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 November 2021

 

Commission file number: 001-40753

 

ICECURE MEDICAL Ltd.

(Translation of registrant’s name into English)

 

7 Ha’Eshel St., PO Box 3163

Caesarea, 3079504 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

 

On November 23, 2021, the Registrant issued a press release titled: “IceCure Medical Reports Financial Results as of and for the first Nine Months of 2021 and Recent Corporate Developments.” A copy of this press release is furnished herewith as Exhibit 99.1.

 

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EXHIBIT INDEX

 

Exhibit No.    
99.1   Press release titled: “IceCure Medical Reports Financial Results as of and for the first Nine Months of 2021 and Recent Corporate Developments.”

 

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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.

 

  IceCure Medical Ltd.
     
Date: November 23, 2021 By: /s/ Eyal Shamir
    Name:  Eyal Shamir
    Title: Chief Executive Officer

 

 

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Exhibit 99.1

 

 

 

 

IceCure Medical Reports Financial Results as of and for the first Nine Months of 2021 and Recent Corporate Developments

 

CAESAREA, Israel, November 23, 2021 -- IceCure Medical Ltd. (NASDAQ: ICCM) (TASE: ICCM) (“IceCure” or the “Company”), developer of next-generation, minimally-invasive cryoablation technology with ProSense® that destroys tumors by freezing as an alternative to surgical tumor removal, today reported its financial results as of and for the nine-month period ended September 30, 2021.

 

Recent Corporate Developments

 

On September 13th, IceCure announced the first peer-reviewed article of its ICE3 Clinical Trial “Cryoablation Without Excision for Low-Risk, Early-Stage Breast Cancer: 3-Year Interim Analysis of Ipsilateral Breast Tumor Recurrence in the ICE3 Trial”. The article was published in the Annals of Surgical Oncology by the lead author Dr. Richard Fine, M.D., FACS, an ICE3 investigator who serves as Program Director of the Breast Surgical Oncology Fellowship and as Director of Research and Education at the West Comprehensive Breast Center in Germantown, Tennessee, as the lead author.

 

On October 12th, the Company submitted an amendment to the registration certificate for the IceSense3® system to China’s National Medical Products Administration (“NMPA”), which, if approved, would allow the disposable IceSense3 Cryoprobes to be sold for commercial procedures in mainland China. Approval of the amendment is expected by the end of 2022, which would be followed by a commercial sales program launch in China in early 2023.

 

On October 20th, IceCure announced an expansion of the Company’s global distribution network with an initial distribution agreement in Poland with Mobile SCANMED Systems SP. z o.o. (“Mobile SCANMED Systems”) to exclusively sell the ProSense® Cryoablation System and disposables.

 

On November 1st, the Company announced a peer-reviewed publication, “VAB and MRI Following Percutaneous Ultra-Sound Guided Cryoablation for Primary Early-Stage Breast Cancer: A Pilot Study in Japan”, that was published in the Journal of Cancer Therapy by lead author Dr. Hisanori Kawamoto, M.D., Ph.D. from the Department of Breast Surgery Breast and Imaging Center, St. Marianna University School of Medicine, Japan. The published data from the independent study demonstrated that percutaneous cryoablation presents a potential substitute for lumpectomy of breast tumors <15mm using ProSense.

 

“This is an exciting time in IceCure’s history, as we continue to generate increasing interest among a growing roster of leading commercial partners around the world to distribute our ProSense Cryoablation System, including forming recent distribution collaborations in Poland, Turkey, India, Brazil and various countries across Asia. This burgeoning interest speaks directly to the potential of our cryoablation system to provide a solution to the significant market demand for minimally-invasive, safe and effective alternatives to surgical tumor removal,” stated Eyal Shamir, Chief Executive Officer of IceCure.

 

Innovating Cryotherapy Solutions

 

 

IceCure Medical Ltd. | 7 Ha’Eshel St., Southern Industrial Park P.O.B. 316, Caesarea, 3079504, Israel

 

T: +972-4-602-0333 | F: +972-4-6230222 | www.icecure-medical.com

 

4888-2699-5204, v.2

 

 

 

 

 

Mr. Shamir continued, “In addition, we are steadily making progress advancing our regulatory and commercial strategies within the world’s largest oncology markets, including the U.S., China and the EU. In the U.S., the ICE3 trial is the largest controlled multi-center clinical trial for freezing of small, low-risk, early-stage breast tumors with liquid nitrogen, and we are working towards establishing a regulatory path that is expected to make the ProSense System available as a minimally invasive treatment to early-stage breast cancer patients and breast cancer patients that are considered high-risk for undergoing surgery. In China, we recently announced an update to our strategy for initiating commercial sales for our cryoablation therapy system, pending regulatory approval by the NMPA of an amendment to the registration certificate for the IceSense3 system.”

