmaceutical Industries - $ 1 M in Cell Cure NeuroSciences (Aug. 2007) Recognition of leadership in HESC field Attractive terms for company (value, rights) Significant role in R&D, production and regulation Clal Biotechnology (CBI) Option Exercise + additional in Thrombotech (Sept. 2007) $ 750 K exercise fee + $ 500 K in follow on round Major shareholder participation (Total $ 1.75 M) Sufficient to complete Phase I trials (Stroke / MI) Experienced CEO and Chairman recruited
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HBL Product Pipeline (7/08)

Phase III PMA Pha. II Phase I / II Phase I IND Prep. Efficacy in Animal Models Lead Selection Discovery

Indication

Product

Company

Done

Lupus Graft Vs. Host Disease Multiple Myeloma Reum. Arth. Inf. B. Disease Hard-to-heal Wounds Early Stage Cancer detect Multiple Scel. Parkinson Auto Immune Disease Myocardial. Infar. Stroke Acute MI Prostate C Systemic Infections

Luposorb

Verto Tolarex TK Signal ProtAb Forticell Incure CellCure KAHR Thromb. BiolineRx ConjuGate

ApoCell Fenol Dopam AP6 OrCell / FMB's PR Marker Neural Progen. TSCP's TBT218 BL1040 BL2030 Ampho. B

Progress in Portfolio Companies (I)

Cell Cure NeuroSciences
Investment agreement with TEVA ($ 1 M at $ 13 pre-$) HBL holdings increased to 34.5% All IP related to Neurological Disorders (Parkinson, MS, Alzheimers) permanently released and owned by the company Receipt of $ 2 M in "soft funding" Michael J. Fox, ALS, Beresheet, OCS New VP of R&D, 4 additional researchers (>20 employees overall)

Verto
Completion of Phase I/II trial 10 patients w. no side effects, measurable therapeutic benefits. Trial complete analysis and preparation of final report - ongoing. Discussions with potential strategic partners awaiting additional clinical data
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Progress in Portfolio Companies (II)

ProtAb (PTK)
Humanization and production of the lead antibody underway (Antitope Cambridge, UK). First samples arrived and tested. OCS approved 60% of R&D budget ($ 500 K). Discussions with private and VC investors. Significant interest from strategic partners.

Thrombotech
Closed investment following option agreement with CBI ($ 1.75 M), including 300 K from HBL. Recruited experienced CEO and Chairman. Full set of pre-clinical and toxicology trials repeated in "external" lab with excellent results
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Progress in Portfolio Companies (III)

Tolarex (PTK)
Advanced preparations for clinical trial Q1/08, Passed IRB, awaiting MOH approval and pre-IND at the FDA Additions of personnel (7) and equipment. OCS approved R&D budget of $ 1.1 M (60% support) CEO experience in drug development (Alon Moran BioMass)

KAHR Medical (PTK)

Negotiations with U. Penn for significant expansion of IP basis (5 new Compounds, based on TSCPs - immune-related proteins) Additional investment by HBL, Application for OCS support Manufacturing contracts signed with Cobra and Invitrogen CEO Ex-VP of Compugen (Dr. Noam Shani)
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Progress in Portfolio Companies (IV)

Incure
Expansion of ELISA study 40 patients. Groups added: elders, smokers, pregnant. Data showing detection of cancer metastases via blood sample. Negotiation with US strategic partner licensing & financing deal. Next step commercialization via design of diagnostic kit

ConjuGate Ltd.
Platform targeted at unmet need highly toxic drugs with adverse side effects Products to improve efficacy while eliminating toxicity, close to phase I with lead product Leading scientists, strong IP, 3 batches already produced. Significant equity (33%), BOD representation (2 of 5) and leading position in BD effort.
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Financial Data
$ 3.0 in cash, as of 1/6/08 3 Leading companies (PTK) raising between $ 3-5 M each All companies show major progress since HBL Investment Timeline: 3 companies in Phase I within 12-18 months Pipeline Potential: exclusive mandate (first look) for IP from 1,200 MDs/PhDs at Hadassah, 250 patents yearly Top-notch science, IP protection, management HMO infrastructure allows for efficient financing, low BR

Current PIPE $ 5-7 M at par + warrants. Commitment from Hadassah, CBG and other key shareholders to participate.
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Summary


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All companies are funded by HBL, partners Leverage of soft funds: OCS, research foundations Science, IP and Infrastructure HMO Key milestone events expected (Phase I, analyst coverage and external investment) Validation of strategic model via external strategic investors (CBG, Teva, CBI) Clear Exit strategy at end of Phase I NAV = 65% discount. Target of 7.5 NIS. Share price allows major appreciation linked to milestones

Thank You

Ophir Shahaf, CEO Hadasit Bio-Holdings Ltd. Tel.: +972-54-520-1177

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