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
 
FOR THE MONTH OF MAY 2022
 
COMMISSION FILE NUMBER 001-40173
 
MeaTech 3D Ltd.
(Translation of registrant’s name into English)
 
MeaTech 3D Ltd.
5 David Fikes St., Rehovot 7632805 Israel
+972 -73-541-2206
(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): ☐
 


DOCUMENTS INCLUDED AS PART OF THIS FORM 6-K

On May 31, 2022, the Company issued a press release, attached hereto as Exhibit 99.1, announcing financial results for the first quarter of 2022 and recent business developments.
 

 
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.
 
 
MeaTech 3D Ltd.
 
 
 
 
By:
/s/ Arik Kaufman
 
 
Name: Arik Kaufman
 
 
Title: Chief Executive Officer

Date: May 31, 2022

Exhibit 99.1
 
MeaTech Reports Financial Results for Q1 2022 and
Provides Business Update


The company continued to develop the technology, R&D and marketing
infrastructure necessary to accelerate toward commercialization of
 cultured meat
 
Rehovot, Israel, May 31, 2022 – MeaTech 3D Ltd. (Nasdaq: MITC) (“MeaTech”) today reported its financial results for Q1 2022 and provided a business update. MeaTech is an international group of deep-tech food companies at the forefront of the cultured meat industry. MeaTech Group uses science and technology to develop high-quality real meat products made from cells rather than farm-raised animals that are delicious, nutritious and safer than conventional meat.
 
Q1 2022 Financial Results Summary
 

Research and development expenses totaled $2.1 million in the three months ending March 31, 2022, compared to $1.1 million in the same period in 2021. The 90% increase is mainly due to the addition of the company’s Belgian subsidiary and reflects MeaTech Group’s growing investment in research and development as it achieves its milestones and expands its cultured meat technology capabilities.
 

General and administrative expenses totaled $2.1 million in the three months ending March 31, 2022, compared to $2.7 million in the same period in 2021. The 23% decrease is driven by lower share-based payment expenses, partially offset by higher D&O insurance expenses in the three months ending March 31, 2022.
 

Marketing expenses totaled $1.1 million in the three months ending March 31, 2022, compared to $0.3 million in the same period in 2021. The 228% increase is mainly due to share-based payment expenses of $0.5 million, and the company’s growing investment in marketing activities.
 

Operating loss totaled $5.3 million in the three months ending March 31, 2022, compared to $4.2 million in the same period in 2021. The 26% increase in the operating loss reflects the growing investment of MeaTech Group in research and development as well as marketing activities.
 



Total comprehensive loss totaled $5.7 million in the three months ending March 31, 2022, or 40 cents per ordinary share ($4.00 per ADS), compared to $4.4 million, or 40 cents per ordinary share ($4.00 per ADS), in the same period in 2021.
 

Cash flow used in operating activities totaled $2.8 million in the three months ending March 31, 2022, compared to $1.2 million in the same period in 2021, reflecting a 137% increase, driven mainly by increased research and development expenditures of the MeaTech Group.
 

Cash flow used in investment activities totaled $1.0 million in the three months ending March 31, 2022, compared to $5.4 million in the same period in 2021, reflecting an 81% decrease. This resulted mainly from the $4.8 million cash component paid in the acquisition of Peace of Meat in Q1 2021.
 

Cash flow from financing activities was $0.0 million in the three months ending March 31, 2022, compared to $29.2 million in the same period in 2021, during which the company completed its Nasdaq initial public offering.


Cash and cash equivalents were $15.3 million on March 31, 2022, compared to $19.2 million at year-end 2021, a decrease of 20%. The decrease was the result of the company’s ongoing operations.
 

Current assets decreased by 23% to $16.9 million on March 31, 2022 from $22.1 million at year-end 2021 as a result of ongoing operations.
 

