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Name | Symbol | Market | Type |
---|---|---|---|
Medigus Ltd | NASDAQ:MDGS | NASDAQ | Depository Receipt |
Price Change | % Change | Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Traded | Last Trade | |
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0.00 | 0.00% | 2.36 | 2.52 | 2.59 | 0 | 01:00:00 |
Per ADS
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Total
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|||||||
Offering price
|
$
|
1.15
|
$
|
1,472,000
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||||
Placement agent fee
(1)
|
$
|
0.0734
|
$
|
93,984
|
||||
Proceeds, before expenses, to us
|
$
|
1.0766
|
$
|
1,378,016
|
(1)
|
In addition to the placement agent fee listed in the table above, we have agreed to
(i)
reimburse the
lead
placement
agent
for certain of
its
expenses with respect to this offering
and (ii) issue to the co-placement agents placement agent warrants to purchase up to an aggregate of 3.5% of the aggregate number of ADSs sold in this offering
,
excluding any ADSs sold to pre-existing investors and purchasers who are residents of Israel,
as described under “Plan of Distribution” on page S-34 of this prospectus supplement.
|
Lead Placement Agent
|
Co-Placement
Agent
|
|
Roth Capital Partners
|
Maxim Group LLC
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Page
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Prospectus Supplement
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S-i
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S-ii
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S-1
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S-8
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S-9
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S-29
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S-30
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S-31
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S-32
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S-33
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S-34
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S-34
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S-35
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S-35
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S-36
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S-36
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Page
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Prospectus
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2
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2
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3
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3
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4
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5
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6
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7
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7
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11
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17
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18
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18
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19
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21
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21
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21
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22
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23
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24
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·
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the overall global economic environment;
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·
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insufficient coverage or reimbursement from medical insurers;
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·
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the impact of competition and new technologies;
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·
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general market, political, reimbursement and economic conditions in the countries in which we operate;
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·
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projected capital expenditures and liquidity;
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·
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changes in our strategy;
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·
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government regulations and approvals;
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·
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changes in customers’ budgeting priorities;
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·
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litigation and regulatory proceedings;
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·
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those factors referred to the “Risk Factors” found on page S-9 of this prospectus supplement; and
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·
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those factors referred to in “Item 3. Key Information – D. Risk Factors,” “Item 4. Information on the Company,” and “Item 5. Operating and Financial Review and Prospects” in our Annual Report on Form 20-F for the year ended December 31, 2015.
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PROSPE
CT
US SUPPLEMENT SUMMARY
This summary highlights selected information about us, this offering and information contained in greater detail elsewhere in this prospectus supplement, the accompanying prospectus, and in the documents incorporated by reference. This summary is not complete and does not contain all of the information that you should consider before investing in our ADSs. You should carefully read and consider this entire prospectus supplement, the accompanying prospectus and the documents, including financial statements and related notes, and information incorporated by reference into this prospectus supplement, including the financial statements and “Risk Factors” starting on page S-9 of this prospectus supplement, before making an investment decision. If you invest in our securities, you are assuming a high degree of risk.
Overview
Who We Are
We are a medical device company engaged in the development, production and marketing of innovative medical devices, including flexible surgical staplers with direct vision systems for minimally invasive medical procedures. Our expertise is in the development, production and marketing of innovative endoscopic surgical devices for the treatment of Gastroesophageal Reflux Disease, or GERD, a common ailment which is predominantly treated by medical therapy (e.g., proton pump inhibitors) or in more chronic cases, conventional open or laparoscopic surgery. Our U.S. Food and Drug Administration, or FDA, cleared and CE-marked product, known as the MUSE™ System, enables a trans-orifice procedure, or scarless procedure through a natural opening in the body, that requires no incision for the treatment of GERD by reconstruction of the esophageal valve where the stomach and the esophagus meet. We believe this procedure offers a safe, effective and economical alternative to the current surgical methods of GERD treatment. In addition, this trans-orifice approach has the ability to provide results which are equivalent to those of standard surgical procedures while reducing pain and trauma, minimizing hospital stays, and delivering economic value to hospitals and payors.
The key elements of the MUSE™ system include a single-use, flexible stapler (also called an Endostapler) containing several sophisticated innovative technologies such as a surgical stapler, miniature camera and ultrasound sensor, as well as a control console, offering a video image transmitted from the tip of the Endostapler.
In addition to the MUSE™ system for the treatment of GERD, we are engaged in the development of other minimally invasive endosurgical tools, as well as miniaturized imaging equipment for use in medical procedures as well as various industrial applications.
