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
As of July 13, 2015
Commission File Number 000-29360
RiT TECHNOLOGIES LTD.
(Translation of registrant's name into English)
24 Raoul Wallenberg Street, Tel Aviv 69719, 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 S 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): £
____________________
This Report on Form 6-K is hereby incorporated by reference into the Registrant's Registration Statements on Form S-8 (File Nos. 333-90750, 333-117646, 333-141680, 333-169241 and 333-200999) and Form F-3 (File Nos. 333-183566 and 333-190443), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
CONTENTS
This Form 6-K consists of the following documents:
Press release dated July 7, 2015: RiT Technologies Names Yossi Ben-Harosh President and Chief Executive Officer
A copy of the press release is attached as Exhibit 99.1 to this Form 6-K.
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Press release dated June 30, 2015: RiT Technologies Reports Financial Results for the First Quarter of 2015
A copy of the press release is attached as Exhibit 99.2 to this Form 6-K.
SIGNATURE
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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RiT TECHNOLOGIES LTD.
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Date: July 13, 2015
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By:
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/s/ Eran Erov |
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Eran Erov, VP Finance
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EXHIBIT INDEX
Exhibit Number Description of Exhibit
99.1
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Press release dated July 7, 2015: RiT Technologies Names Yossi Ben-Harosh President and Chief Executive Officer
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99.2
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Press release dated June 30, 2015: RiT Technologies Reports Financial Results for the First Quarter of 2015
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Page 2 of 2
Exhibit 99.1
RiT Technologies Names Yossi Ben-Harosh President
and Chief Executive Officer
Tel Aviv, Israel, July 7, 2015 – RiT Technologies Ltd. (NASDAQ: RITT), a leading provider of IIM and structured cabling solutions and the developer of an innovative indoor optical wireless technology solution (Beamcaster), today announced that its Board of Directors has unanimously approved the appointment of Yossi Ben-Harosh as President and Chief Executive Officer, effective immediately. Mr. Ben-Harosh replaces Motti Hania, who has resigned to pursue other opportunities.
“The Board of Directors is excited that Yossi has agreed to join RiT and eager to work closely with a proven leader during this important and exciting time in our history. Yossi brings to RiT tremendous experience and success gained during his more than 20 years as an executive in the high-tech industry," said Sergey Anisimov, Chairman of RiT Technologies. “On behalf of the Board, I would like to thank Motti Hania for his service during a very challenging period for RiT. I wish him all the best in his future endeavors.”
Motti Hania said, “Throughout my tenure, I have worked closely with the Board to assemble an effective team and develop new, innovative products, with the goal of enabling RiT to achieve sustainable growth. With RiT moving positively towards stable growth, I believe the time is right to transition to a new leader that brings both the necessary energy and experience to drive further improved results. I am grateful to the Board of Directors for their active participation and cooperation in helping develop a thoughtful turnaround plan for the Company.”
Mr. Ben-Harosh, 52, held roles of increasing responsibility over the past six years with Amdocs, most recently serving as President of the Global Operation Division and preceding that, he was President of Global Customer Operations Management. Prior to joining Amdocs in 2009, Mr. Ben-Harosh was President and CEO of Telrad Networks LTD from 2006 – 2009. Before joining Telrad, he served as a project manager at TEVA Pharmaceutical Industries LTD. Mr. Ben-Harosh holds an MBA from Bar-Ilan University and a bachelor’s degree in Industrial Engineering & Management from Ben-Gurion University.
Mr. Ben-Harosh said, “Having made favorable progress within its core network infrastructure business over the past year, coupled with the positive strides it has made with Beamcaster, RiT is well-positioned to accelerate growth. I look forward to setting both the strategic direction and leading the team to increased success and continuing to improve RiT’s added-value to our customers.”
