UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 18, 2017

 

MY SIZE, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-37370   N/A
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

3 Arava St., pob 1206, Airport City, Israel, 7010000

(Address of principal executive offices and Zip Code)

 

Registrant's telephone number, including area code +972-3-600-9030

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company       o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  o

 

 

 

Item 8.01. Other Events.

 

On April 20, 2017, MySize, Inc. (the “Company”) received a communication from the Israeli Postal Service (the “Israeli Post”) terminating its relationship and ceasing further discussions.

Previously, on April 18, 2017, MySize announced it had entered into a cooperation agreement with Israel Post which was mischaracterized by the Company as a definitive agreement. The Company and the Israeli Post had exchanged letters under which it was agreed to enter into a non-exclusive pilot program, pursuant to which the Israeli Post would decide whether it would enter negotiations with Mysize regarding the purchase of the product and under which commercial terms. On April 19, 2017, the Company issued a corrective press release explaining that that while MySize had submitted a proposal to the Israel Post, which was initially received favorably, the parties had not entered into or signed any formal or definitive agreement, and did not expect to enter into a formal or definitive agreement with respect to the pilot program or new services until the completion of the development and trial periods.

The Israel Post expressed its discontent with the release of inaccurate information, and has elected to cease communication with the Company.

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1

99.2

99.3

Press Release, dated April 18, 2017

Corrective Press Release, dated April 19, 2017

Press Release, dated April 20, 2017

  

 

 

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 hereunto duly authorized. 

 

  MY SIZE, INC.
     
Date: April 21, 2017 By: /s/ Ronen Luzon
  Name: Ronen Luzon
  Title: Chief Executive Officer

 

 

 

 

Exhibit 99.1

 

 

 

MySiz e ​ ​ Inc. engaged by Israeli Postal Service to provide ​new measuring solutions

April 18th, 2017, Airport City, Israel: MySize Inc. (the “Company”) (Nasdaq: MYSZ, TASE: MYSZ) , developer of proprietary, smartphone measurement applications, announced today a new cooperation agreement has   been signed with the Israeli Post. This agreement calls for MySize to supply the Israeli Postal Service (the “Israeli Post”) with two new services .

 

MySize solution for the courier market, i s proprietary to MySize and our goal is to provide a solution to global Courier market. This application will provide a solution to measure all types of packages using only a smartphone. Based on the package size, the user will be quoted a shipping price and picture of the package dimension .

 

In addition, The Israel Post has developed relationships in the online fashion apparel markets with fashion retailers and contracted with MySize for solutions to ship the correct size with using our "TrueSize" application.

 

These technology solutions are being developed in accordance with the specific specifications provided by the Israel Post. A team from the Israel Post will be selected to work on this project with MySize staff.

 

Although this is a joint cooperation agreement, all IP and new patents developed shall remain the property of the MySize.

Once these solutions are developed MySize will provide The Israel Post with a 3 month trial period. Subsequent to the trial period, the Israeli Post will have the service operational for another 3 months at no charge.

At the end of the second 3 months, an agreement shall be finalized by both parties on the commercial terms of this new service for a non-exclusive agreement with the Israeli Post.

Ronen Luzon, CEO of MySize commented "The Israel Postal Service has been developing new delivery innovations since 2016 based upon the exponential growth of the international on-line package shipping industry. We hope the addition of TrueSize and the courier solutions, can lead to additional savings and benefits that The Israel Post can provide their customers."

About the Israel Postal Service:

 

The Israel Post, formerly the Israel Post Authority is a government owned corporation that has 5,000 employees, 700 Post Office branches and a network of 4,262 mailboxes with 1,000 mail trucks.

 

 

 

 

 

About MYSIZE

 

MySize Inc. (TASE: MYSZ) (NASDAQ: MYSZ) is developing unique measurement technologies based on sophisticated algorithms and cutting edge technology with broad applications including apparel industry, e-commerce, shipping and parcel industry measurement.  This proprietary technology is driven by several patent-pending algorithms which are able to calculate and record measurements in a variety of novel ways. To learn more about MySize, please visit our website. www.mysizeid.com .

 

Follow us on Facebook, LinkedIn and Twitter.

 

Cautionary Statement Regarding Forward-Looking Statements

 

This press release contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are identified by the use of the words "could," "believe," "anticipate," "intend," "estimate," "expect," "may," "continue," "predict," "potential," "project" and similar expressions that are intended to identify forward-looking statements.  All forward-looking statements speak only as of the date of this press release. You should not place undue reliance on these forward-looking statements. Although we believe that our plans, objectives, expectations and intentions reflected in or suggested by the forward-looking statements are reasonable, we can give no assurance that these plans, objectives, expectations or intentions will be achieved.  Forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from historical experience and present expectations or projections.  Known material factors that could cause actual results to differ materially from those in the forward-looking statements include: an active trading market for our common stock may not develop on NASDAQ; the trading price for our common stock may fluctuate significantly; and the Company will continue to be a "controlled company," as defined under NASDAQ rules, and the interests of our controlling stockholder may differ from those of our public stockholders.  Forward-looking statements also are affected by the risk factors described in the Company's filings with the U.S. Securities and Exchange Commission.  Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

 

 

 

 

Exhibit 99.2

 

MySiz e ​ ​ Inc. Issues Corrective Press Release

 

April 19th, 2017, Airport City, Israel: MySize Inc. (the “Company” or “MySize”) (Nasdaq: MYSZ, TASE: MYSZ), developer of proprietary, smartphone measurement applications, in a press release dated April 18, 2017, announced it had entered into a cooperation agreement with the Israeli Postal Service (the “Israeli Post”). This press release was not a completely accurate description of the parties interaction or relationship. While MySize has submitted a proposal to the Israeli Post relating to a cooperation arrangement in the form of a pilot program, which the Israeli Post has indicated they are willing to undertake, the parties have not entered into or signed any formal or definitive agreement, and do not expect to enter into a formal or definitive agreement with respect to the pilot program or new services until the completion of the development and trial periods.

