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 November 25, 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333-183566 and 333-190443), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.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:
 
Press release dated November 24, 2015: RiT Technologies Reports Third Quarter and Nine Months 2015 Results
 
A copy of the press release is attached as Exhibit 99.1 to this Form 6-K.
 
Press release dated November 18, 2015: RiT Forms Strategic Alliance With Yoga Automation Private Limited to Improve Network Intelligence and Flexibility in India
 
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.
 
 
RiT TECHNOLOGIES LTD.
 
       
Date: November 25, 2015 
By:
/s/ Amit Mantsur  
    Amit Mantsur, CFO  
 

 
EXHIBIT INDEX
 
Exhibit Number
 
99.1
Description of Exhibit
 
Press release dated November 24, 2015: RiT Technologies Reports Third Quarter and Nine Months 2015 Results
 
99.2
Press release dated November 18, 2015: RiT Forms Strategic Alliance With Yoga Automation Private Limited to Improve Network Intelligence and Flexibility in India

Page 2 of 2


 
 

 





Exhibit 99.1
 
 
  RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
 
RiT Technologies Reports Third Quarter and Nine Months 2015 Results
 
-Q3 2015 Revenue Increased 115% Year-Over-Year to $4.3 Million
-Q3 2015 Gross Margin Increased to 46% Compared to 42% in Q3 2014

Tel Aviv, Israel – November 24, 2015 – RiT Technologies (NASDAQ: RITT), a leading provider of Converged Infrastructure Management Solutions that enable companies to maximize utilization and security of their network infrastructure announced today its results for the third quarter and nine months ended September 30, 2015.

Financial Highlights for the Third Quarter and Nine Months Ended September 30, 2015

 
·
Revenue for Q3 2015 increased 115% to $4.3 million, compared to $2.0 million in Q3 2014
 
·
Revenue for the first nine months of 2015 increased 115% to $12.3 million, compared to $5.7 million in the same period of 2014

 
·
Gross margin for Q3 2015 improved to 46%, compared to 42% in Q3 2014
 
·
Gross margin for the first nine months of 2015 improved to 46%, compared to 38% in the same period of 2014

 
·
Net Profit for Q3 2015 was $0.04 million, or $0.00 per (basic and diluted) share, compared to a net loss of $(1.8) million or $(0.14) per (basic and diluted) share in Q3 2014

 
·
The Net Profit for the third quarter, $0.04 million, was comprised of:

 
o
Net Profit of $0.42 million for RiT (not including RiT Wireless)
 
o
RiT Technologies share in its subsidiary RiT Wireless’s net loss $(0.37) million.

 
·
Net profit for the first nine months of 2015 was $0.2 million, or $0.01 per (basic and diluted) share, compared to a net loss of $(6.2) million, or $(0.49) loss per (basic and diluted) share recorded in the first nine months of 2014

 
·
Cash and cash equivalents as of September 30, 2015 was $1.8 million

 
·
Shareholders' equity as of September 30, 2015, increased to $6.5 million, compared to $3.9 million on December 31, 2014

 “We are pleased to report that our strong third quarter results are the product of continued growth in revenues and net profit as compared to the same period last year.  During the third quarter, we established our subsidiary, RiT Wireless, for which we raised $5 million specifically to support its growth objectives,” commented Yossi Ben Harosh, President and CEO of RiT Technologies Ltd.
 
 
 

 
  RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115

Mr. Ben Harosh continued, “We are breaking out our net profit for RiT at 10% on a stand alone basis, and continue to invest in RiT Wireless’s disruptive technology as we aim to accelerate the launch of Beamcaster 2.0. We continue to experience strong momentum in the CIS segment of our business, and we anticipate an increase in sales in India and China, thanks in large part to the recent signing of a strategic alliance with Yoga Automation in India.”

“We also see increasing backlog of Connectivity and Software solutions that will enable us to achieve our Q4 targets and provides us with a good foundation for fiscal 2016. We are investing further in the development of our Converged Infrastructure Management System (CM 3.0) as RiT’s market-leading SW solution and services offering for the IT Infrastructure management segment of our business.  The CM 3.0 Software offering will enable us to provide a horizontal solution for IT network management, in turn providing a higher level of functionality, integration and efficiency for our customers,” Mr. Ben Harosh concluded.

About RiT Technologies
RiT Technologies (NASDAQ: RITT) is a leading provider of converged IT infrastructure management and connectivity solutions. RiT offers a platform that provides a unified way to manage converged systems and services to improve network utilization, streamline infrastructure operations, reduce network operation cost, optimize future investments and enhance data security.
 
RiT’s connectivity solutions includes IIM - Intelligent Infrastructure Management, high performance end-to-end structured cabling solutions.
 
