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 2020

 

Commission File Number 001-37381

 

MEDIGUS LTD.
(Translation of registrant’s name into English)

 

Omer Industrial Park, No. 7A, P.O. Box 3030, Omer 8496500, 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):   __

 

 

 

 

 

 

EXPLANATORY NOTE

 

On May 19, 2020, the Company issued a press release titled: “ScoutCam receives $2 million investment from Mori Arkin, a leading life science and pharmaceutical entrepreneur”. A copy of this press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

 

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EXHIBIT INDEX

 

Exhibit   Description
     
99.1     Press release titled: “ScoutCam receives $2 million investment from Mori Arkin, a leading life science and pharmaceutical entrepreneur”.

 

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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.

 

  MEDIGUS LTD.
     
Date: May 19, 2020  By: /s/ Tatiana Yosef
    Tatiana Yosef
    Chief Financial Officer  

 

 

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Exhibit 99.1

 

 

 

ScoutCam receives $2 million investment from Mori Arkin, a leading life science and pharmaceutical entrepreneur

 

OMER, Israel, May 19, 2020- Medigus Ltd. (NASDAQ:MDGS) (TASE:MDGS), a technology company developing minimally invasive tools and an innovator in direct visualization technology, today announced that ScoutCam Inc. (OTC: SCTC), the Company’s subsidiary, entered into and consummated a securities purchase agreement with M. Arkin (1999) Ltd. in connection with an investment of $2,000,000.

 

Founder and Chairman of Arkin Holdings, Moshe “Mori” Arkin, is one of Israel’s most successful life sciences and pharmaceutical entrepreneurs. A renowned industrialist and generic drug specialist, he founded Arkin Holdings, which owns a healthcare portfolio of $1 billion through four investment arms, with holdings in some 20 Israeli companies developing pharmaceutical drugs and medical equipment, such as UroGen Pharma (Nasdaq: URGN), Keros Therapeutics (Nasdaq: KROS) and Novolog (TASE: NVLG). Mori previously grew Agis into a leading dermatological company in the U.S., which led to its acquisition by Perrigo in 2005 for $818 million.

 

ScoutCam develops and manufactures customized visual solutions to organizations across a variety of industries in the form of highly resistant micro cameras and supplementary technologies. With the smallest cameras produced in the world, which are down to 1mm diameter including illumination, the high resolution technology has unique properties that have been authenticated by customers, such as NASA, in the strictest environmental conditions, including extreme temperatures, vibrations, and radiation. ScoutCam devices have been used across the medical, aerospace, industrial, research and defense industries.

 

“We are proud to have received Mr. Mori Arkin’s vote of confidence by having him make a substantial investment in ScoutCam Inc. Mr. Arkin’s contribution will go beyond a financial investment as he requested and ScoutCam gladly accepted to appoint a director to the company’s board of directors.” said Professor Benad Goldwasser, chairman of ScoutCam’s board of directors.

 

Dr. Irit Yaniv, an experienced and accomplished senior executive in the Medtech industry, will join ScoutCam’s board of directors, as Mori Arkin’s representative.

 

As part of the agreement and in exchange for the investment of $2,000,000, ScoutCam issued to Arkin 4,132,232 shares of common stock, 2,066,116 warrants to purchase common stock at an exercise price of $0.595 and 4,132,232 warrants to purchase common stock at an exercise price of $0.893.

 

About Medigus

 

Medigus is traded on the Nasdaq Capital Market and the TASE (Tel Aviv Stock Exchange). To learn more about the company’s advanced technology, please visit www.medigus.com.

 

 

 

 

Cautionary Note Regarding Forward Looking Statements

 

This press release may contain statements that are “Forward-Looking Statements,” which are based upon the current estimates, assumptions and expectations of the company’s management and its knowledge of the relevant market. The company has tried, where possible, to identify such information and statements by using words such as “anticipate,” “believe,” “envision,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “target,” “potential,” “will,” “would,” “could,” “should,” “continue,” “contemplate” and other similar expressions and derivations thereof in connection with any discussion of future events, trends or prospects or future operating or financial performance, although not all forward-looking statements contain these identifying words. These forward-looking statements represent Medigus’ expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. By their nature, Forward-Looking Statements involve known and unknown risks, uncertainties and other factors which may cause future results of the company’s activity to differ significantly from the content and implications of such statements. Other risk factors affecting the company are discussed in detail in the company’s filings with the Securities and Exchange Commission. Forward-Looking Statements are pertinent only as of the date on which they are made, and the company undertakes no obligation to update or revise any Forward-Looking Statements, whether as a result of new information, future developments or otherwise. Neither the company nor its shareholders, officers and employees, shall be liable for any action and the results of any action taken by any person based on the information contained herein, including without limitation the purchase or sale of company securities. Nothing in this press release should be deemed to be medical or other advice of any kind.

 

Contact (for media only)

 

Tatiana Yosef

Chief Financial Officer

+972-8-6466-880

ir@medigus.com