Prevalence of GERD
GERD is a prevalent worldwide disorder, with over 20% of adults experiencing at least weekly GERD symptoms. Between July 2013 and June 2014, Nexium (a proton pump inhibitor prescribed for the alleviation of GERD symptoms) was the third best-selling drug in the United States, with sales of over $6.3 billion and the third highest prescribed drug. This figure does not include sales of other brands of proton pump inhibitors. Studies have estimated the prevalence of GERD in the United States as between 10-20% in varying severities.
After being swallowed, food descends through the esophagus to the stomach, which contains acids and enzymes intended to digest and break down food. GERD is caused by the defective operation of the lower esophageal sphincter (LES), a valve which controls the flow of ingested food from the esophagus into the stomach. While eating, and between eating periods, a properly operating LES prevents stomach contents from entering the esophagus. Among GERD sufferers, the valve opens spontaneously or is unable to close properly. This results in acidic stomach contents rising into the esophagus, causing irritation, acid reflux and heartburn, as well as other potentially dangerous conditions.
Beyond painful symptoms, GERD may also increase sufferers’ susceptibility to cancer. Whereas the stomach is lined by the “gastric mucosal barrier” which allows acidic material to be contained harmlessly, the surface of the esophagus consists of flat, thin cells called squamous cells, which are not resistant to acid. Repeated episodes of acid reflux can cause inflammation of the esophagus, a condition called esophagitis. The flat cells lining the esophagus can also undergo genetic changes due to exposure to acid, causing these cells to resemble those found in the stomach lining, a condition known as Barrett’s Esophagus. Studies have shown that people exhibiting Barrett’s Esophagus have a higher risk of developing cancer of the esophagus. Studies have also shown, that compared to patients not exhibiting GERD symptoms, patients exhibiting weekly symptoms of GERD have a five times higher probability for developing esophageal cancer while patients exhibiting daily symptoms of GERD have a seven times higher probability for developing esophageal cancer.
|
Treatment of GERD
Mild GERD may be defined as intermittent reflux symptoms that can be managed with lifestyle changes or over-the-counter medications. Moderate to severe GERD represents more chronic symptoms that may require stronger drugs, long term medication or surgical intervention.
Drug treatment - Proton pump inhibitors (PPI)
For moderate to severe GERD, physicians usually prescribe proton pump inhibiting drugs (PPI). This class of drugs reduces acid production by the stomach, and thereby relieves the patients of their symptoms. Drugs of this class are among the most commonly prescribed medications in the world. There are several brands on the market, best known are Prilosec (omeprazole), Prevacid (lansoprazole) and Nexium (esomeprazole). Certain PPI drugs are available over the counter in the United States and in other countries, but the over the counter dosage is inadequate to control GERD symptoms, except in mild cases.
While PPI drugs effectively reduce the severity and frequency of GERD symptoms, they have a number of drawbacks:
a) In 30-40% of patients, symptom control is incomplete;
b) The drugs do not treat the disease, they only control its manifestations, and therefore such drugs must be taken for life at a dosage which requires prescription. Accumulated costs are substantial; and
c) Long term use is associated with a number of serious adverse effects. In particular, they increase the risk of osteoporosis and fractures of the hip, wrist and spine. The FDA had recently issued a warning on this effect as well as warnings against other untoward effects on absorption of other essential minerals, which may lead to seizures, irregular heartbeat, diarrhea and increased flatulence.
Interventional treatment
The most common operation for GERD is called Nissen fundoplication, a surgical procedure which prevents reflux by wrapping the upper part of the stomach around the lower esophagus and securing the wrap with sutures. Due to the presence of the wrap, increasing pressure in the stomach compresses the portion of the esophagus which is wrapped by the stomach, and prevents acidic gastric juice from flowing up into the esophagus. Today, the operation is usually performed laparoscopically: instead of a single large incision into the chest or abdomen, four or five smaller incisions are made in the abdomen, and the operator uses a number of specially designed tools to operate under video control.
The operation does not completely eliminate the use of PPI, and up to 60% still use some in long term follow up. Nevertheless, the dose is usually lower – in the over the counter range - and the response rate is excellent. Since the majority of patients referred to surgeons are incomplete responders, or require a high dose of PPI, the patients are generally satisfied with the operation, and the overall cost of treatment is lower in the long run.
In spite of the excellent clinical outcome of surgery, relatively few patients undergo surgery. We estimate that large numbers of patients who are candidates for operative treatment are either not referred by their treating physician or decline it. We believe that many patients decline to undergo operations to avoid even minute scars or violation of the abdominal cavity.