Non-current assets increased by 25% to $23.2 million on March 31, 2022 from $18.5 million at year-end 2021, due mainly to a $4.1 million long-term lease asset of its new premises, offset by the recognition of a lease liability in the same amount in accordance with IFRS requirements.
 

Total capital decreased 13% to $32.6 million on March 31, 2022, down from $37.6 million at year-end 2021. The decrease was mainly the result of ongoing operations.

Arik Kaufman, MeaTech’s Chief Executive Officer: "In just the first quarter of 2022, we have shown our rapid pace of progress toward commercialization. Our recent technological and scientific advancements and business activities have put us firmly on a path toward scaling our unique solution for the sustainable production of a wide variety of cultured meat products.”

Business highlights and developments during Q1 2022
 
Promising results with muscle stem cell differentiation: In February, MeaTech announced the successful development of a novel technology process in which muscle cells are fused into significant muscle fibers that better resemble those in whole cuts of meat. Bovine stem cells were isolated, proliferated in the lab, and differentiated into matured muscle cells with improved muscle fiber density, thickness and length. Based on these improvements, MeaTech has filed a provisional patent application with the USPTO.


New headquarters to widen R&D activity: In March, the company moved to new, more spacious headquarters with state-of-the-art laboratories in Rehovot, Israel, the epicenter of the country’s food-tech sector. The new space allows the company to enhance its cultured meat R&D and 3D bioprinting technology and continue growing the biology and engineering teams with a more expansive lab facility. The new headquarters also features a tasting kitchen.

Expansion of cultivated meat operation into the US to accelerate go-to-market strategy: In March 2022, MeaTech announced that it will be opening a US office. The new space will include activities in research and development, investor relations, and business development. MeaTech US will be another indication of the company’s rapid growth and scaling efforts.
 
Peace of Meat pilot plant and R&D facility in Belgium: In March, MeaTech announced that its wholly owned Belgian subsidiary, Peace of Meat, will build an R&D facility and pilot plant in Belgium, with construction expected to commence in 2022. The new facility will expand and accelerate MeaTech Group’s cultured avian technology and R&D capabilities and help propel the company’s market entry.
 
First-of-its-kind tasting event with Israeli anchor investors: In March, MeaTech hosted a
tasting event at the company’s headquarters with its Israeli anchor investors, including prominent food industry investors. Guests toured the labs and R&D facilities, observed the company’s 3D printing capabilities, and tasted hybrid chicken nuggets made with plant protein combined with cultured chicken developed by Peace of Meat.

Breakthrough in 3D bioprinting capabilities: In May, MeaTech announced the development of a unique, multi-nozzle 3D bioprinting system for industrial scale production of complex cultured meat products without impacting cell viability. The company plans to offer the technology to third parties via a wholly owned private MeaTech subsidiary as an additional revenue stream and to accelerate commercialization.

Strategic agreement between Peace of Meat and ENOUGH: In May, Peace of Meat signed a strategic agreement with ENOUGH, a leader in the field of mycoprotein, a fungi-based fermented food ingredient, to accelerate commercialization. This innovative initiative is expected to create game-changing hybrid alternative meat products that better resemble the flavor, aroma, texture, and even nutritional value of conventional meat.

MeaTech joins the United Nations Global Compact: In May, the company joined the UN Global Compact initiative, committing to ten universally accepted principles in the areas of human rights, labor, environment, and anti-corruption and to act in support of UN goals and issues embodied in the UN’s Sustainable Development Goals (SDGs).
 


