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: July 2018 (Report No. 3)

 

Commission file number: 001-38094

 

FORESIGHT AUTONOMOUS HOLDINGS LTD.

(Translation of registrant’s name into English)

 

3 Golda Meir

Ness Ziona 7414001 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 ☒          Form 40-F ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulations S-T Rule 101(b)(1):_____

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulations S-T Rule 101(b)(7):_____

 

 

 

 

 

  

CONTENTS

 

Attached hereto and incorporated by reference herein is (i) the Registrant’s press release issued on  July 11, 2018, announcing another sale of its QuadSight TM prototype, and (ii) the Registrant’s press release issued on  July 12, 2018, announcing that it has increased its ownership in Rail Vision Ltd. and is now its largest shareholder. 

 

Exhibit No.   Description
     
99.1   Press release issued by Foresight Autonomous Holdings Ltd. on July 11, 2018, announcing another sale of its QuadSight TM prototype.
99.2   Press release issued by Foresight Autonomous Holdings Ltd. on July 12, 2018, announcing that it has increased its ownership in Rail Vision Ltd. and is now its largest shareholder.

 

  1  

 

 

SIGNATURES

 

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.

 

  Foresight Autonomous Holdings Ltd.
  (Registrant)
     
 Date: July 12, 2018 By: /s/ Eli Yoresh  
  Name:  Eli Yoresh  
  Title: Chief Financial Officer

 

  2  

Exhibit 99.1

 

 

 

Foresight Announces Another Sale of QuadSight™ Prototype

 

The system was ordered by a leading global Chinese electric vehicle manufacturer

 

Ness Ziona, Israel - July 11, 2018 - Foresight Autonomous Holdings Ltd. (Nasdaq and TASE: FRSX), an innovator in automotive vision systems, today announced the sale of another prototype of its breakthrough QuadSight™ quad-camera vision system targeted for the semi-autonomous and autonomous vehicle market.

 

Designed to allow near-100% obstacle detection under any weather and lighting conditions, the system was ordered by a leading Chinese electric and autonomous vehicle manufacturer to evaluate the system and its performance with the manufacturer’s current electric vehicles. The vehicle manufacturer may choose to integrate QuadSight™ into its future autonomous electric vehicles upon successful testing. Revenue from the prototype system sale is expected to total tens of thousands of dollars.

 

“According to a report by Frost & Sullivan earlier this year, more than 1.2 million electric vehicles were sold globally in 2017. Notably, China led the market with 49.5% of total sales,” stated Doron Cohadier, Foresight’s VP of Business Development. “With China expected to be the largest market for electric vehicles for at least the next five to seven years, and as analysts at Boston Consulting Group predict that more than five million conventional cars per year could be replaced by fully or semi-autonomous electric vehicles, we feel that our QuadSight™ system is well suited for the evolving Chinese electric vehicle market.”

 

This and any future sale of QuadSight™ prototypes is expected to provide Foresight with important customer feedback and a deeper understanding of each customer’s main requirements, while also allowing Foresight to modify the system to accommodate various customer needs within a short period of time. Customer satisfaction at the end of the evaluation process may lead to orders of QuadSight™ systems by the vehicle manufacturer for mass production.

 

By selling additional prototypes, Foresight intends to increase awareness of its unique solution, address additional potential customers, and expand its presence with vehicle manufacturers and tier-one automotive suppliers. Foresight believes that a closer evaluation of the technology by potential customers may lead to future collaborations in research and development, integration and commercialization of the QuadSight™.

 

 

 

 

 

 

About QuadSight™

 

Foresight first launched a demo of its QuadSight™ system in January at the Consumer Electronics Show in Las Vegas. Foresight regards QuadSight™ as the industry’s most accurate quad-camera vision system, offering exceptional obstacle detection for semi-autonomous and autonomous vehicle safety. Using proven, highly advanced image-processing algorithms, QuadSight™ uses four-camera technology that combines two pairs of stereoscopic infrared and daylight cameras. QuadSight™ is designed to achieve near-100% obstacle detection with near-zero false alerts under any weather or lighting conditions – including complete darkness, rain, haze, fog and glare.

 

Stereoscopic vision technology’s exceptional three-dimensional (3D) images, detection and accuracy are essential for safe and reliable semi-autonomous and autonomous vehicle vision systems. Stereoscopic cameras exceed a human driver’s ability to see objects in real time, whether large or small, in-motion or static, and from short or long-range distances. The dynamic driving environment demands a level of accuracy that only stereoscopic cameras can provide.

 

About Foresight

 

Foresight Autonomous Holdings Ltd. (Nasdaq and TASE: FRSX), founded in 2015, is a technology company engaged in the design, development and commercialization of stereo/quad-camera vision systems and V2X cellular-based solutions for the automotive industry. Foresight’s vision systems are based on 3D video analysis, advanced algorithms for image processing, and sensor fusion. The company, through its wholly owned subsidiary Foresight Automotive Ltd., develops advanced systems for accident prevention which are designed to provide real-time information about the vehicle's surroundings while in motion. The systems are designed to improve driving safety by enabling highly accurate and reliable threat detection while ensuring the lowest rates of false alerts. The company’s systems are targeting the Advanced Driver Assistance Systems (ADAS), semi-autonomous and autonomous vehicle markets. The company predicts that its systems will revolutionize automotive safety by providing an automotive-grade, cost-effective platform and advanced technology.