 

Financial Results for the Nine-Month Period Ended September 30, 2021

 

For the nine months ended September 30, 2021, revenue increased by 11% to approximately $2.75 million, compared to approximately $2.49 million for the nine months ended September 30, 2020.

 

Gross profit was $1.55 million for the nine months ended September 30, 2021, compared to $1.6 million for the nine months ended September 30, 2020. Gross margin was 56% for the nine-month period ended September 30, 2021, compared to 64% for the nine months ended September 30, 2020. The decrease in gross margin compared to the same period last year is attributable to the changes in the mix of products sold, sales to distributors instead of direct sales to end customers and increase in costs.

 

Total operating expenses for the nine months ended September 30, 2021 were approximately $8.15 million, compared to approximately $4.56 million for the nine months ended September 30, 2020. The increase in operating expenses is primarily attributable to the development of the Company’s next generation cryoablation systems and probes and the Nasdaq-listing-related expenses.

 

As a result of the increase in the Company’s expenses, net loss reported for the nine-month period ended September 30, 2021 increased to approximately $6.73 million, or $0.25 per share, compared to a net loss of approximately $2.95 million, or $0.20 per share, for the same period last year.

 

As of September 30, 2021, the Company had cash and cash equivalents and deposits of approximately $15.4 million, compared to approximately $8.2 million as of December 31, 2020. The $7.2 million increase includes $15 million in gross proceeds raised in 2021 through a private placement investment in the Company’s shares.

 

Innovating Cryotherapy Solutions

 

 

IceCure Medical Ltd. | 7 Ha’Eshel St., Southern Industrial Park P.O.B. 316, Caesarea, 3079504, Israel

 

T: +972-4-602-0333 | F: +972-4-6230222 | www.icecure-medical.com

 

4888-2699-5204, v.2

 

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About IceCure Medical

 

Founded in 2006, Israel-based IceCure Medical (NASDAQ: ICCM) (TASE: ICCM) develops and markets ProSense® an advanced liquid-nitrogen-based cryoablation therapy for the treatment of tumors (benign and cancerous) by freezing, with the primary focus areas being breast, kidney, bone and lung cancer. Its minimally-invasive technology is a safe and effective alternative to hospital surgical tumor removal that is easily performed in a relatively short procedure. The system is marketed and sold worldwide for the indications approved to-date by FDA and the European CE Mark.

 

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, IceCure is using forward looking statement in this press release when it discusses the development of distribution networks for its products, the Company’s regulatory strategy and developing a regulatory path towards approvals of its ProSense System and IceSence3 system, commercialization activities and the market opportunity for the Company’s ProSense Cryoablation System. Because such statements deal with future events and are based on IceCure’s current expectations, they are subject to various risks and uncertainties and actual results, performance or achievements of IceCure 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, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s Registration Statement on Form F-1 (as amended, the “Form F-1”). Copies of the Form F-1 are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

IR Contact:

 

Chuck Padala

 

LifeSci Advisors

 

o: +1 646-627-8390 / c: +1 917-741-7792

 

email: chuck@lifesciadvisors.com

 

Innovating Cryotherapy Solutions

 

 

IceCure Medical Ltd. | 7 Ha’Eshel St., Southern Industrial Park P.O.B. 316, Caesarea, 3079504, Israel

 

T: +972-4-602-0333 | F: +972-4-6230222 | www.icecure-medical.com

 

4888-2699-5204, v.2

 

3

 

 

 

 

ICECURE MEDICAL LTD.

 

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

 

    As of
September 30,
2021
    As of
December 31,
2020
 
    (Unaudited)     (Audited)  
    U.S. dollars in thousands  
ASSETS            
             
CURRENT ASSETS            
Cash and cash equivalents     15,385       3,502  
Deposit     -       4,669  
Trade accounts receivables     87       94  
Inventory     1,774       1,064  
Prepaid expenses and other receivables     494       260  
Total current assets     17,740       9,589  
                 
NON-CURRENT ASSETS                
Prepaid expenses and other long-term assets     332       37  
Right-of-use assets     1,029       306  
Property and equipment, net     576       307  
Total non-current assets     1,937       650  
TOTAL ASSETS     19,677       10,239  
                 