Given the current environment in which the vast majority of GERD sufferers in North America and Europe must choose between long-term pharmaceutical therapy and surgery, leading to what is known in our industry as the “treatment gap”, there is a demand for a minimally-invasive, incision-less procedure which treats the root cause of the disease. We believe that the MUSE™ system is positioned to fill this need.
Our system achieves the general physiological result of Nissen fundoplication, by inserting the MUSE™ endostapler through the mouth and the esophagus, and stapling the top of the stomach to the side of the esophagus. The endostapler contains a miniature video camera and stapling system. Staples have long been used in surgical procedures in place of sutures, and we believe that they are at least as reliable and potentially more durable. Our endostapler uses standard surgical staples.
The market for medical devices, for which our products are designated, and particularly the market for endoscopy treatments, is very broad, with an increasing demand for new alternatives to the currently existing surgical procedures for the treatment of various diseases. Despite the many impressive medical developments in recent decades, there are still many diseases which are not satisfactorily addressed by currently existing treatments. Most currently available medical solutions may be insufficient to address such diseases since the existing treatments may involve risks and harm to the human body, may cause pain and undesirable side effects, may be very expensive or may require long recovery periods, among other reasons. The increasing need for minimally invasive and incision-less treatments, such as endoscopy-based procedures, are also augmented by the increase in the average age of the population, alongside a corresponding rise in the number of patients, and particularly patients with poor physical conditions who may face difficulties undergoing invasive medical procedures.
|
Endoscopy is a minimally invasive method of performing investigative, diagnostic and therapeutic medical procedures, employing an endoscope, which allows real-time visual observation of the patient’s internal organs during the procedure. Endoscopic procedures are most commonly performed through natural orifices, including via the throat, to avoid incisions. Because of the accessibility of the digestive tract through the throat, the endoscopy field is largely focused on disorders of the esophagus, stomach and beginning of the small intestine (duodenum).
Endoscopes are commonly composed of a flexible tube with a camera installed at its tip. Endoscopes often include “working channels” through which catheters or other endoscopic tools or devices may be inserted directly into the patient’s digestive system.
Single-use surgical devices have become more popular during the last two decades as a means of minimizing patient cross-contamination and eliminating high sterilization costs, and also with any eye to mitigating losses relating to damaged equipment. Single-use devices can be packaged and shipped to medical centers completely sterile.
The primary advantage of endoscopy is the elimination of incisions to the patient’s body during a medical procedure. We believe that this is safer, prevents most post-operative pain and facilitates faster recuperation. Patient perception or preference is important as well. The perception of endoscopy procedures as being safer, and less painful than, corresponding surgical procedures may have the effect of minimizing patient fears.
Endoscopic procedures generally involve less recovery time and patient discomfort than conventional open or laparoscopic surgery. The significant patient benefits and cost savings associated with endoscopy have caused many governmental reimbursement programs and private health insurance plans to encourage the use of endoscopic procedures in a number of medical applications.
Our Solution
The MUSE
™
system
Our primary product, the MUSE
™
(Medigus Ultrasonic Surgical Endostapler) system for transoral fundoplication, is an innovative device for the incisionless treatment of GERD, which is based on our proprietary platform technology and know-how. While at present substantially all of the Company’s revenue is derived from the miniature video camera and equipment related to our MUSE™, the Company’s strategy is focused on the development and promotion of its MUSE™ System, which we therefore refer to as our ‘primary product’.
Transoral means the procedure is performed through the mouth, rather than through incisions in the abdomen. The MUSE™ system for transoral fundoplication was previously known as the SRS™ Endoscopic Stapling System. The MUSE™
system is used to perform a procedure as an alternative to a surgical procedure known as “anterior fundoplication” in which the gastric fundus (upper part of the stomach) is wrapped around the lower esophagus, and stapled in place. Fundoplication is now primarily performed by conventional open or laparoscopic surgery. The MUSE
™
system offers an endoscopic, incisionless alternative. A single surgeon or gastroenterologist can perform the MUSE
™ procedure, unlike in Nissen fundoplication which requires incisions and a hospital stay of several days after the procedure.