RiT Technologies’ subsidiary RiT Wireless Ltd. produces a range of optical wireless solutions under the Beamcaster brand, which provide high speed, highly secure data communications across indoor open spaces.
 
Deployed around the world in data centers, large corporations, government agencies, financial institutions, telecommunications, airport authorities, healthcare organizations and educational facilities. RiT’s shares are traded on the NASDAQ Capital Market under the symbol RITT.
 
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.
 
INVESTOR CONTACTS:
 
Amit Mantsur
CFO
M: +972. 55.882.3734
amitm@rittech.com
www.rittech.com
Jeffrey Goldberger
KCSA Strategic Communications
O: 212.896.1249
jgoldberger@kcsa.com

 
Page 2 of 5

 

  RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
 
RiT TECHNOLOGIES LTD.
 
STATEMENTS OF CONSOLIDATED OPERATIONS (U.S GAAP)
 
(U.S dollars in thousands, except per share data)
 
(Unaudited)
 
 
   
Three
Months Ended
 September 30
   
Nine
 Months Ended
September 30
 
   
2015
   
2014
   
2015
   
2014
 
Sales
    4,322       2,006       12,258       5,696  
Cost of sales
    2,314       1,169       6,621       3,524  
Gross profit
    2,008       837       5,637       2,172  
Operating expenses
 
Research and development, net
    458       671       1,283       2,144  
Sales and marketing, net
    751       844       2,234       3,007  
General and administrative
    916       1,070       2,061       3,203  
Total operating expenses
    2,125       2,585       5,578       8,354  
Operating margin / (loss)
    (117 )     (1,748 )     59       (6,182 )
Financing expenses, net
    (24 )     (2 )     (68 )     (51 )
Other income (expenses), net
                               
Loss before income tax expense
    (141 )     (1,751 )     (9 )     (6,234 )
Taxes on income
    -       -       -       -  
Net Profit / (Loss)
    (141 )     (1,751 )     (9 )     (6,234 )
Net profit / (loss) attributable to non-controlling interest
    (185 )             (185 )        
Net Profit / (Loss) attributable to RiT Technologies
    44       (1,751 )     176       (6,234 )
Net Profit (Loss) Per Share -Basic and diluted
    0.003       (0.14 )     0.01       (0.49 )
Weighted average number of ordinary shares Outstanding- basic and diluted
    15,541,306       12,793,415       15,541,306       12,773,394  

 
Page 3 of 5

 
 
  RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115

RiT TECHNOLOGIES LTD.
STATEMENTS OF OPERATIONS (NON-GAAP)
(U.S dollars in thousands, except per share data)
(Unaudited)
Three Months Ended September 30, 2015
 
   
RiT Technologies Solo*
   
RiT Wireless Solo
   
Adjustments
   
Consolidated
 
Sales
    4,517       50       (245 )     4,322  
Cost of sales
    2,288       26               2,314  
Gross profit
    2,229       24               2,008  
Operating expenses
 
Research and development, net
    327       146       (15 )     458  
Sales and marketing, net
    643       127       (19 )     751  
General and administrative
    817       310       (211 )     916  
Total operating expenses
    1,787       583               2,125  
Operating margin / (loss)
    442       (559 )             (117 )
Financing expenses, net
    24       -               24  
Other income (expenses), net
    -       -               -  
Profit before income tax expense
    418       (559 )             (141 )
Taxes on income
    -       -       -       -  
Net Profit / (loss)
    418       (559 )             (141 )
Equity loss
    374               (559 )     (185 )
Net profit / (loss) attributable to RiT Technologies
    44       (559 )             44  

*This is RiT Technologies consolidated with RiT Inc. excluding RiT Wireless
 
 
Page 4 of 5

 
 
  RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115

 
RiT TECHNOLOGIES LTD.
 
CONSOLIDATED BALANCE SHEETS (U.S GAAP)
 
(U.S dollars in thousands, except per share data)
 
(Unaudited)
 
 
 
 
 
September 30, 2015 US$ thousands
   
December 31, 2014 US$ thousands
 
Assets
 
Current Assets:
           
Cash and cash equivalents
    1,769       1,604  
Trade receivables, net
    7,118       1,680  
Other current assets
    394       335  
Inventories
    3,194       3,617  
Total Current Assets
    12,475       7,236  
                 
Assets held for severance benefits
    706       967  
In Process R&D (IPR&D)
    237       -  
Property and equipment, net
    494       471  
Total non-Current Assets
    1,437       1,438  
                 
Total Assets
    13,912       8,674  
                 
Liabilities and Shareholders' Equity
 
Current Liabilities:
               
Trade payables
    1,504       967  
Other payables and accrued liabilities
    2,127       1,554  
Total Current Liabilities
    3,631       2,521  
                 
