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: June 2022 (Report No. 2)
Commission file number: 001-38094
FORESIGHT AUTONOMOUS HOLDINGS LTD.
(Translation of registrant’s name into English)
7 Golda Meir
Ness Ziona 7403650 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
This Report of Foreign Private Issuer on Form 6-K consists of the Registrant’s press release issued on June 15, 2022, titled “Foresight and Tier One ZF Sign an Agreement for a Joint Proof of Concept,” which is attached hereto as Exhibit 99.1, and the Registrant’s corporate presentation, which was posted on its website on June 15, 2022, which is attached hereto as Exhibit 99.2.
The first two paragraphs and the section titled “Forward-Looking Statements” in the press release are incorporated by reference into the Registrant’s Registration Statements on Form F-3 (File No. 333-252334) and Form S-8 (Registration No. 333-229716 and 333-239474), filed with the Securities and Exchange Commission, to be a part thereof from the date on which this Report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
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: June 15, 2022 | By: | /s/ Eli Yoresh |
Name: | Eli Yoresh | |
Title: | Chief Financial Officer |
2
Exhibit 99.1
Foresight and Tier One ZF Sign an Agreement for a Joint Proof of Concept
POC follows Foresight’s winning of ZF Pitch Event at CES 2022
Ness Ziona, Israel – June 14, 2022 - Foresight Autonomous Holdings Ltd. (Nasdaq and TASE: FRSX) (“Foresight” or the “Company”), an innovator in automotive vision systems, announced the signing of an agreement for a joint proof of concept (POC) project with ZF North America, Inc. (“ZF North America”), a subsidiary of ZF Friedrichshafen AG (“ZF”), one of the top three leading Tier One technology companies supplying systems for passenger cars, commercial vehicles and industrial technology, enabling the next generation of mobility.
The POC project follows Foresight’s winning of the ZF Pitch Event that took place at the 2022 CES exhibition in January this year. The ZF Pitch Event focused on automotive electronics and advanced driver assistance systems (ADAS) applications. Several startups were chosen to pitch their technology concepts to ZF’s leadership team with the winner receiving funding for a joint proof of concept project with ZF. Since the ZF Pitch Event, the parties have already initiated the POC project.
“We are always looking for the next innovative solution, seeking to enhance vehicle safety and driver comfort and convenience,” said Marc Bolitho, Senior Vice President, Engineering for the Electronics and ADAS Division at ZF. “Foresight’s capabilities offer a potential valuable solution that could be readily deployed without requiring additional hardware and design changes.”
“We are honored to have been selected by ZF’s leadership team to conduct a joint POC project using our innovative solution for automotive electronics and ADAS applications. We believe that conducting a POC project with one of the world’s top Tier One automotive suppliers once again validates the added value of our technology for enhancing existing advanced driver assistance systems (ADAS),” said Haim Siboni, Chief Executive Officer of Foresight.
About ZF
ZF is a global technology company supplying systems for passenger cars, commercial vehicles and industrial technology, enabling the next generation of mobility. ZF allows vehicles to see, think and act. In the four technology domains of Vehicle Motion Control, Integrated Safety, Automated Driving, and Electric Mobility, ZF offers comprehensive product and software solutions for established vehicle manufacturers and newly emerging transport and mobility service providers. ZF electrifies a wide range of vehicle types. With its products, the company contributes to reducing emissions, protecting the climate and enhancing safe mobility.
With some 157,500 employees worldwide, ZF reported sales of €38.3 billion in fiscal year 2021. The company operates 188 production locations in 31 countries.
For further press information and photos, please visit: www.zf.com
About Foresight
Foresight Autonomous Holdings Ltd. (Nasdaq and TASE: FRSX) is a technology company developing smart multi-spectral vision software solutions and cellular-based applications. Through the Company’s wholly owned subsidiaries, Foresight Automotive Ltd., Foresight Changzhou Automotive Ltd. and Eye-Net Mobile Ltd., Foresight develops both “in-line-of-sight” vision systems and “beyond-line-of-sight” accident-prevention solutions.
Foresight’s vision solutions include modules of automatic calibration and dense three-dimensional (3D) point cloud that can be applied to different markets such as automotive, defense, autonomous vehicles and heavy industrial equipment. Eye-Net Mobile’s cellular-based solution suite provides real-time pre-collision alerts to enhance road safety and situational awareness for all road users in the urban mobility environment by incorporating cutting-edge AI technology and advanced analytics.
For more information about Foresight and its wholly owned subsidiary, Foresight Automotive, visit www.foresightauto.com, follow @ForesightAuto1 on Twitter, or join Foresight Automotive on LinkedIn.