Our MUSE™ system consists of three main components – the MUSE
™
controller console, the MUSE™
and several accessories (including an overtube, irrigation bottle, tubing supplies and staple cartridges). The endostapler incorporates a video camera, a surgical stapler and an ultrasonic sight, which is used to measure the distance between the anvil and the cartridge of the stapler, and to ensure their proper alignment. The device also contains an alignment pin, which is used for initial positioning of the anvil against the cartridge, and two anvil screws, which are used to reduce the thickness of the tissue that needs to be stapled to the right value and to fix the position of the anvil and the stapler during stapling. In addition, the system allows the operator to staple the fundus of the stomach to the esophagus, in two or more locations, around the circumference, thereby creating an “anterior partial fundoplication”, without any incisions or violation of the peritoneal or pleural cavity. Anterior means near the front, and fundoplication means folding of the fundus (the upper part of the stomach). In a Nissen fundoplication, the top part of the stomach is wrapped 360 degrees around the esophagus. However, an anterior partial fundoplication (also known as Thal-Dor fundoplication) is a procedure in which the wrap is limited to the half of the stomach facing the front of the patient.
The specific clearance by the FDA, or ‘Indications for Use’, of the MUSE™ System is “for endoscopic placement of surgical staples in the soft tissue of the esophagus and stomach in order to create anterior partial fundoplication for treatment of symptomatic chronic Gastro-Esophageal Reflux Disease in patients who require and respond to pharmacological therapy. As such, the FDA clearance covers the use by an operator of the MUSE
™
endoscopic stapler to staple the fundus of the stomach to the esophagus, in two or more locations, around the circumference, thereby creating an anterior partial fundoplication as described in the above paragraph. In addition, in the pivotal study that we presented to the FDA in order to gain FDA clearance, only patients who were currently taking GERD medications (i.e. pharmacological therapy) were allowed to participate in the study. All patients had to have a significant decrease in their GERD symptoms when they were taking medication compared to when they were off the medication. As such, the FDA clearance included the indication that MUSE™ is intended for patients who require and respond to pharmacological therapy. The MUSE™ System indication does not restrict its use with respect to GERD severity from a regulatory point of view. However, clinicians typically only consider interventional treatment options for moderate to severe GERD. Therefore, it is reasonable to expect the MUSE™ System would be primarily used to treat moderate and severe GERD in practice. The system has received 510(k) marketing clearance from the FDA in the United States, as well as a CE mark in Europe and a license from Health Canada. It is also cleared for use in Turkey and in Israel.
|
Multi-center clinical study and 510(k) marketing clearance
The original FDA submission for the MUSE
™
included short-term (6 month) results from a multi-center clinical trial. The trial was conducted in support of the 510(k) marketing clearance submission for the system and pursuant to an FDA-issued Investigational Device Exemption (IDE).
Enrollment was completed in November 2010. A total of 72 patients were enrolled and 69 were treated with the MUSE
™ system during the study. A manuscript detailing the results of this study was published in Surgical Endoscopy and is currently available online and was published in the hardcopy of the journal in the January 2015 issue.
The primary objective of the study was to assess the safety and efficacy of the
system in the treatment of subjects with GERD. The primary efficacy endpoint was at least a 50% improvement in the GERD-HRQL (Health Related Quality of Life) scores in 53% of the subjects. HRQL is the standard assessment of how an individual’s well-being may be affected over time by a disease. Secondary efficacy assessments included PPI intake, esophageal acid exposure during a 24-hour period and anatomical changes. The follow-up period was set at six months following each procedure.
The primary endpoint was met in that 73% of subjects exhibited at least a 50% reduction in HRQL at six months. In addition, 85% of subjects reduced their PPI intake by at least 50%, with 65% of subjects eliminating PPI use completely at six months.
FDA marketing clearance was granted in May 2012 for the MUSE
™ system following the original FDA submission. Subsequent improvements to the system included improvements to the camera, illumination and alignment mechanisms, the addition of an electronic stapling motor, and condensing two control consoles into a single unit. FDA clearance for the modified system was obtained in March 2014. The modified MUSE
™ system has also obtained a CE mark in Europe and a license from Health Canada and was approved in Turkey and Israel.
In May 2013, we received five years of follow-up results for a precursor IRB (Institutional Review Board) approved pilot study of the system conducted in 2007 at Deenanath Mangeshkar Hospital and Research Center in the city of Pune, India. The results of this follow-up study were published in the peer review journal Surgical Endoscopy in March 2015. As noted in the journal article, the five-year results are similar to the results obtained from subjects who received-laparoscopic procedures for GERD in the same period. Each year, eleven of the thirteen patients were reached (although not always the same eleven). All thirteen patients had at least a four year follow-up. Throughout the follow up period, GERD-HRQL scores were normal in all but one patient. All patients indicated that they would agree to do the procedure again. Out of the initial thirteen patients, seven (54%) had eliminated PPI and another three (23%) reduced PPI use by 50% or more. It should be emphasized that for this trial patients were selected with GERD severity at a higher than average level (moderate to severe), a fact which may indicate an even greater outcome of the effect of the
system in an average GERD level patient population.