Principal shareholder convertible loan
    3,000       1,000  
Liability in respect of employees' severance
               
 benefits
    830       1,224  
Total of non-Current Liabilities
    3,830       2,224  
Total Liabilities
    7,461       4,745  
                 
Shareholders' Equity:
 
Share capital
    3,384       3,384  
Treasury stock
    (27 )     (27 )
Additional paid-in capital
    73,471       72,239  
Non-controlling interest
    1,115       -  
Accumulated deficit
    (71,492 )     (71,667 )
Total Shareholders' Equity
    6,451       3,929  
                 
Total Liabilities and Shareholders' Equity
    13,912       8,674  
 
Page 5 of 5






Exhibit 99.2
 
  RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
 
RiT Forms Strategic Alliance with Yoga Automation Private
Limited to Improve Network Intelligence and Flexibility in India

 Global Leader in Smart Building Automation to Provide RiT’s Converged Infrastructure
Mangement and Physical Connectivity Solutions

Tel Aviv, Israel – November 18, 2015 – RiT Technologies (NASDAQ: RITT), a leading provider of converged infrastructure management solutions that enable companies to maximize the utilization and security of their network infrastructure announced today that it has entered into a strategic alliance with Yoga Automation Private Limited (Yoga), a leader in smart building automation, to provide RiT’s solutions locally in India, with a several USD millions sales commitment.   This collaboration will enable the parties to offer immediate access and availability to RiT’s products, services and support through Yoga's offices and logistic centers in Mumbai, Bangalore, New Delhi and Ahmedabad.  As a result, RiT will be positioned to achieve wider market exposure of enterprise, carrier, and data center customers. According to Gartner, “India’s spending on IT infrastructure is expected to reach $72.3 Billion in 2016, with IT budgets growing at 11.7 percent, compared with the world average of one percent.”

“The significance of RiT’s strategic agreement with Yoga is that it allows us to act as a local company, enabling us to effectively provide sales and support services closer to our customers,” says Assaf Skolnik, VP Regional Sales at RiT. “Yoga’s market and technology leadership, combined with our advanced converged infrastructure management and physical connectivity solutions, will enable India’s enterprises to improve data center agility, optimize capacity, reduce downtime, enforce best-practice policies and reduce operational costs.”

“This strategic alliance is a result of our shared vision of how smart technology can improve efficiency for IT infrastructure to improve productivity and create competitive advantage for Indian enterprises,” said Kamlesh Avasare, Director Sales with Yoga Automations Private Limited. “RiT’s set of wide range of solutions is enabling IoT to the data center.”

RiT's converged infrastructure management enable users to centrally plan, map and automate communications and IT infrastructure planing to maximize utilization, reliability and security of the network, while minimizing unplanned downtime.  These solutions include full visibility of network configurations, work flow management, asset utilization, environment and power IT consumption, and track the exact location of all IP-based equipment automatically.  RiT’s high performance, end-to-end structured cabling solutions include high quality cables, outlets, connectors, patch panels and adapters suited for next-generation networks. 

Yoga Automations Private Limited solutions include a cloud-based Internet of Things(IoT) platform for smart homes and smart building automation and as Access floors solution for data centers. Already installed at Indiabulls (www.indiabulls.com) and Edelwiess (www.edelweissfin.com), two of India’s leading financial services companies, Yoga boasts 10% market presence in India in Automation and 25% Access Floors.

 
 

 
  RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
 
About Yoga Automation Private Limited
YOGA Automation specializes in Automation of lightings, air conditioning, multimedia, security systems, and access controls via Mobile and Web applications using neural network technologies.
 
Yoga provides automation and security solutions to Residential and Commercial and bring world class technology and rich experience in this domain including strong access to Data Centers in the Indian market based on our Access Floors product.

About RiT Technologies
RiT Technologies (NASDAQ: RITT) is a leading provider of converged IT infrastructure management and connectivity solutions. RiT  offers a platform that provides a unified way to manage converged systems and services to improve network utilization, streamline infrastructure operations, reduce network operation cost, optimize future investments and enhance data security.
 
RiT’s connectivity solutions includes IIM - Intelligent Infastructure Management, high performance end-to-end structured cabling solutions.
 
RiT Technologies’ subsidiary RiT Wireless Ltd. produces a range of optical wireless solutions under the Beamcaster brand, which provide high speed, highly secure data communications across indoor open spaces.
 
Deployed around the world in data centers, large corporations, government agencies, financial institutions,  telecommunications, airport authorities, healthcare organizations and educational facilities. RiT’s shares are traded on the NASDAQ Capital Market under the symbol RITT.

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.

CONTACTS:
 
Kobi Haggay
VP Products and Marketing
M: +972.54.4338382
kobi.haggay@rittech.com
www.rittech.com
Monica Maron
Spicetree Communications
Mobile: +972-54-5429529
monica.maron@spicetreecom.com
 

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