 

  2  

 

 

 

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates" and similar expressions or variations of such words are intended to identify forward-looking statements. For example, Foresight is using forward-looking statements in this press release when it discusses that the QuadSight TM system may be integrated into the manufacturer’s future vehicles, amount of revenue, that the QuadSight™ system may be well suited for the evolving Chinese electric vehicle market, that sales of QuadSight TM prototypes are expected to provide important customer feedback, that sales of QuadSight TM prototypes will strengthen relationships with potential customers, that customer satisfaction may lead to orders of QuadSight TM systems by the vehicle manufacturer, increasing awareness of its unique solution, addressing potential customers, expanding presence by selling additional prototypes, and that a closer evaluation of the technology by potential customers may lead to future collaborations in research and development, integration and commercialization of the QuadSight™. In addition, Foresight is using forward-looking statements when it discusses that it intends to increase awareness of its unique solutions, to address potential customers and expand its presence with vehicle manufacturers and automotive tier one suppliers by selling additional prototypes. Because such statements deal with future events and are based on Foresight’s current expectations, they are subject to various risks and uncertainties and actual results, performance or achievements of Foresight could differ materially from those described in or implied by the statements in this press release.

 

The forward-looking statements contained or implied in this press release are subject to other risks and uncertainties, including those discussed under the heading "Risk Factors" in Foresight's annual report on Form 20-F filed with the Securities and Exchange Commission ("SEC") on March 27, 2018, and in any subsequent filings with the SEC. Except as otherwise required by law, Foresight undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release. Foresight is not responsible for the contents of third-party websites. 

 

Investor Relations Contact:

 

Miri Segal-Scharia

CEO

MS-IR LLC

msegal@ms-ir.com

917-607-8654

 

Corporate Communications Contact:

NetworkNewsWire (NNW)

New York, New York

www.networknewswire.com

212.418.1217 Office

Editor@NetworkNewsWire.com

 

  3  

 

Exhibit 99.2

 

 

 

Foresight Increases Ownership in Rail Vision Becoming Largest Shareholder

 

Ness Ziona, Israel – July 12, 2018 – Foresight Autonomous Holdings Ltd. (NASDAQ and TASE: FRSX), an innovator in automotive vision systems, announced today that it has increased its ownership in Rail Vision Ltd. and is now the largest shareholder. Foresight exercised $2.24 million of warrants, raising their ownership stake to approximately 35% of issued and outstanding shares and 34% on a fully diluted basis.

 

Rail Vision is a developer and market leader of unique solutions and vision-based systems for advanced safety, asset and fleet management in the rail industry. In December 2017, Rail Vision completed a successful trial of its unique vision-based system with a leading European railway company. The trial was conducted under harsh winter conditions with minimal light and demonstrated the system’s real-time capabilities to detect and classify obstacles at distances of several hundred meters.

 

“Foresight is pleased to increase its investment in Rail Vision,” commented Haim Siboni, CEO of Foresight. “We believe that, like in the automotive space, the next step is to provide trains with sensors and processing capabilities, to prevent accidents, reduce downtime, and increase productivity. Rail Vision is uniquely positioned to offer these functionalities and provide systems which have the potential to significantly reduce maintenance costs. Rail Vision is a leader in cognitive vision systems that detect objects before a train and make real-time decisions. We strongly believe that Rail Vision’s capabilities will become the standard in this market.”

 

For more information about Foresight and its wholly owned subsidiary, Foresight Automotive, please visit www.foresightauto.com, follow @ForesightAuto on Twitter, or join Foresight Automotive on LinkedIn.

 

About Foresight

 

Foresight Autonomous Holdings Ltd. (Nasdaq and TASE: FRSX), founded in 2015, is a technology company engaged in the design, development and commercialization of stereo/quad-camera vision systems and V2X cellular-based solutions for the automotive industry. Foresight’s vision systems are based on 3D video analysis, advanced algorithms for image processing and sensor fusion. The company, through its wholly owned subsidiary Foresight Automotive Ltd., develops advanced systems for accident prevention which are designed to provide real-time information about the vehicle’s surroundings while in motion. The systems are designed to improve driving safety by enabling highly accurate and reliable threat detection while ensuring the lowest rates of false alerts. The company’s systems are targeting the Advanced Driver Assistance Systems (ADAS), semi-autonomous and autonomous vehicle markets. The company predicts that its systems will revolutionize automotive safety by providing an automotive-grade, cost-effective platform and advanced technology.

 

Forward Looking Statements

 

This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions or variations of such words are intended to identify forward-looking statements. For example, Foresight is using forward-looking statements in this press release when it discusses the potential of Rail Vision’s products and that Rail Vision’s capabilities will become the standard in the market. Because such statements deal with future events and are based on Foresight’s current expectations, they are subject to various risks and uncertainties and actual results, performance or achievements of Foresight could differ materially from those described in or implied by the statements in this press release. The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: the overall global economic environment; the impact of competition and new technologies in the rail industry; general market, political and economic conditions in the countries in which Rail Vision operates; Rail Vision’s projected capital expenditures and liquidity; changes in Rail Vision’s strategy; and any litigation concerning Rail Vision.

 

The forward-looking statements contained or implied in this press release are subject to other risks and uncertainties, including those discussed under the heading “Risk Factors” in Foresight’s annual report on Form 20-F filed with the Securities and Exchange Commission (“SEC”) on March 27, 2018, and in any subsequent filings with the SEC. Except as otherwise required by law, Foresight undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release. Foresight is not responsible for the contents of third party websites. 

 

Investor Relations Contact :

Miri Segal-Scharia

CEO

MS-IR LLC

msegal@ms-ir.com

917-607-8654