Our Other Products
Miniature Video Cameras
By definition all endoscopes must include vision apparatus to facilitate the operator’s view of the internal organs of the patient. In the past, fiber optics was utilized for this purpose, and have been gradually replaced with electronic video systems offering higher resolution and higher-quality images. We have developed several models of miniaturized digital video cameras and video processing equipment, for use in medical endoscopy products as well as industrial uses. Our cameras range between 3.45mm to 0.99mm in diameter, and are based on either multi-use CCD (Charge Coupled Device) or less expensive single-use CMOS image sensors.
|
Our miniature cameras are intended for use in medical applications in which it has not yet been feasible to use miniature video cameras, and may be integrated into devices developed by the company, or by third parties who source the camera from us. We expect that the growing demand for single-use medical devices will increase demand for the CMOS cameras in particular, in fields such as gastroenterology, orthopedics, gynecology, ENT, urology, cardio-vascular, and other fields in which diagnostic and surgical procedures may be performed endoscopically. Small-diameter video cameras permit not only smaller camera-based endoscopes which are able to penetrate previously inaccessible organs or visualize them in improved image quality, but also allows for the addition of working channels and other features in the valuable space freed by the reduction in camera size.
Our most advanced camera is a prototype CMOS-based camera measuring only 0.99mm in diameter transmitting 45,000 pixels in HDMI format, which we believe to be the smallest video camera ever produced. This camera is based on “through-silicon-via” technology whereby the electronics pass vertically through the sensor, permitting smaller diameter devices. This prototype camera will not be commercially available in the foreseeable future.
Other products
We have utilized the MUSE™ system technological platform for the development of prototypes for other endoscopy and direct vision products, including a device aiding colonoscopy, a device used in dental surgery and others. To date, we have not yet applied for regulatory approvals for these devices, nor have we entered into agreements for the commercialization of these devices.
Our strategy
Our primary goal is to generate recurring revenues by driving sales of our MUSE
™
system and establishing it as the standard-of-care procedure and device for the treatment of moderate to severe GERD. We believe that we can achieve this goal by continuing to accumulate clinical data and promote reimbursement for the procedure in the principal markets of North America, Europe and Asia. Our strategy includes the following key elements:
Driving MUSE
™
sales
. We intend to continue to focus on commercializing MUSE™
system by expanding our sales and marketing infrastructure in the United States and Europe, as well as our global distribution footprint. We anticipate that increases in the use of the MUSE™
system in medical centers in a given country has the secondary effect for raising awareness of the MUSE™ system and accelerating subsequent sales.
Collaborating and co-developing with established companies
. We seek to initiate co-development or licensing collaborations with leading companies which have existing marketing channels or significant marketing power, while we provide the technology necessary to produce a device that requires miniaturized video cameras. We are working to engage in agreements which would promote less invasive or minimally invasive procedures by leveraging our camera platform.
Out-licensing products
. We may consider plans to issue a license for various endoscopic systems which are based on owned and patent-protected technology which has been developed by us. We continue to work to engage in agreements with companies which produce and market medical devices, to include the production of systems for the foregoing companies which will be integrated by them in the endoscopic systems which they produce or that we will develop or produce for them.
Developing additional products
. Additionally, we intend to develop other products which will be based on the technology which we have developed to date, including our imaging products and the MUSE™ system, or based on technology which we may develop in the future.
Corporate Information
Our registered office and principal place of business are located at Omer Industrial Park, No. 7A, P.O. Box 3030, Omer 8496500, Israel and our telephone number in Israel is + 972 72 260 2200. Our website address is http://www.medigus.com. The information contained on our website or available through our website does not constitute part of this prospectus. Our registered agent in the United States is Medigus USA LLC. The address of Medigus USA LLC is 140 Town & Country Dr., Suite C, Danville, CA 94526, USA.
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THE OFFERING
|
||
Securities offered by us in the offering
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1,280,000 ADSs representing 6,400,000 ordinary shares.
|
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Total ordinary shares outstanding immediately after this offering
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38,447,034 ordinary shares.
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The ADSs
|
Each ADS represents five ordinary shares. The ADSs will be evidenced by American Depositary Receipts, or ADRs, executed and delivered by The Bank of New York Mellon, as Depositary.
The Depositary, as depositary, will be the holder of the ordinary shares underlying your ADSs and you will have rights as provided in the Deposit Agreement, among us, The Bank of New York Mellon, as Depositary, and all owners and holders from time to time of ADSs issued thereunder, or the Deposit Agreement, a form of which has been filed as Exhibit 1 to the Registration Statement on Form F-6 filed by The Bank of New York Mellon with the Securities and Exchange Commission on May 7, 2015.