 

As previously disclosed, the pilot program calls for MySize to develop and supply the Israeli Post with two new services . Once these solutions are developed, MySize will provide the Israeli Post with a 3 month trial period. Subsequent to the trial period, the Israeli Post will have the service operational for another 3 months at no charge. At the end of the second 3 month period, the parties will determine whether, and on what commercial terms, to enter into an agreement relating to this new service for a non-exclusive agreement with the Israeli Post.

 

As stated in the prior press release, MySize’s solution for the courier market i s proprietary to MySize, and MySize’s goal is to provide a solution to global Courier market. This application will provide a solution to measure all types of packages using only a smartphone. Based on the package size, the user will be quoted a shipping price and picture of the package dimension .

 

In addition, the Israeli Post has developed relationships in the online fashion apparel markets with fashion retailers and contracted with MySize for solutions to ship the correct size with using our "TrueSize" application.

 

These technology solutions are being developed in accordance with the specifications provided by the Israeli Post. A team from the Israeli Post will be selected to work on this project with MySize staff.

 

Pursuant to MySize’s proposal for the pilot program, all IP and new patents developed shall remain the property of MySize.

 

About the Israel Postal Service:

 

The Israel Post, formerly the Israel Post Authority is a government owned corporation that has 700 Post Office branches.

 

 

About MYSIZE

 

MySize Inc. (TASE: MYSZ) (NASDAQ: MYSZ) is developing unique measurement technologies based on sophisticated algorithms and cutting edge technology with broad applications including apparel industry, e-commerce, shipping and parcel industry measurement.  This proprietary technology is driven by several patent-pending algorithms which are able to calculate and record measurements in a variety of novel ways. To learn more about MySize, please visit our website. www.mysizeid.com .

 

Follow us on Facebook, LinkedIn and Twitter.

 

Cautionary Statement Regarding Forward-Looking Statements

 

This press release contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are identified by the use of the words "could," "believe," "anticipate," "intend," "estimate," "expect," "may," "continue," "predict," "potential," "project" and similar expressions that are intended to identify forward-looking statements.  All forward-looking statements speak only as of the date of this press release. You should not place undue reliance on these forward-looking statements. Although we believe that our plans, objectives, expectations and intentions reflected in or suggested by the forward-looking statements are reasonable, we can give no assurance that these plans, objectives, expectations or intentions will be achieved.  Forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from historical experience and present expectations or projections.  Known material factors that could cause actual results to differ materially from those in the forward-looking statements include: an active trading market for our common stock may not develop on NASDAQ; the trading price for our common stock may fluctuate significantly; and the Company will continue to be a "controlled company," as defined under NASDAQ rules, and the interests of our controlling stockholder may differ from those of our public stockholders.  Forward-looking statements also are affected by the risk factors described in the Company's filings with the U.S. Securities and Exchange Commission.  Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

 

 

 

Exhibit 99.3

 

 

 

For Release

Israeli Post Terminates Relationship with MySize, Inc.

 

Airport City, Israel, April 20, 2017 --- MySize Inc. (the “Company”) (NASDAQ: MYSZ; TASE: MYSZ), developer of proprietary, smartphone measurement applications, announced today that the Company received a letter from the Israeli Postal Service (the “Israeli Post”) today terminating its relationship.

 

On April 18, 2017, MySize announced it had entered into a cooperation agreement with the Israeli Post which was mischaracterized by the Company as a definitive agreement. On April 19, 2017, the Company issued a corrective press release explaining that while MySize had submitted a proposal to the Israeli Post, which was initially received favorably, the parties had not entered into or signed any formal or definitive agreement, and did not expect to enter into a formal or definitive agreement with respect to the pilot program or new services until the completion of the development and trial periods.

The letter received by MySize today from the Israeli Post expressed its discontent with the series of events described above and noted their choice to cease communication with the Company.

 

About MYSIZE

 

MySize Inc. (TASE: MYSZ) (NASDAQ: MYSZ) has developed a unique measurement technology based on sophisticated algorithms and cutting edge technology with broad applications including apparel industry, e-commerce, shipping and parcel industry measurement.  This proprietary technology is driven by several patent-pending algorithms which are able to calculate and record measurements in a variety of novel ways. To learn more about MySize, please visit our website. www.mysizeid.com .

 

Cautionary Statement Regarding Forward-Looking Statements

 

This press release contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are identified by the use of the words "could," "believe," "anticipate," "intend," "estimate," "expect," "may," "continue," "predict," "potential," "project" and similar expressions that are intended to identify forward-looking statements.  All forward-looking statements speak only as of the date of this press release. You should not place undue reliance on these forward-looking statements. Although we believe that our plans, objectives, expectations and intentions reflected in or suggested by the forward-looking statements are reasonable, we can give no assurance that these plans, objectives, expectations or intentions will be achieved.  Forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from historical experience and present expectations or projections.  Known material factors that could cause actual results to differ materially from those in the forward-looking statements include: an active trading market for our common stock may not develop on NASDAQ; the trading price for our common stock may fluctuate significantly; and the Company will continue to be a "controlled company," as defined under NASDAQ rules, and the interests of our controlling stockholder may differ from those of our public stockholders.  Forward-looking statements also are affected by the risk factors described in the Company's filings with the U.S. Securities and Exchange Commission.  Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

 

Press Contact

Marjie Hadad

MH Communications

marjierhadad@gmail.com

+972-54-536-5220