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 joint POC with ZF North America and its belief that conducting a POC project validates the added value of its ADAS. 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 30, 2021, 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
Exhibit 99.2
INVESTO
R PRESENTATION NASDAQ/TASE - FRSX 1 June 2022
FORWARD - LOOKING STATEMENTS 2 This presentation of Foresight Autonomous Holdings Ltd. (“Foresight” or 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 market trends, commercial agreement and customization project with Elbit, joint POC with Global Top 3 tier 1 ZF, multiple POC projects with leading OEM/Tier 1s in North America, Japan and Europe, Elbit and Foresight’s joint solution, and Chinese market. 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 annual report on Form 20 - F, filed with the SEC on March 31, 2022. 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.
STRUCTURE 7.36%* 92.64%* Public Float 100% 15.39% Vision - based accident prevention and autonomous driving systems Vision - based systems for railway safety, security and maintenance Foresight Autonomous Holdings (FRSX) 100% AUTOMOTIVE MOBILE Cellular - based V2X system *As of June 15, 2022 CHANGZHOU Foresight Chinese Office 3
FORESIGHT AUTOMOTIVE AT A GLANCE Advanced Safety Driver Assistance and Autonomous Driving Vision Solutions Employees ~75 Mainly R&D Traded: TASE, NASDAQ (FRSX) 10 Patents Founded: 2015 Core Technology Software & Algorithms Mature Technology adapted from operational surveillance applications Value Proposition 3D perception stereo solutions 4
MARKET TREND - STRETCHING SENSOR CAPABILITIES Seeing farther, smaller objects with higher accuracy - ScaleCam TM 5
MARKET TREND - ENHANCING EXISTING ADAS SYSTEMS Improving performance of existing ADAS systems – Mono2Stereo TM 6
MARKET TRENDS – EXTENDING DRIVING RANGE OF EV’S Passive technology - Less energy consumption = Extending range 7
MARKET TREND – STEALTH CAPABILITIES IN DEFENSE Passive 3D perception – Operates in stealth mode - QuadSight TM 2.0 8
MARKET TRACTION – CUSTOMER ENGAGEMENTS Commercial agreement with Elbit Systems Customization project with Elbit for a 3D perception solution to meet the requirements of the Israeli Defense Forces (IDF) - Elbit presented our joint solution at Eurosatory defense exhibition Successfully completed proof of concept (POC) with a leading European OEM Joint POC with ZF - Global Top 3 tier 1, following winning the CES 2022 pitch event Conducting multiple POC projects with leading OEM/Tier 1’s in North America, Japan, Europe and China Dozens of leads with OEMs/Tier 1s worldwide Strategic cooperation agreements with key industry players 9
JOINT POC WITH ZF – GLOBAL TIER 1 Winning CES pitch event in Jan 2022 Joint POC 10
ELBIT SYSTEMS & FORESIGHT’S JOINT SOLUTION Foresight’s passive stereo technology to replace LiDAR by Elbit systems Ltd. (Nasdaq/TASE ESLT) Foresight’s customized 3D perception solution is presented by Elbit on an IDF’s Unmanned Vehicle at Eurosatory – the largest defense exhibition in Europe The solution is intended for a few defense - related projects 11
ELBIT SYSTEMS & FORESIGHT’S JOINT SOLUTION Unmanned robotic combat vehicle 12
CHINESE MARKET China is largest automotive market in the world * Backed up with strong government support and shifting to global vehicle export Looking for disruptive technology to enable high level of autonomy Latest market traction: Established a fully owned local subsidiary in China – Foresight Changzhou Automotive Ltd. – enabling local business development and partnerships Multiple proof of concepts projects with leading Chinese vehicle manufacturers Cooperation agreement with a Chinese leading Tier One, Sunway - AI Technology (Changzhou) Co., Ltd., to commercialize autonomous technologies to the Chinese agriculture market *According to the International Trade Administration https://www.trade.gov/country - commercial - guides/china - automotive - industry 13
MARKETS Autonomous Vehicles Military Vehicles Industrial Vehicles 14
Paid Proof of Concepts Design Win Engagement (prototypes, tests & roadshows) Mass Production SALES CYCLE 15 Co - Development WE
Partnerships with blue - chip names across industries and engagements with highly attractive customers Strong IP protection across the entire suite of technology offerings Game changing software - oriented computer vision approach, advancing ADAS and Autonomous Driving solutions Proprietary solutions drive superior range and detection across weather conditions Massive growth opportunities across markets and high margin potential of software - focused solutions COMPANY HIGHLIGHTS 16
THANK YOU! Info@foresightauto.com www.foresightauto.com 17