SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of: December 2018 (Report No. 2)
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):_____
This Report of Foreign Private Issuer on Form 6-K consists of the Registrant’s press release issued on December 17, 2018, announcing that the Registrant and RH Electronics are to join forces for a strategic alliance, which is attached hereto as Exhibit 99.1, and the Registrant’s corporate presentation which was posted on its website, which is attached hereto as Exhibit 99.2.
|99.1||Press release issued by Foresight Autonomous Holdings Ltd. on December 17, 2018, announcing that the Registrant and RH Electronics are to join forces for a strategic alliance.|
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.|
|By:||/s/ Eli Yoresh|
|Title:||Chief Financial Officer|
Date: December 17, 2018
Foresight and RH Electronics to Join Forces for a Strategic Alliance
As part of the strategic alliance, RH intends to invest one million USD in Foresight at a premium share price
Ness Ziona, Israel – December 17, 2018 - Foresight Autonomous Holdings Ltd. (Nasdaq and TASE: FRSX), an innovator in automotive vision systems, announced today the signing of a non-binding Development and Investment Agreement with RH Electronics Ltd., a primary contractor in the manufacturing and assembly of electronic systems.
The agreement covers the terms of RH’s engagement, directly and/or through its approved contractor, Tonson Labs, for a multi-phase project to develop chip-based FPGA and ASIC solutions for QuadSight™, Foresight’s four-camera vision system. Initially, RH will lay the infrastructure for an FPGA-board platform. Following completion of phase 1 and successful pass of acceptance tests, RH is planned to proceed towards development and manufacturing of an ASIC chip for the QuadSight™ system.
The parties are targeting to enter, within two months, into a binding agreement based on the principles of the initial non-binding agreement, pursuant to which the parties will determine the minimal quantities of QuadSight™ production units, and the commercial terms of production. In addition, under such binding agreement RH will receive a “right of first refusal” for the manufacturing of QuadSight™ systems and will prepare the infrastructure for such manufacturing facilities.
In addition, RH plans to purchase from Foresight, pursuant to the final binding agreement, approximately 1% of its issued and outstanding share capital, in total consideration of NIS 3,700,000, or NIS 3.00 per ordinary share, representing an 89% premium over the share market price.
“We are very excited about this important strategic alliance with RH that aims to enable us to achieve important future technological milestones,” said CEO of Foresight, Haim Siboni. “RH’s intended investment at a premium over the share market price marks a significant show of confidence in Foresight’s technology. RH’s engineering, developing and manufacturing capabilities are of great value to Foresight, making them an ideal partner for our future roadmap.”
“We believe in Foresight, its technology and products,” said chairman of the board of RH, Yacov Rozenberg. “Having the opportunity to collaborate with Foresight allows us to step into the exciting world of automotive. This agreement is expected to give RH exclusive rights to new production lines that will surely generate growth for company.”
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.
About RH Electronics Ltd.
Established in 1984, RH is a leading EMS (Electronics Manufacturing Services) and CM (Contract Manufacturing) provider based in Nazareth Elite Israel, with factories around the world, including the United States, Europe and China.
RH has advanced production technologies in the fields of electronics PCBA, mechanics, cables and machining at one stop shop. RH is active in the field of top turnkey solution of design, engineering, testing, manufacturing and subcontracting services.
RH supports a variety of customers in the digital printing, semiconductor machines, medical, defense & security, communication and industrial applications. In parallel, RH has a special program “From Conception to Perfection” that supports start-up companies in order to accelerate new product introduction processes.
About Tonson Labs
Tonson Labs, founded in 1996, is a one stop, innovative and experienced R&D center specializing in cutting-edge technological solutions. An expert in the medical devices market and in vision solutions. The company runs under ISO-9001 and ISO-13485 regulatory standards. Tonson Labs provides all product development needs from concept to manufacturing launch: industrial and mechanical design, hardware and software design, system integration, project management, prototyping and regulatory approvals - to high tech companies, startups and entrepreneurs.
