SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the Month of August 2021
Commission File Number 333-206989
(Translation of registrant’s name into English)
Yad Harutzim 14
Tel Aviv 6770007, 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): ____
The information contained in this report is hereby incorporated by reference into the Company’s Registration Statements on Form S-8 (333-228465).
On August 1, 2021 the Company published an immediate report in Israel. a translated copy of the immediate report is attached hereto as Exhibit 99.1 and incorporated by reference herein.
|99.1||Immediate Report dated August 1, 2021|
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.
|Date: August 1, 2021||By:||/s/ Evyatar Cohen|
|Chief Financial Officer|
August 1, 2021
|To:||The Securities Authority||The Tel Aviv Securities Exchange Ltd.|
Immediate Report Regarding Legal Proceedings in the United States
Further to the immediate reports dated July 14, 2021 and July 22, 2021 (reference numbers: 2021-01-117075 and 2021-01-120888, respectively), which are incorporated in this report by way of reference, the Company hereby reports that on July 29, 2021, an Injunction was given by a court in New York, USA, at the request of the U.S. Securities and Exchange Commission (the “Injunction”, “the SEC”, respectively) against the Company, Ability Computer and Software Industries Ltd., a subsidiary of the Company, and Messer’s. Anatoly Hurgin and Alexander Aurovsky, the Significant Shareholders of the Company (“the parties to the Injunction”).
The Injunction freezes the funds in an escrow account in the name of the Company for put options (the “Deposit”), as described in Note 4 to the Company’s Consolidated Financial Statements included in the Annual Report as of December 31, 2020, which was published on March 29, 2021 (Reference No.: 2020-01-049623), (the “Annual Report”) and which is incorporated in this report by way of reference. The Injunction instructs the parties to the Injunction and related parties, such as employees, representatives, lawyers and others, to refrain from making any disposition of the Deposit funds. It should be noted that the SEC is taking an active part and is represented in the proceedings before the Tel Aviv District Court under Amendment 4 to the Insolvency and Economic Rehabilitation Law, 2018 (“the proceedings before the Tel Aviv District Court”). The Company was not represented in the proceedings in court in New York, but its position was brought to the attention of the court by the attorneys of the other parties to the Injunction.
In addition, in legal proceedings against the Company in the state of Florida, USA, as described in Note 11.a.2 and 11a.3 to the Annual Report, a motion was filed for a judgment in the absence of protection against the Company.
The Company is studying the consequences of the Injunction, while taking into consideration the proceedings held before the Tel Aviv District Court and other proceedings which are being held in Israel, including the issue of the proper forum to discuss issues arising from the said legal proceedings.
Evyatar Cohen, CFO