About RiT Technologies
RiT Technologies (NASDAQ: RITT), is a leading provider of IIM and structured cabling solutions and a developer of an innovative indoor optical wireless technology solution. The RiT IIM products provide network utilization for data centers, communication rooms and work space environments. They help companies plan and provision, monitor and troubleshoot their communications networks, maximizing utilization, reliability and physical security of the network while minimizing unplanned downtime. The RiT solutions are deployed around the world, in a broad range of organizations, including data centers in corporate organizations, government agencies, financial institutions, airport authorities, healthcare and education institutions and more. Our BeamCaster™ product is an innovative indoor optical wireless networking technology solutions, designed to help customers streamline deployment, reduce infrastructure design, installation and maintenance complexity and enhance security in a cost effective way. RiT’s shares are traded on the NASDAQ Capital Market under the symbol RITT. For more information, please visit: www.rittech.com
Forward-Looking Statements
In this press release, all statements that are not purely about historical facts, including, but not limited to, those in which we use the words “believe,” “anticipate,” “expect,” “plan,” “intend,” “estimate", "forecast", “target”, “could” and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements due to numerous important factors, including, but not limited to, those described under the heading “Risk Factors” in our most recent Annual Report filed with the Securities and Exchange Commission (SEC) on Form 20-F, which may be revised or supplemented in subsequent reports filed with the SEC. These factors include, but are not limited to, the following: our ability to raise additional financing, if required; the continued development of market trends in directions that benefit our sales; our ability to maintain and grow our revenues; our dependence upon independent distributors, representatives and strategic partners; our ability to develop new products and enhance our existing products; the availability of third-party components used in our products; the economic condition of our customers; the impact of government regulation; and the economic and political situation in Israel. Except as otherwise required by applicable law, we expressly disclaim any obligation to update the forward-looking statements in this press release, whether as a result of new information, future events or otherwise.
For more information, please contact:
Company Contact:
Eran Erov, VP finance
+972-77-270-7203
eran.erov@rittech.com
Investor Relations Contacts:
KCSA Strategic Communications
Jeffrey Goldberger
212-896-1249
ritt@kcsa.com
Exhibit 99.2
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RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
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RiT Technologies Reports Financial Results for the First Quarter of 2015
Tel Aviv, Israel – June 30, 2015 – RiT Technologies Ltd. (NASDAQ CM: RITT), a leading provider of IIM and structured cabling solutions and a developer of an innovative indoor optical wireless technology solution (Beamcaster), today announced its unaudited financial results for the first quarter ended March 31, 2015.
Financial Results for the First Quarter 2015
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Revenues increased to $3.39 million, up 68.0% compared to $2.02 million for the first quarter of 2014; and up 267.0% compared to $0.92 million for the fourth quarter of 2014.
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Total operating expenses decreased to $1.47 million, down 45.0% compared to $2.68 million for the first quarter of 2014; and down 38.2% compared with $2.38 million for the fourth quarter of 2014.
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Net income was $18,000, or $0.0012 per basic and diluted share, compared with a net loss of $1.89 million, or ($0.15) per basic and diluted share in the first quarter of 2014; and compared with a net loss of $3.17 million, or ($0.20) per basic and diluted share in the fourth quarter of 2014.
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Cash and cash equivalents were $2.49 million as of March 31, 2015, compared with $1.6 million as of December 31, 2014.
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“During the first quarter of 2015, RiT benefited from the efficiency program we launched in 2014, which enabled us to significantly reduce our operational costs,” noted Motti Hania President & CEO. “Moreover, based on the recent signing of a number of important agreements, we are starting to gain strong traction with our sales efforts, which in turn could lead to an improved sales trajectory.”
“In addition, our enhanced Indoor Wireless Optical Network (IWON) technology represents a new opportunity for RiT to offer unique solutions for industrial applications and for open space environments with our Beamcaster 2.0. We recently announced our next generation network solution that combines wireless and wire network with high bandwidth (1G, 10G), high security, and ease of installation," concluded Mr. Hania.
