6-K 1 d30322.htm 6-k

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


F O R M 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, 2003

ROBOMATIX TECHNOLOGIES LTD.

1 Azrieli Center
Tel Aviv, 67021
Israel

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 x      Form 40-F o

        Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No x

        If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-___________

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Robomatix Technologies Announces Financial Results for the Three Months Ended March 31, 2003

        TEL AVIV, Israel, November 3, 2003 /PRNewswire/ — Robomatix Technologies Ltd. (OTC Bulletin Board: RBMXF.OB), a holding company, announced today its financial results for the first quarter of year 2003. As used herein, “Robomatix” or “Company” refers to Robomatix Technologies Ltd. and its consolidated subsidiaries, unless the context suggests otherwise or when we refer to a specific subsidiary. Robomatix currently holds, through a wholly owned subsidiary, all of the outstanding share capital of Franz Kalff GmbH, a German company engaged in the business of manufacturing through contractors, marketing and sale of first aid kits primarily for the automotive industry. Additionally, Robomatix holds indirect interests in eLady Ltd., a Japanese Internet commerce portal for women, and direct interests in Leader Tech Ltd., an Israeli company that purchases and invests in companies in the field of venture capital and technology and also holds minority interests in two Israeli insurance companies. During the first quarter of 2003 Robomatix held approximately 45% of Edco Technologies Ltd. these holdings were sold at the end of the second quarter of 2003.

Sales for the first quarter of 2003 were $4.7 million, compared to sales of $3.4 million in the first quarter of 2002. Gross margins for the first quarter of 2003 were 21.5%, compared to 19.9% for the first quarter of 2002.

Selling, general and administrative expenses in the first three months of 2003 increased to $0.73 million from $0.46 million in the first three months of 2002.

The Company reported a net loss for the first quarter of 2003 of $(0.26) million, or $(0.02) per share. This compares to a net income of $0.19 million, or $0.01 per share in the first quarter of 2002.

Forward Looking Statements

Certain statements contained in this press release are forward-looking statements that involve risks and uncertainties. The statements contained herein that are not purely historical are forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements deal with the Company’s current plans, intentions, beliefs and expectations and statements of future economic performance. Statements containing terms like “believes,” “does not believe,” “plans,” “expects,” “intends,” “estimates,” “anticipates” and other phrases of similar meaning are considered to imply uncertainty and are forward-looking statements. Forward-looking statements involve known and unknown risks and uncertainties that may cause the Company’s actual results in future periods to differ materially from what is currently anticipated. Factors that could cause or contribute to such differences include those discussed from time to time in reports filed by the Company with the Securities and Exchange Commission. The Company cannot guarantee its future results, levels of activity, performance or achievements.

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         CONSOLIDATED BALANCE SHEETS

         U.S. dollars in thousands

March 31,
2003

December 31,
2002

Unaudited
    ASSETS            
 
CURRENT ASSETS:  
  Cash and cash equivalents   $ 1,788   $ 381  
  Marketable securities    104    135  
  Trade receivables (net of allowance for doubtful accounts of $ 63 and $ 61
    at March 31, 2003 and December 31, 2002, respectively)    2,287    1,656    
  Other accounts receivable and prepaid expenses    285    356  
  Inventories    1,744    2,762  


Total current assets    6,208    5,290  


LONG-TERM INVESTMENTS AND RECEIVABLES:  
  Long-term receivables    179    172  
  Investment in other companies    4,703    2,640  


     4,882    2,812  


PROPERTY, PLANT AND EQUIPMENT, NET    118    3,740  


DEFERRED TAXES    2,488    2,572  


Total assets   $ 13,696   $ 14,414  


The accompanying note is an integral part of the consolidated financial statements.

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CONSOLIDATED BALANCE SHEETS

U.S. dollars in thousands (except share data)
March 31,
2003

December 31,
2002

Unaudited
    LIABILITIES AND SHAREHOLDERS' EQUITY            
 
CURRENT LIABILITIES:  
  Short-term bank credit   $ 2,097   $ 1,004  
  Current maturities of long-term loan    429    444  
  Trade payables    917    784  
  Other accounts payable and accrued expenses    1,719    1,590  


Total current liabilities    5,162    3,822  


LONG-TERM LIABILITIES:  
  Long-term loan, net of current maturities    2,128    4,489  
  Accrued severance pay    569    553  
  Excess of losses over investment in affiliate    491    -  


     3,188    5,042  


SHAREHOLDERS' EQUITY:  
  Share capital -  
    Ordinary shares of NIS 1.46 par value:  
      Authorized: 30,000,000 shares as of March 31, 2003 and    5,649    5,649  
      December 31, 2002; Issued and outstanding: 13,599,626  
      shares as of March 31, 2003 and December 31, 2002  
  Additional paid-in capital    30,133    30,133  
  Accumulated other comprehensive income (loss)    18    (36 )
  Accumulated deficit    (30,454 )  (30,196 )


Total shareholders' equity    5,346    5,550  


Total liabilities and shareholders' equity   $ 13,696   $ 14,414  


The accompanying note is an integral part of the consolidated financial statements.