Unaudited Condensed Consolidated Interim Information on the Financial Position

   
As of March 31
   
As of March 31
   
As of December 31
 
   
2022
   
2021
   
2021
 
   
USD thousands
   
USD thousands
   
USD thousands
 
Current assets
                 
                   
Cash and cash equivalents
   
15,257
     
35,971
     
19,176
 
Other investment
   
151
     
144
     
154
 
Receivables and prepaid expenses
   
1,513
     
391
     
2,782
 
Total current assets
   
16,921
     
36,506
     
22,112
 
                         
Non-current assets
                       
                         
Restricted deposits
   
415
     
50
     
405
 
Other investment
   
1,333
     
1,259
     
1,355
 
Right-of-use asset
   
4,050
     
294
     
407
 
Intangible assets
   
13,196
     
9,805
     
13,453
 
Fixed assets, net
   
4,183
     
1,797
     
2,922
 
                         
Total non-current assets
   
23,177
     
13,205
     
18,542
 
                         
Total Assets
   
40,098
     
49,711
     
40,654
 
                         
Current liabilities
                       
                         
Trade payables
   
746
     
1,357
     
382
 
Other payables
   
2,628
     
1,419
     
2,239
 
Current maturities of lease liabilities
   
488
     
207
     
165
 
                         
Total current liabilities
   
3,862
     
2,983
     
2,786
 
                         
Non-current liabilities
                       
                         
Long-term lease liabilities
   
3,595
     
96
     
246
 
                         
Total non-current liabilities
   
3,595
     
96
     
246
 
                         
Equity
                       
                         
Share capital and premium on shares
   
70,059
     
67,243
     
69,610
 
Capital reserves
   
4,026
     
2,004
     
3,708
 
Currency translation differences reserve
   
515
     
(8
)
   
1,275
 
Accumulated deficit
   
(41,959
)
   
(22,607
)
   
(36,971
)
                         
Total Equity
   
32,641
     
46,632
     
37,622
 
Total liabilities and Equity
   
40,098
     
49,711
     
40,654
 




Unaudited Condensed Consolidated Interim Information on Comprehensive Income

 
 
3-month
period ended
March 31,
   
3-month
period ended
March 31,
   
Year ended
December 31,
 
 
 
2022
   
2021
   
2021
 
 
 
USD thousands,
except share
data
   
USD thousands,
except share
data
   
USD thousands,
except share
data
 
 
                 
Research and development expenses
   
2,142
     
1,126
     
7,594
 
Marketing expenses
   
1,051
     
320
     
1,628
 
General and administrative expenses
   
2,118
     
2,760
     
8,010
 
 
                       
Operating loss
   
5,311
     
4,206
     
17,232
 
 
                       
Financing expenses (income), net
   
(323
)
   
(548
)
   
790
 
 
                       
Loss for the period
   
4,988
     
3,658
     
18,022
 
 
                       
Currency translation differences loss (income) that might be transferred to profit or loss over ILS
   
515
     
551
     
(1,942
)
Currency translation differences loss that might be transferred to profit or loss over EUR
   
245
     
237
     
1,447
 
 
                       
Total comprehensive loss for the period
   
5,748
     
4,446
     
17,527
 
 
                       
Loss per ordinary share, no par value (USD)
                       
 
                       
Basic and diluted loss per share (USD)
   
0.040
     
0.040
     
0.155
 
 
                       
Weighted-average number of shares outstanding - basic and diluted (shares)
   
126,235,376
     
90,346,518
     
115,954,501
 



Unaudited Condensed Consolidated Interim Information on Changes in Equity (Deficit)

 
 
Share and capital premium
   
Fair value of
financial assets
reserve
   
Transactions
with related
parties reserve
   
Currency
translation
differences
reserve
   
Share-based
payments
reserve
   
Accumulated deficit
   
Total
 
 
 
USD thousands
 
 
                                         
                                           
Balance as of January 1, 2022
   
69,610
     
(334
)
   
14
     
1,275
     
4,028
     
(36,971
)
   
37,622
 
 
                                                       
Share-based payments
   
-
     
-
     
-
     
-
     
714
     
-
     
714
 

                                                       
Exercise of options
   
449
                             
(396
)
           
53
 
Other comprehensive (loss)
   
-
     
-
     
-
     
(760
)
   
