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 February 2018

 

Commission File Number 333-206989

 

Ability Inc.

(Translation of registrant’s name into English)

 

Yad Harutzim 14
Tel Aviv 6770007, 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): ____

 

 

 

   

 

 

ABILITY INC.

 

On February 21, 2018, Anatoly Hurgin, the Chief Executive Officer, director and controlling shareholder of Ability Inc. (the “Company”), and Alexander Aurovsky, the Company’s Chief Technology Officer, director and controlling shareholder of the Company (collectively, the “Controlling Shareholders”) executed an Irrevocable Undertaking (the “Undertaking’) for the benefit of the Company. According to the Undertaking, the Controlling Shareholders agreed to make available to the Company from, March 1, 2018, a $3 million line of credit or loan. in favor of the Company’s subsidiary, Ability Computer & Software Industries Ltd.

 

The Undertaking provides that the term of the line of credit or loan is to be for a period of no less than six months. The line of credit or loan will not bear any interest and the Controlling Shareholders may not demand repayment, reduce or otherwise impair the line of credit or the loan.

 

The Undertaking further provides that at the end of the term of the line of credit or loan, the board of directors will determine whether repayment of the line of credit or loan will compromise the ability of the Company to meet its obligations during the twelve months following repayment. The Controlling Shareholders undertake to renew the line of credit or extend the term of the loan on the same terms for an additional period of no less than six months in accordance with a resolution of the board of directors with respect to the necessity of the support of the Controlling Shareholders.

 

The foregoing description of the Undertaking is not complete and is qualified in its entirety by reference to the full text of the Undertaking, a copy of which is filed herewith as Exhibit 10.1 to this Report on Form 6-K and is incorporated by reference herein.

 

The following exhibit is attached:

 

10.1 Irrevocable Undertaking dated February 21, 2018 (translation from Hebrew)

 

  1  

 

 

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 hereunto duly authorized.

 

  ABILITY INC.
     
  By: /s/ Anatoly Hurgin
    Anatoly Hurgin
    Chief Executive Officer

 

Date: February 27, 2018 

 

 

2

 

 

 

 

Exhibit 10.1

 

Unofficial Translation from Hebrew

 

Irrevocable Undertaking

 

Entered into and executed in Tel Aviv on February 21, 2018

 

We, Anatoly Hurgin and Alexander Aurovsky, the controlling shareholders of Ability Inc. (the “ Controlling Shareholders ” and the “ Company ”, respectively), hereby irrevocably and unconditionally confirm and undertake to the Company as follows:

 

1. To make available on March 1, 2018 to the Company a line of credit in the amount of 3 (three) million United States dollars (the “ Line of Credit ”) through a bank in Israel for a period of no less than six months in favor of a subsidiary of the Company, Ability Computer & Software Industries Ltd., until 1 September 2018 (the “ Credit Line Period ”).

 

2. Alternatively, if the provision of the Line of Credit will not be possible or for other considerations, to provide the Company with a shareholders’ loan in the same amount and for an identical term to the Line of Credit (the “ Loan ”), subject to the terms of a definitive loan agreement.

 

3. The Line of Credit or the Loan will be provided under the following conditions: the Line of Credit or the Loan will not bear any interest whatsoever; the Controlling Shareholders may not demand repayment of the amounts of the Line of Credit or the Loan; the Controlling Shareholders are not permitted to reduce or otherwise impair the Line of Credit or the Loan.

 

4. At the end of the term of the Credit Line or the Loan, the Company's board of directors will examine whether repayment of the Line of Credit or the Loan compromises the Company's ability to meet all of its obligations for the 12-month period following repayment (the “ Resolution Regarding the Necessity of the Controlling Shareholders’ Support ”). The Controlling Shareholders undertake to renew the Line of Credit or to extend the Loan on the same terms for an additional period of not less than six months after the Credit Line Period or the Loan expires, according to the board of directors’ Resolution Regarding the Necessity of the Controlling Shareholders’ Support.

 

5. This undertaking shall remain in full force and shall not be revoked in the event of an extension, delay, change or other relief which the board of directors of the Company shall grant the Controlling Shareholders, if it deems it appropriate in its sole discretion for performing its obligations under this undertaking.

 

   

 

 

6. The statements in this undertaking are intended to add, not derogate nor replace any other undertaking that we have assumed upon ourselves towards the Company in any other document, whether made before or after the date of this undertaking.

 

In witness thereof we have signed:

 

Anatoly Hurgin [Redacted]   02/21/2018   /s/ Anatoly Hurgin
  ID number   Date   Signature
           
Alexander Aurovsky [Redacted]   02/21/2018   /s/ Alexander Aurovsky
  ID number   Date   Signature

 

Company Confirmation

 

We hereby certify the receipt of this document signed by the Controlling Shareholders and agree to its content.
           

[seal:]

Ability Inc.

Tel Aviv

Israel

 

Avi Levin

  /s/ Avi Levin    
       
  [Redacted]             2/21/2018