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CONSOLIDATED STATEMENTS OF OPERATIONS

U.S. dollars in thousands (except share and per share data)


Three months ended
March 31,

Year ended
December 31,

2003
2002
2002
Unaudited
Sales                
Cost of sales   $ 4,709   $ 3,378   $ 8,704  
     3,694    2,707    6,708  



Gross profit    1,015    671    1,996  
 
Selling and marketing expenses    230    129    655  
General and administrative expenses    498    332    1,471  



Operating income (loss)    287    210    (130 )
Other income (expenses)    (458 )  72    257  
Financial expenses, net    (151 )  (24 )  (191 )



Income (loss) before taxes on income    (322 )  258    (64 )
Taxes on income    159    65    378  



     (481 )  193    (442 )
Equity in earnings of an affiliate    223    -    -  



Net income (loss)    (258 )  193    (442 )



Basic and diluted net earnings (loss) per share (in U.S.  
  dollars)   $ (0.02 ) $ 0.01   $ (0.03 )



Weighted average number of shares used in computing  
  basic and diluted earnings (loss) per share    13,599,626    13,599,626    13,599,626  



The accompanying note is an integral part of the consolidated financial statements.

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Robomatix Technologies Announces Financial Results for the Six Months Ended June 30, 2003

        TEL AVIV, Israel, November 3, 2003 /PRNewswire/ — Robomatix Technologies Ltd. (OTC Bulletin Board: RBMXF.OB), a holding company, announced today its financial results for the second quarter of year 2003 and for the six months ended June 30, 2003. As used herein, “Robomatix” or “Company” refers to Robomatix Technologies Ltd. and its consolidated subsidiaries, unless the context suggests otherwise or when we refer to a specific subsidiary.

Robomatix currently holds, through a wholly owned subsidiary, all of the outstanding share capital of Franz Kalff GmbH, a German company engaged in the business of manufacturing through contractors, marketing and sale of first aid kits primarily for the automotive industry. Additionally, Robomatix holds indirect interests in eLady Ltd., a Japanese Internet commerce portal for women, and direct interests in Leader Tech Ltd., an Israeli company that purchases and invests in companies in the field of venture capital and technology and also holds minority interests in two Israeli insurance companies. During the first six months of 2003 Robomatix held approximately 45% of Edco Technologies Ltd. such holdings were sold at the end of the second quarter of 2003.

Sales for the second quarter of 2003 were $2.8 million, compared to sales of $4.7 million in the first quarter of 2003 and $1.8 million in the second quarter of 2002. Gross margins for the second quarter of 2003 were 23.1%, compared to 21.5% for the first quarter of 2003 and 24.6% for the second quarter of 2002.

Selling, general and administrative expenses in the second quarter of 2003 increased to $0.73 million from $0.51 million in the second quarter of 2002.

The Company reported a net income for the second quarter of 2003 of $1.5 million, or $0.11 per share. This compares to a net loss of $(0.26) million, or $(0.02) per share in the first quarter of 2003, and a net loss of $(0.17) million, or $(0.01) per share, for the second quarter of 2002.

Sales for the first six months of 2003 were $7.5 million, compared to sales of $5.1 million for the first six months of 2002. Gross margins were 22.1% for the first six months of 2003, and 21.5% for the first six months of 2002.

Selling, general and administrative expenses in the first six months of 2003 increased to $1.5 million from $1.0 million in the first six months of 2002. The Company reported a net income for the first six months of 2003 of $1.2 million, or $0.09 per share, compared to a net income of $0.03 million, or $0.00 per share in the first six months of 2002.