-
     
-
     
(760
)
Loss for the period
   
-
     
-
     
-
     
-
     
-
     
(4,988
)
   
(4,988
)
 
                                                       
Balance as of March 31, 2022
   
70,059
     
(334
)
   
14
     
515
     
4,346
     
(41,959
)
   
32,641
 
 
                                                       
Balance as of January 1, 2021
   
30,481
     
(334
)
   
14
     
780
     
3,639
     
(18,949
)
   
15,631
 
 
                                                       
Share-Based Payment
   
-
     
-
     
-
     
-
     
1,879
     
-
     
1,879
 
Issuance of shares and warrants, net
   
30,357
     
-
     
-
     
-
     
-
     
-
     
30,357
 
Exercise of options
   
6,405
                             
(3,194
)
           
3,211
 
Other comprehensive (loss)
           
-
     
-
     
(788
)
   
-
     
-
     
(788
)
Loss for the period
   
-
     
-
     
-
     
-
     
-
     
(3,658
)
   
(3,658
)
 
                                                       
Balance as of March 31, 2021
   
67,243
     
(334
)
   
14
     
(8
)
   
2,324
     
(22,607
)
   
46,632
 
 
                                                       
Balance as of January 1, 2021
   
30,481
     
(334
)
   
14
     
780
     
(3,639
)
   
(18,949
)
   
15,631
 
 
                                                       
Share-based payments
   
-
     
-
     
-
     
-
     
3,965
     
-
     
3,965
 
Issuance of shares and warrants, net
   
32,330
                                             
32,330
 
Exercise of options
   
6,799
     
-
     
-
     
-
     
(3,576
)
   
-
     
3,223
 
Other comprehensive income
   
-
     
-
     
-
     
495
     
-
     
-
     
495
 
Loss for the period
   
-
     
-
     
-
     
-
     
-
     
(18,022
)
   
(18,022
)
 
                                                       
Balance as of December 31, 2021
   
69,610
     
(334
)
   
14
     
1,275
     
4,028
     
(36,971
)
   
37,622
 



Unaudited Condensed Consolidated Interim Information on Cash Flows

 
 
Three months ended March 31,
2022
   
Three months ended March 31,
2021
   
Year ended
December 31,
2021
 
 
 
USD thousands
   
USD thousands
   
USD thousands
 
Cash flows – operating activities
                 
Net Loss for the period
   
(4,988
)
   
(3,658
)
   
(18,022
)
 
                       
Adjustments:
                       
Depreciation and amortization
   
382
     
109
     
680
 
Change in fair value of derivative
   
-
     
(304
)
   
(316
)
Change in fair value of other investment
   
(44
)
   
(74
)
   
(193
)
Changes in net foreign exchange expenses
   
(340
)
   
(174
)
   
1,279
 
Share-based payment expenses
   
714
     
1,879
     
3,965
 
 
                       
Changes in asset and liability items:
                       
Decrease (increase) in receivables and prepaid expenses
   
1,203
     
(50
)
   
(2,351
)
Increase (decrease) in trade payables
   
(382
)
   
736
     
(97
)
Increase in other payables
   
615
     
336
     
1,095
 
Net cash (used in) operating activities
   
(2,840
)
   
(1,200
)
   
(13,960
)
 
                       
Cash flows – investment activities
                       
Acquisition of fixed assets
   
(800
)
   
(219
)
   
(1,828
)
Increase of restricted deposit
   
(19
)
   
-
     
(337
)
Loan provided
   
-
     
(367
)
   
(367
)
Acquisition of subsidiary, net of cash acquired
   
(188
)
   
(4,848
)
   
(6,808
)
 
                       
Net cash used in investing activities
   
(1,007
)
   
(5,434
)
   
(9,340
)
 
                       
Cash flows – financing activities
                       
Proceeds from issuance of shares and warrants
   
-
     
29,281
     
29,281
 
Issuance costs
   
-
     
(3,283
)
   
