UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): May 25, 2021 (May 19, 2021)

 

On Track Innovations Ltd.
(Exact Name of Registrant as Specified in Its Charter)
 
Israel
(State or Other Jurisdiction of Incorporation)
 
000-49877   N/A
(Commission File Number)     (IRS Employer Identification No.)
   
Hatnufa 5, Yokneam Industrial Zone  
Box 372, Yokneam, Israel 2069200
(Address of Principal Executive Offices)     (Zip Code)
   
011 972 4 6868000  
(Registrant’s Telephone Number, Including Area Code)  

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:

 

☐ 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))

Securities registered pursuant to Section 12(b) of the Act:

        Name of each exchange on
Title of each class Trading Symbol(s) which registered
None        

 

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

 

Emerging growth company ☐

 

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. ☐

 

 

 

 

 

Item 8.01 Other Events.

 

On May 25, 2021, On Track Innovations Ltd. issued a press release announcing the results of its previously announced rights offering. A copy of the press release is furnished as Exhibit 99.1 to this report.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No. Description
99.1   Press Release of On Track Innovations Ltd., dated May 25, 2021

 

 

 

 

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 hereunto duly authorized.

 

  On Track Innovations Ltd.
     
Date: May 25, 2021 By: /s/ Assaf Cohen
  Name: Assaf Cohen
  Title: Chief Financial Officer

 

 

Exhibit 99.1

 

 

OTI Announces Completion of Oversubscribed Rights Offering to Shareholders

 

Approximately 19 million shares issued raising $3.3 million in gross proceeds strengthening balance sheet

 

Yokneam, Israel, May 25, 2021 - On Track Innovations Ltd. (OTI) (OTCQX: OTIVF), a global provider of near field communication (NFC) and cashless payment solutions, today announced that its previously announced rights offering (the “Rights Offering”), closed on May 19, 2021. The offering was oversubscribed and generated $3.3 million in gross proceeds. OTI intends to use the proceeds from the Rights Offering primarily to support its working capital needs and fund its operations and to a lesser degree for new product development activities.

OTI issued an aggregate of 18,965,517 ordinary shares at $0.174 per share. It is noted that this includes 10,869,304 shares issued to the Company’s controlling shareholder, The Jerry Ivy, Jr. Descendants’ Trust (Ivy) and its affiliates, upon exercise of its basic subscription rights and over-subscription rights. Following the offering, Ivy and its affiliates own 35.9% of issued and outstanding shares. Also, Ivy has an existing right to purchase additional shares from OTI upon conversion of a $1.5 million loan that Ivy extended to OTI and interest accrued, which may increase his percentage of holdings in OTI.

Yehuda Holtzman, CEO of OTI commented: “I would like to thank all our shareholders and long-term supporters for their show of confidence in OTI and in our strategic plan. We see significant long-term potential in our business, and we see this capital raise as an important step in securing our future.”

About OTI

OTI (OTCQX: OTIVF) is a leading developer of contactless payment solutions, Near Field Communication (NFC) technology based, for the unattended market. The company has been a technology leader since 1990, providing systems, devices and services to operators and integrators with solutions and components that are simple to implement.

 

To date, OTI has deployed over one million payment solutions to our focused unattended markets: self-service kiosk, micro-markets and vending machines, entertainment and gaming, automated teller machines, or ATM, Mass Transit Ticketing Validation, and fuel payments.

 

OTI operates through regional offices, supporting clients and payment industry partners with its unique contactless payment solutions.

 

Company Contact

Pazit Malchi-Bodesky

+972 4 686 8050

pazitm@otiglobal.com

Press Contact

Ehud Helft

+1 646 688 3559

oti@gkir.com

 

Safe Harbor for Forward-Looking Statements

This press release contains express or implied forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. Whenever we use words such as "will," "expect," "look forward," "intend," "plan," "estimate", “anticipate”, “believe”, “should”, “can” or similar expressions, OTI is making forward-looking statements. For example, we are using forward-looking statements when we discuss our use of proceeds, success of OTI’s strategic plan and its potential as well as holdings of Ivy and potential conversion of the loan he extended to us. Because such statements deal with future events and are based on OTI's current expectations, they are subject to various risks and uncertainties and actual results, performance, or achievements of OTI could differ materially from those described in or implied by the statements in this press release. Additional factors that could cause actual results to differ materially from those anticipated by our forward-looking statements are stated under the captions “Risk Factors” in OTI’s most recent Annual Report (Form 10-K) and other known and unknown uncertainties and risk factors including those detailed from time to time in OTI’s filings with the Securities and Exchange Commission. Forward-looking statements are made as of the date of this release, and we expressly disclaim any obligation or undertaking to update forward-looking statements. The reader is cautioned not to place undue reliance on forward-looking statements.