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Forward Looking Statements

Certain statements contained in this press release are forward-looking statements that involve risks and uncertainties. The statements contained herein that are not purely historical are forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements deal with the Company’s current plans, intentions, beliefs and expectations and statements of future economic performance. Statements containing terms like “believes,” “does not believe,” “plans,”“expects,” “intends,” “estimates,” “anticipates”and other phrases of similar meaning are considered to imply uncertainty and are forward-looking statements. Forward-looking statements involve known and unknown risks and uncertainties that may cause the Company’s actual results in future periods to differ materially from what is currently anticipated. Factors that could cause or contribute to such differences include those discussed from time to time in reports filed by the Company with the Securities and Exchange Commission. The Company cannot guarantee its future results, levels of activity, performance or achievements.

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         CONSOLIDATED BALANCE SHEETS

         U.S. dollars in thousands

June 30,
2003

December 31,
2002

Unaudited
ASSETS            
 
CURRENT ASSETS:  
Cash and cash equivalents   $ 2,382   $ 381  
Marketable securities    295    135  
Trade receivables (net of allowance for doubtful accounts of $ 63 and $  
61 at June 30, 2003 and December 31, 2002, respectively)    1,917    1,656  
Other accounts receivable and prepaid expenses    741    356  
Inventories    2,193    2,762  


Total current assets    7,528    5,290  


LONG-TERM INVESTMENTS AND RECEIVABLES:  
Long-term receivables    326    172  
Investment in other companies    4,706    2,640  


     5,032    2,812  


PROPERTY AND EQUIPMENT, NET    101    3,740  


DEFERRED TAXES    2,680    2,572  


Total assets   $ 15,341   $ 14,414  


The accompanying notes are an integral part of the consolidated financial statements.

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CONSOLIDATED BALANCE SHEETS

U.S. dollars in thousands (except share and per share data)


June 30,
2003

December 31,
2002

Unaudited
LIABILITIES AND SHAREHOLDERS' EQUITY            
 
CURRENT LIABILITIES:  
Short-term bank credit   $ 2,230   $ 1,004  
Current maturities of long-term loan    429    444  
Trade payables    1,058    784  
Other accounts payable and accrued expenses    1,579    1,590  


Total current liabilities    5,296    3,822  


LONG-TERM LIABILITIES:  
Long-term loan, net of current maturities    2,169    4,489  
Accrued severance pay    603    553  


     2,772    5,042  


SHAREHOLDERS' EQUITY:  
Share capital -  
Ordinary shares of NIS 1.46 par value:  
Authorized: 30,000,000 shares at June 30, 2003 and December 31,  
2002; Issued and outstanding: 13,599,626 shares at June 30, 2003 and  
December 31, 2002    5,649    5,649  
Additional paid-in capital    30,133    30,133  
Accumulated other comprehensive income (loss)    491    (36 )
Accumulated deficit    (29,000 )  (30,196 )


Total shareholders' equity    7,273    5,550  


Total liabilities and shareholders' equity   $ 15,341   $ 14,414  


The accompanying notes are an integral part of the consolidated financial statements.

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CONSOLIDATED STATEMENTS OF OPERATIONS

U.S. dollars in thousands (except share and per share data)


Six months ended
June 30,

Three months ended
June 30,

Year ended
December 31,

2003
2002
2003
2002
2002
Unaudited
Sales     $ 7,475   $ 5,145   $ 2,718   $ 1,767   $ 8,704  
Cost of sales    5,822    4,040    2,128    1,333    6,708  





Gross profit    1,653    1,105    590    434    1,996  
   
Sales and marketing expenses    509    276    279    147    655  
General and administrative expenses    947    698    571    366    1,471  





Operating profit (loss)    197    131    (260 )  (79 )  (130 )
Other income, net    1,026    151    1,788    79    257  
Financial expenses, net    (387 )  (172 )  (236 )  (148 )  (191 )





Income (loss) before taxes on income    836    110    1,292    (148 )  (64 )
Taxes on income    121    83    (38 )  18    378  





     715    27    1,330    (166 )  (442 )
Equity in earnings of an affiliate    481    -    236    -    -  





Net income (loss)   $ 1,196   $ 27   $ 1,566   $ (166 ) $ (442 )





Basic and diluted net earnings  
(loss) per share (U.S. dollars)   $ 0.09   $ 0.00   $ 0.12   $ (0.01 ) $ (0.03 )





Weighted average number of shares  
used in computing basic and  
diluted earning (loss) per share    13,599,626    13,599,626    13,599,626    13,666,293    13,599,626  





The accompanying notes are an integral part of the consolidated financial statements.

ROBOMATIX TECHNOLOGIES LTD.


BY: /S/  Zvika Barinboim
——————————————
Zvika Barinboim
Chairman of the Board of Directors

Date: November 3, 2003

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