(3,283
)
Repayment of liability for lease
   
(118
)
   
(58
)
   
(346
)
Proceeds on account of other investment
   
38
     
37
     
149
 
Proceeds from exercise of share options
   
53
     
3,211
     
3,222
 
 
                       
Net cash provided by (used in) financing activities
   
(27
)
   
29,188
     
29,023
 
 
                       
Increase (decrease) in cash and cash equivalents
   
(3,874
)
   
22,554
     
5,723
 
Effect of exchange differences on cash and cash equivalents
   
(45
)
   
(137
)
   
(103
)
Cash and cash equivalents at the beginning of the period:
   
19,176
     
13,556
     
13,556
 
 
                       
Cash and cash equivalents at end of period
   
15,257
     
35,973
     
19,176
 
 
                       
Non-cash activities
                       
Purchase of fixed assets
   
756
     
222
     
57
 
Issue of shares and options against intangible asset
   
-
     
4,359
     
6,332
 

 
About MeaTech
 
MeaTech is an international group of deep-tech food companies at the forefront of the cultured meat revolution. The company initiated activities in 2019 and is listed on the Nasdaq Capital Market under the ticker “MITC”. MeaTech maintains facilities in Rehovot, Israel and Antwerp, Belgium and is in the process of expanding activities to the US. The company believes cultivated meat technologies hold significant potential to improve meat production, simplify the meat supply chain, and offer consumers a range of new product offerings.
 
MeaTech aims to provide an alternative to industrialized animal farming that dramatically reduces carbon footprint, minimizes water and land usage, and prevents the slaughtering of animals. With a modular factory design, MeaTech aims to offer a sustainable solution for producing a variety of beef, chicken and pork products, both as raw materials and whole cuts.      
 
For more information, please visit: https://meatech3d.com
 
Forward-Looking Statements 
 
This press release contains forward-looking statements concerning MeaTech’s business, operations and financial performance and condition as well as plans, objectives, and expectations for MeaTech’s business operations and financial performance and condition. Any statements that are not historical facts may be deemed to be forward-looking statements. Forward-looking statements reflect MeaTech’s current views with respect to future events and are based on assumptions and subject to known and unknown risks and uncertainties, which change over time, and other factors that may cause MeaTech’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan” or words or phases of similar meaning and include, without limitation, MeaTech’s expectations regarding the success of its cultured meat manufacturing technologies it is developing, which will require significant additional work before MeaTech can potentially launch commercial sales; MeaTech’s research and development activities associated with technologies for cultured meat manufacturing, including three-dimensional meat production, which involves a lengthy and complex process; MeaTech’s ability to obtain and enforce its intellectual property rights and to operate its business without infringing, misappropriating, or otherwise violating the intellectual property rights and proprietary technology of third parties; and other risks and uncertainties, including those identified in MeaTech’s Annual Report on Form 20-F for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission on March 24, 2022. New risks and uncertainties may emerge from time to time, and it is not possible for MeaTech to predict their occurrence or how they will affect MeaTech. If one or more of the factors affecting MeaTech’s forward-looking information and statements proves incorrect, then MeaTech’s actual results, performance or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements contained in this press release. Therefore, MeaTech cautions you not to place undue reliance on its forward-looking information and statements. MeaTech disclaims any duty to revise or update the forward-looking statements, whether written or oral, to reflect actual results or changes in the factors affecting the forward-looking statements, except as specifically required by law. 
 
MeaTech Press Contact: 
  
MeaTech Investor Contacts: 
  
 
Maissa Dauriac 
Rainier Communications 
mdauriac@rainierco.com 
 Tel: +1-818-642-5257 
Joseph Green 
Edison Group  
jgreen@edisongroup.com 
Tel: +1-646-653-7030  
Ehud Helft 
Edison Israel  
ehelft@edisongroup.com 
Tel: +1-212-378-8040