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 joining forces with RH Electronics Ltd. for a strategic alliance, and the terms of the final agreement, if any. 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:
FORESIGHT AUTONOMOUS HOLDINGS Investor Conference NASDAQ/TASE: FRSX December 2018
Forward - Looking Statement Dec 2018 This presentation of Foresight Autonomous Holdings Ltd. (the “Company”) contains “forward - looking statements” within the meaning of the Private Securities Litigation Reform Act and other 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 presentation when it discusses the potential of its products . Forward - looking statements are not historical facts, and are based upon management’s current expectations, beliefs and projections, many of which, by their nature, are inherently uncertain. Such expectations, beliefs and projections are expressed in good faith. However, there can be no assurance that management’s expectations, beliefs and projections will be achieved and actual results may differ materially from what is expressed in or indicated by the forward - looking statements. Forward - looking statements are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the forward - looking statements. For a more detailed description of the risks and uncertainties affecting the Company, reference is made to the Company’s reports filed from time to time with the Securities and Exchange Commission (“SEC”) including, but not limited to, the risks detailed in the Company’s registration statement on Form 20 - F, filed with the SEC. Forward - looking statements speak only as of the date the statements are made. The Company assumes no obligation to update forward - looking statements to reflect actual results, subsequent events or circumstances, changes in assumptions or changes in other factors affecting forward - looking information except to the extent required by applicable securities laws. If the Company does update one or more forward - looking statements, no inference should be drawn that the Company will make additional updates with respect thereto or with respect to other forward - looking statements. 2
Chairman – Michael Gally
Elements of a Successful Start - up x Start with a fast - growing niche or one that is already a part of a large market x A product that meets a critical problem or need x A product (easy to explain) that users use a lot, are satisfied with and are willing to recommend x An entrepreneur with "missionary" sales capabilities Dec 2018 4
Elements of a Successful Start - up x A high - quality team that is constantly nurtured (multidisciplinary, outstanding, was there, has the ability to crack together complex multivariate issues, learns and develops all the time) x A combination of: x Vision x Culture x Structure x Execution capabilities Dec 2018 5
Elements of a Successful Start - up x At least one of the following: • Disruptive technology • Disruptive business model • New market & GTM x A winning pattern (repeatable, scalable) for recruiting customers x An economically proven business model (high LTV, low CAQ) Dec 2018 6
Founder & CEO – Haim Siboni
Structure Foresight Autonomous Holdings (FRSX) 100 % 35.91 % 27.2 % 72.8 % □ Foresight develops advanced accident prevention systems 100 % □ 4 G/ 5 G Cellular - based V 2 X System □ RailVision develops advanced systems for railway safety, security and maintenance Dec 2018 8 RailVision Public Float
Demo Test Drive 9 Dec 2018
Eye - Net™ 10 Dec 2018
VP Business Development – Doron Cohadier
Recent Trends – Autonomous Vehicles Dec 2018 12 Source: Frost & Sullivan Analysis
Market Activities Dec 2018 13
Semi - Autonomous / Autonomous - Challenges 14 Dec 2018 14
Autonomous vehicles are required to operate in challenging conditions 15
AUTOMOTIVE VISION, PERFECTED. Dec 2018 16
QuadSight™ 17 Quad - camera sensor that detects any type of obstacle, under all weather conditions Dec 2018 17
QuadSight™ Technology 18 Dec 2018 Fusion of stereo visible and stereo thermal imaging Advanced algorithms for 3 D image analysis Detection by first frame (NO classification needed) Passive sensor, free of mutual interference 18
Dec 2018 19 Live Demo
QuadSight™ Performance 20 Dec 2018 Small obstacle in complete darkness A construction brick on the road in complete darkness: undetectable by visible camera and detected on time by thermal camera 20
Harsh weather and lighting conditions. Thermal camera is not blinded and is able to detect the obstacle. Dec 2018 QuadSight™ Performance Night, g lare and rain – Man on the driveway 21
QuadSight™ Performance 22 Dec 2018 Vehicle merging on the left The merging vehicle was detected ahead of time before it merged completely into the lane Vehicle detected while it is still merging into the lane 22
GTM – Prototype System Verticals OEM’s Electrical Trucks Tier 1 ’s Dec 2018 Prototype System Verticals 23
Prototype System Installed on a Customer Vehicle Dec 2018 24
From Prototype Systems to Commercial Product Prototype system purpose: Evaluate specs Receive detailed specifications for integrated product Dec 2018 25
Awards – Industry Recognition CES Innovation Award ( 2019 ) TechCode Award (New Mobility World 2018 ) Dec 2018 26
Sr. Consultant - Efraim Wasservogel
Head of Mergers & Acquisitions – Ariel Dor
Market Trends Dec 2018 29 Digitalization Driverless Trains Increase Efficiency
Short - term vs. Long - term Vision & Roadmap 1 st GEN Driver assistance Reduce driver cognitive load Improve safety & productivity Save money 2 st GEN Driverless train “Eyes” of the train and control center Improve operational flexibility 30 Dec 2018
Long - term Pilot with Swiss Train 31 Dec 2018
RailVision’s Solution An Array of Sensors Deep Learning Human Machine Interface 32 Dec 2018
33 Sensor Fusion Dec 2018
RailVision’s Achievements Today Detection Features Humans Cyclists Vehicles Animals Wagon Trains Signaling + Assignment to track Signs Braking Shoes 34 Dec 2018
What RailVision Aims for Tomorrow Infra - Structure Detection Predictive Maintenance Catenary Poles Tracks Gravels Slippers Bridges Switch state Control box Rails integrity Visual continuity and defects Thermal behavior Switches Routine integrity and measurements Signals and signs Routine integrity and measurements Stationary deployed systems Shape, placement 35 Dec 2018
RailVision’s Vision Dec 2018 36
37 S ummary & Questions Dec 2018
Thank You www.foresightauto.com Info@foresightauto.com @ ForesightAuto Foresight Automotive
What to Expect? 39 Dec 2018 39 • Eval Kit - $ 10 K’s • Eval Period - few months + feedback • Tailored Eval Kit – NRE - $ 100 K’s 6 months • Design Tender – Design Win
What's Ahead? $ 100 K’s Evaluation Tailored Kits RFI/RFQ Design Tender Evaluation Kits $ 10 K’s Today Dec 2018 Design Win Product Launch Jan. 2018 , CES Show 1 st evaluation kit sale Jun. 2018