Subject to compliance with the relevant requirements set out in the Prospectus, you may turn in your ADSs to the Depositary in exchange for ordinary shares underlying your ADSs.
The Depositary will charge you fees for such exchanges pursuant to the Deposit Agreement.
You should carefully read the “Description of our American Depositary Shares” section of the accompanying prospectus and the Deposit Agreement to better understand the terms of the ADSs.
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Offering Price
|
The offering price is $1.15 per ADS.
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Use of proceeds
|
We currently intend to use the net proceeds from the sale of our ADSs for general corporate purposes, including research and development related purposes and for potential acquisitions. See “Use of Proceeds” for additional information.
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Listing
|
Our ADSs are listed on NASDAQ under the symbol “MDGS” and our ordinary shares currently trade on the TASE in Israel under the symbol “MDGS”.
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Risk factors
|
Before deciding to invest in our ADSs, you should carefully consider the risks related to our business, the offering and our securities, and our location in Israel. See “Risk Factors” on page S-9 of this prospectus supplement
and those factors referred to in “Item 3. Key Information – D. Risk Factors” in our Annual Report on Form 20-F for the year ended December 31, 2015.
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Dividend Policy
|
We have never declared or paid any cash dividends to our shareholders, and we currently do not expect to declare or pay any cash dividends in the foreseeable future. See “Dividend Policy” on page S-34 of this prospectus supplement.
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Depositary
|
The Bank of New York Mellon.
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The number of ordinary shares to be outstanding immediately after the offering as shown above is based on 32,047,034 ordinary shares outstanding as of September 7, 2016. This number does not include, as of such date (i) 1,773,500 ordinary shares issuable upon the exercise of outstanding options to purchase 1,773,500 ordinary shares at a weighted average exercise price of NIS 4.51 per share or $1.20 per share (based on the exchange rate reported by the Bank of Israel on such date), equivalent to 354,700 ADSs at a weighted average exercise price of $5.99 per ADS, (ii) 8,661,791 ordinary shares issuable upon the exercise of outstanding warrants to purchase 8,661,791 ordinary shares at a weighted average exercise price of NIS 6.79 per share or $1.80 per share (based on the exchange rate reported by the Bank of Israel on such date), equivalent to 1,732,358 ADSs at a weighted average exercise price of $9.01 per ADS and (iii) 197,750 ordinary shares issuable upon the exercise of warrants to purchase 39,550 ADSs at an exercise price of $1.15 per ADS, to be granted to the co-placement agents in connection with the offering.
Unless otherwise stated, outstanding share information throughout this prospectus supplement excludes such outstanding securities.
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SUMMARY FI
NA
NCIAL DATA
We derived the summary financial statement data for the years ended December 31, 2013, 2014 and 2015 set forth below from our audited financial statements and related notes incorporated by reference in this prospectus supplement and the accompanying prospectus. We derived the summary financial statement data for the six months ended June 30, 2015 and 2016 from our unaudited condensed interim financial statements and related notes incorporated by reference in this prospectus supplement and the accompanying prospectus. Our results for interim periods are not necessarily indicative of the results that may be expected for the entire year. You should read the information presented below together with our financial statements, the notes to those statements and the other financial information incorporated by reference in this prospectus supplement and the accompanying prospectus.
