Report of Foreign Issuer (6-k)
May 18 2017 - 4:29PM
Edgar (US Regulatory)
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 OF
THE
SECURITIES EXCHANGE ACT OF 1934
For
the month of May 2017
Commission
File Number: 001-36903
KORNIT
DIGITAL LTD.
(Translation
of registrant’s name into English)
12
Ha’Amal Street
Park
Afek
Rosh
Ha’Ayin 4824096, Israel
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form
20-F ☒ Form 40-F ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
EXPLANATORY
NOTE
On
May 16, 2017, Kornit Digital Ltd. (the “Company”) entered into an underwriting agreement (the “Underwriting
Agreement”), with Barclays Capital Inc. and Citigroup Global Markets Inc. (the “Underwriters”), and Fortissimo
Capital Fund II (Israel), L.P. (“Fortissimo”), relating to an underwritten public offering (the “Offering”),
of 4,250,000 shares of the Company being sold by Fortissimo. The offering price to the public is $20.60 per share. Fortissimo
has granted the Underwriters a 30-day option to purchase up to an aggregate of 637,500 shares at the public offering price. The
Offering is expected to close on or about May 19, 2017.
The
foregoing description of the Underwriting Agreement is only a summary and is qualified in its entirety by reference to the Underwriting
Agreement, a copy of which is attached as Exhibit 1.1 to this Form 6-K.
The
Offering is being made pursuant to the Company’s effective registration statement on Form F-3 (File No. 333-215404),
previously filed with the Securities and Exchange Commission (the “SEC”). The Company has filed a final
prospectus supplement dated May 16, 2017, relating to the Offering, with the SEC.
On
May 15, 2017, the Company issued a press release titled, “Kornit Announces Launch of Secondary Public Offering of Ordinary
Shares.” A copy of this press release is attached as Exhibit 99.1 to this Form 6-K.
On
May 16, 2017, the Company issued a press release titled, “Kornit Announces Pricing of Secondary Public Offering of Ordinary
Shares.” A copy of this press release is attached as Exhibit 99.2 to this Form 6-K.
This
Report of Foreign Private Issuer is incorporated by reference in the Company’s registration statements on Form F-3, SEC
file number 333-215404, filed with the SEC on January 3, 2017, and on Form S-8, SEC file numbers 333-217039, 333-214015 and 333-203970,
filed with the SEC on March 30, 2017, October 6, 2016 and May 7, 2015, respectively.
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.
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KORNIT DIGITAL LTD.
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Date: May 18, 2017
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By:
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/s/ Guy Avidan
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Name: Guy Avidan
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Title: Chief Financial Officer
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Exhibit
Index
Exhibit
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Description
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1.1
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Underwriting Agreement, dated as of May 16, 2017, by and among the Company, Barclays Capital Inc. and Citigroup Global Markets Inc., and Fortissimo Capital Fund II (Israel), L.P.
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5.1
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Opinion of Meitar Liquornik Geva Leshem Tal, Israeli counsel to the Company, as to the validity of the ordinary shares (including consent).
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23.1
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Consent of Meitar Liquornik Geva Leshem Tal (included in Exhibit 5.1.)
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99.1
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Press release dated May 15, 2017 and titled, “Kornit Announces Launch of Secondary Public Offering of Ordinary Shares.”
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99.2
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Press release dated May 16, 2017 and titled, “Kornit Announces Pricing of Secondary Public Offering of Ordinary Shares.”
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