About RiT Technologies
RiT Technologies (NASDAQ: RITT), is a leading provider of IIM and structured cabling solutions and a developer of an innovative indoor optical wireless technology solution. The RiT IIM products provide network utilization for data centers, communication rooms and work space environments. They help companies plan and provision, monitor and troubleshoot their communications networks, maximizing utilization, reliability and physical security of the network while minimizing unplanned downtime. The RiT solutions are deployed around the world, in a broad range of organizations, including data centers in corporate organizations, government agencies, financial institutions, airport authorities, healthcare and education institutions and more. Our BeamCaster™ product is an innovative indoor optical wireless networking technology solutions, designed to help customers streamline deployment, reduce infrastructure design, installation and maintenance complexity and enhance security in a cost effective way. RiT’s shares are traded on the NASDAQ Capital Market under the symbol RITT. For more information, please visit: www.rittech.com
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RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
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Safe Harbor Statement
In this press release, all statements that are not purely about historical facts, including, but not limited to, those in which we use the words “believe,” “anticipate,” “expect,” “plan,” “intend,” “estimate", "forecast", “target”, “could” and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements due to numerous important factors, including, but not limited to, those described under the heading “Risk Factors” in our most recent Annual Report filed with the Securities and Exchange Commission (SEC) on Form 20-F, which may be revised or supplemented in subsequent reports filed with the SEC. These factors include, but are not limited to, the following: our ability to raise additional financing, if required; the continued development of market trends in directions that benefit our sales; our ability to maintain and grow our revenues; our dependence upon independent distributors, representatives and strategic partners; our ability to develop new products and enhance our existing products; the availability of third-party components used in our products; the economic condition of our customers; the impact of government regulation; and the economic and political situation in Israel. Except as otherwise required by applicable law, we expressly disclaim any obligation to update the forward-looking statements in this press release, whether as a result of new information, future events or otherwise.
Company Contact:
Eran Erov, VP finance
+972-77-270-7203
eran.erov@rittech.com
Investor Relations Contacts:
KCSA Strategic Communications
Jeffrey Goldberger
212-896-1249
ritt@kcsa.com
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RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
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Three Months Ended March 31,
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2015
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2014
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Sales
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3,387 |
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2,016 |
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Cost of sales
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1,879 |
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1,204 |
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Gross profit
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1,508 |
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812 |
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Operating expenses
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Research and development, net
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375 |
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687 |
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Sales and marketing, net
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743 |
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1,156 |
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General and administrative
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356 |
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835 |
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Total operating expenses
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1,474 |
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2,678 |
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Operating margin
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34 |
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(1,866 |
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Financing loss, net
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(16 |
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(26 |
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Margin before income tax expense
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18 |
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(1,892 |
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Net Margin
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18 |
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(1,892 |
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Net Loss Per Share - Basic and Diluted
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0.00 |
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(0.15 |
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Weighted Average Number of Ordinary
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Shares Outstanding - Basic and Diluted
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15,541,306 |
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12,763,218 |
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RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
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RIT TECHNOLOGIES LTD.
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CONSOLIDATED BALANCE SHEETS (US GAAP)
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(U.S. dollars in thousands)
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March 31,
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December 31,
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2015
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2014
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US$ thousands
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US$ thousands
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Assets
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Current Assets:
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Cash and cash equivalents
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2,486 |
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1,604 |
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Trade receivables, net
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3,147 |
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1,680 |
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Other current assets
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551 |
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335 |
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Inventories
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3,428 |
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3,617 |
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Total Current Assets
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9,612 |
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7,236 |
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Assets held for severance benefits
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942 |
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967 |
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Intangible assets
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122 |
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Property and equipment, net
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443 |
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471 |
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Total Non-Current Assets
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1,507 |
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1,438 |
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Total Assets
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11,119 |
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8,674 |
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Liabilities and Shareholders' Equity
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Current Liabilities:
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Trade payables
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1,156 |
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967 |
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Other payables and accrued liabilities
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1,712 |
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1,554 |
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Total Current Liabilities
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2,868 |
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2,521 |
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Principal shareholder convertible loan
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3,000 |
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1,000 |
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Liability in respect of employees' severance benefits
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1,193 |
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1,224 |
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Total Non-Current Liabilities
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4,193 |
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2,224 |
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Total Liabilities
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7,061 |
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4,745 |
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Commitments and Contingencies
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Shareholders' Equity:
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Share capital
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3,384 |
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3,384 |
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Treasury stock
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(27 |
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(27 |
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Additional paid-in capital
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72,350 |
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72,239 |
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Accumulated deficit
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(71,649 |
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(71,667 |
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Total Shareholders' Equity
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4,058 |
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3,929 |
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Total Liabilities and Shareholders' Equity
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11,119 |
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8,674 |
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Page 4 of 4
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