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Year Ended December 31,
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Six Months ended June 30,
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2013
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2014
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2015
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2015
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2016
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(unaudited)
|
||||||||||||||||||||
(U.S. Dollars, in thousands, except per share and weighted average shares data)
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Consolidated Statements of Loss and Other Comprehensive Loss
|
||||||||||||||||||||
Revenues
|
$ | 691 | $ | 744 | $ | 624 | $ | 160 | $ | 360 | ||||||||||
Cost of revenues
|
311 | 351 | 277 | 57 | 121 | |||||||||||||||
Gross profit
|
380 | 393 | 347 | 103 | 239 | |||||||||||||||
Operating Expenses
|
||||||||||||||||||||
Research and development expenses
|
2,275 | 4,025 | 4,384 | 2,011 | 2,313 | |||||||||||||||
Selling and marketing expenses
|
900 | 2,341 | 2,680 | 1,227 | 1,496 | |||||||||||||||
Administrative and general expenses
|
1,908 | 2,280 | 2,842 | 1,196 | 2,023 | |||||||||||||||
Other income, net
|
181 | 269 | 3 | 3 | - | |||||||||||||||
Total operating expenses
|
5,264 | 8,377 | 9,903 | 4,431 | 5,832 | |||||||||||||||
Operating loss
|
(4,522 | ) | (7,984 | ) | (9,556 | ) | (4,328 | ) | (5,593 | ) | ||||||||||
Profit (loss) from changes in fair value of warrants issued to investors
|
3,228 | 980 | 106 | (195 | ) | 9 | ||||||||||||||
Financing income (expenses), net
|
(111 | ) | 650 | (14 | ) | (154 | ) | 78 | ||||||||||||
Loss before taxes on income
|
(1,405 | ) | (6,354 | ) | (9,464 | ) | (4,677 | ) | (5,506 | ) | ||||||||||
Taxes on income
|
(23 | ) | (4 | ) | (68 | ) | (24 | ) | (24 | ) | ||||||||||
Loss for the period
|
$ | (1,428 | ) | $ | (6,358 | ) | $ | (9,532 | ) | $ | (4,701 | ) | $ | (5,530 | ) | |||||
Other comprehensive income (loss) for the period, net of tax
|
408 | (1,573 | ) | (211 | ) | 251 | - | |||||||||||||
Total comprehensive loss for the period
|
$ | (1,028 | ) | $ | (7,931 | ) | $ | (9,743 | ) | $ | (4,450 | ) | $ | (5,530 | ) | |||||
Basic and diluted loss per share
|
$ | (0.08 | ) | $ | (0.41 | ) | $ | (0.34 | ) | $ | (0.18 | ) | $ | (0.17 | ) | |||||
Weighted average of ordinary shares (in thousands)
|
13,020 | 19,500 | 28,415 | 24,995 | 32,047 | |||||||||||||||
·
|
untitled letters, warning letters, fines, injunctions, consent decrees and civil penalties;
|
|
·
|
customer notifications, refunds, detention or seizure of our products;
|
|
·
|
refusing or delaying requests for 510(k) marketing clearance or PMA approvals of new products or modified products;
|
|
·
|
withdrawing 510(k) marketing clearances or PMA approvals that have already been granted;
|
|
·
|
refusing to provide Certificates for Foreign Government;
|
|
·
|
refusing to grant export approval for our products; or
|
|
·
|
pursuing criminal prosecution.
|
·
|
design, development and manufacturing;
|
·
|
testing, labeling and storage;
|
·
|
clinical trials;
|
·
|
product safety;
|
·
|
marketing, sales and distribution;
|
·
|
premarket clearance or approval;
|
·
|
record keeping procedures;
|
·
|
advertising and promotions; and
|
·
|
product recalls and field corrective actions.
|
·
|
announcements of technological innovations or new products by us or others;
|
·
|
announcements by us of significant acquisitions, strategic partnerships, in-licensing, out-licensing, joint ventures or capital commitments;
|
·
|
expiration or terminations of licenses, research contracts or other collaboration agreements;
|
·
|
public concern as to the safety of our equipment we sell;
|
·
|
general market conditions;
|
·
|
the volatility of market prices for shares of medical devices companies generally;
|
·
|
developments concerning intellectual property rights or regulatory approvals;
|
·
|
developments concerning standard-of-care in endoscopic procedures;
|
·
|
variations in our and our competitors’ results of operations;
|
·
|
changes in revenues, gross profits and earnings announced by the company;
|
·
|
changes in estimates or recommendations by securities analysts, if our ordinary shares or the ADSs are covered by analysts;
|
·
|
changes in government regulations or patent decisions; and
|
·
|
general market conditions and other factors, including factors unrelated to our operating performance.
|
Public offering price per ADS
|
$
|
1.15
|
||
Net tangible book value per ADS at June 30, 2016
|
$
|
0.74
|
||
Increase in net tangible book value per ADS attributable to investors purchasing our ADSs in this offering
|
$
|
0.04
|
||
Pro forma net tangible book value per ADS as of June 30, 2016 after giving effect to this offering
|
$
|
0.78
|
||
Dilution per ADS to investors purchasing our ADSs in this offering
|
$
|
0.37
|
·
|
on an actual basis; and
|
·
|
on a pro forma basis to reflect the sale of 1,280,000 ADSs representing 6,400,000 ordinary shares at the offering price of $1.15 per ADS and the receipt by us of net proceeds of approximately $1.26 million, after deducting the co-placement agents’ fees and offering expenses payable by us.