LIABILITIES AND SHAREHOLDERS’ EQUITY                
                 
CURRENT LIABILITIES                
Trade accounts payable     839       645  
Lease liabilities     194       214  
Other current liabilities     3,492       2,855  
Total current liabilities     4,525       3,714  
                 
NON-CURRENT LIABILITIES                
Long-term lease liabilities     817       118  
Other long-term liabilities     519       759  
Total non-current liabilities     1,336       877  
Total liabilities     5,861       4,591  
                 
SHAREHOLDERS’ EQUITY                
Ordinary shares, No par value; Authorized 2,500,000,000 shares; Issued and outstanding: 31,877,495 shares and 20,218,220 shares as of September 30, 2021 and December 31, 2020, respectively                
Treasury shares     -       (41 )
Additional paid-in capital     69,087       54,225  
Accumulated deficit     (55,271 )     (48,536 )
Total shareholders’ equity     13,816       5,648  
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY     19,677       10,239  

 

Innovating Cryotherapy Solutions

 

 

IceCure Medical Ltd. | 7 Ha’Eshel St., Southern Industrial Park P.O.B. 316, Caesarea, 3079504, Israel

 

T: +972-4-602-0333 | F: +972-4-6230222 | www.icecure-medical.com

 

4888-2699-5204, v.2

 

4

 

 

 

 

ICECURE MEDICAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

 

   

Nine months ended

September 30,

 
    2021     2020  
   

U.S. dollars in thousands

(except per share data)

 
Revenues     2,754       2,490  
Cost of revenues     1,202       892  
Gross profit     1,552       1,598  
Research and development expenses     4,276       2,439  
Sales and marketing expenses     1,217       831  
General and administrative expenses     2,655       1,289  
Operating loss     6,596       2,961  
Financial expenses (income), net     139       (14 )
                 
Net loss and comprehensive loss     6,735       2,947  
Basic and diluted net loss per share     0.249       0.196  
Weighted average number of shares outstanding used in computing basic and diluted loss per share     27,098,847       15,029,168  

 

Innovating Cryotherapy Solutions

 

 

IceCure Medical Ltd. | 7 Ha’Eshel St., Southern Industrial Park P.O.B. 316, Caesarea, 3079504, Israel

 

T: +972-4-602-0333 | F: +972-4-6230222 | www.icecure-medical.com

 

4888-2699-5204, v.2

 

5

 

 

 


ICECURE MEDICAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

 

   

Nine months ended

September 30,

 
    2021     2020  
    U.S. dollars in thousands  
Cash flows from operating activities            
Net loss     (6,735 )     (2,947 )
Adjustments to reconcile net loss to net cash used in operating activities:                
Depreciation     86       42  
Share-based compensation     254       205  
Exchange rate changes in cash and cash equivalents and short time deposits     74       26  
Changes in assets and liabilities:                
Decrease (increase) in trade accounts receivables     7       (216 )
Increase in prepaid expenses and other receivables     (234 )     (303 )
Increase in inventory     (710 )     (471 )
Decrease in prepaid expenses and other long-term assets     -       400  
Increase in right of use assets     (723 )     (123 )
Increase (decrease) in trade accounts payable     194       (132 )
Increase in lease liabilities     679       90  
Increase in other current liabilities     637       447  
Increase (decrease) in other long-term liabilities     (240 )     663  
Net cash used in operating activities     (6,711 )     (2,319 )
Cash flows from investing activities                
Realization of deposits (Investment of deposits)     4,621       (4,432 )
Investment of long term deposits     (295 )     -  
Purchase of property and equipment     (355 )     (159 )
Net cash provided by (used in) investing activities     3,971       (4,591 )
Cash flows from financing activities                
Issuance of ordinary shares, net of issuance cost     14,586       5,847  
Exercise of options to ordinary shares     63       11  
Net cash provided by financing activities     14,649       5,858  
Increase (decrease) in cash and cash equivalents     11,909       (1,052 )
Cash and cash equivalents at beginning of the year     3,502       5,789  
Effect of exchange rate fluctuations on balances of cash and cash equivalents     (26 )     46  
Cash and cash equivalents at end of period     15,385       4,783  

 

Innovating Cryotherapy Solutions

 

 

IceCure Medical Ltd. | 7 Ha’Eshel St., Southern Industrial Park P.O.B. 316, Caesarea, 3079504, Israel

 

T: +972-4-602-0333 | F: +972-4-6230222 | www.icecure-medical.com

 

4888-2699-5204, v.2

 

 

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