|
As of June 30, 2016
|
||||||||
Actual
|
Pro Forma
|
|||||||
(unaudited, in thousands, except share data)
|
||||||||
Total debt
(1)
|
$
|
2,098
|
$
|
2,098
|
||||
Shareholders’ equity
|
||||||||
Ordinary shares, par value NIS 0.10 per share
|
870
|
1,040
|
||||||
Share premium
|
52,080
|
53,113
|
||||||
Other reserves
|
124
|
124
|
||||||
Receipts on account of warrants
|
1,532
|
1,591
|
||||||
Accumulated deficit
|
(49,859)
|
(49,859)
|
||||||
Total shareholders’ equity
|
4,747
|
6,009
|
||||||
Total capitalization and indebtedness
|
$
|
6,845
|
$
|
8,107
|
NIS
|
U.S. $
|
|||||||||||||||
Price per Ordinary Share*
|
Price per Ordinary Share*
|
|||||||||||||||
High
|
Low
|
High
|
Low
|
|||||||||||||
Annual
:
|
||||||||||||||||
2016 (through September 7, 2016)
|
1.79
|
0.66
|
0.45
|
0.16
|
||||||||||||
2015
|
5.60
|
1.60
|
1.40
|
0.41
|
||||||||||||
2014
|
6.54
|
2.55
|
1.87
|
0.65
|
||||||||||||
2013
|
10.89
|
5.65
|
2.92
|
1.62
|
||||||||||||
2012
|
13.26
|
5.75
|
3.46
|
1.42
|
||||||||||||
2011
|
14.36
|
6.74
|
4.03
|
1.87
|
||||||||||||
Quarterly:
|
||||||||||||||||
Third Quarter 2016 (through September 7, 2016)
|
1.63
|
0.66
|
0.42
|
0.16
|
||||||||||||
Second Quarter 2016
|
1.38
|
0.74
|
0.36
|
0.19
|
||||||||||||
First Quarter 2016
|
1.79
|
1.28
|
0.45
|
0.32
|
||||||||||||
Fourth Quarter 2015
|
2.91
|
1.60
|
0.75
|
0.41
|
||||||||||||
Third Quarter 2015
|
4.14
|
2.74
|
1.09
|
0.70
|
||||||||||||
Second Quarter 2015
|
5.60
|
3.70
|
1.40
|
0.93
|
||||||||||||
First Quarter 2015
|
3.82
|
2.61
|
0.95
|
0.67
|
||||||||||||
Fourth Quarter 2014
|
4.37
|
2.55
|
1.19
|
0.65
|
||||||||||||
Third Quarter 2014
|
5.12
|
4.27
|
1.49
|
1.19
|
||||||||||||
Second Quarter 2014
|
5.94
|
4.57
|
1.70
|
1.33
|
||||||||||||
First Quarter 2014
|
6.54
|
5.23
|
1.87
|
1.49
|
||||||||||||
Most Recent Six Months
|
||||||||||||||||
September 2016 (through September 7, 2016)
|
1.37
|
1.24
|
0.36
|
0.33
|
||||||||||||
August 2016
|
1.58
|
1.14
|
0.42
|
0.30
|
||||||||||||
July 2016
|
1.63
|
0.66
|
0.42
|
0.16
|
||||||||||||
June 2016
|
1.17
|
0.74
|
0.30
|
0.19
|
||||||||||||
May 2016
|
1.31
|
1.03
|
0.34
|
0.26
|
||||||||||||
April 2016
|
1.38
|
1.28
|
0.36
|
0.33
|
||||||||||||
March 2016
|
1.43
|
1.30
|
0.36
|
0.34
|
U.S. $
|
||||||||
Price per ADS*
|
||||||||
High
|
Low
|
|||||||
Annual
:
|
||||||||
2016 (through September 7, 2016)
|
2.68
|
0.76
|
||||||
2015
(commencing August 5, 2015)
|
5.00
|
2.68
|
||||||
Quarterly:
|
||||||||
Third Quarter 2016 (through September 7, 2016)
|
2.13
|
0.76
|
||||||
Second Quarter 2016
|
1.90
|
1.01
|
||||||
First Quarter 2016
|
2.68
|
1.69
|
||||||
Fourth Quarter 2015
|
4.48
|
2.68
|
||||||
Third Quarter 2015 (commencing August 5, 2015)
|
5.00
|
3.80
|
||||||
Most Recent Six Months
|
||||||||
September 2016 (through September 7, 2016)
|
1.88
|
1.70
|
||||||
August 2016
|
2.10
|
1.50
|
||||||
July 2016
|
2.13
|
0.76
|
||||||
June 2016
|
1.64
|
1.01
|
||||||
May 2016
|
1.84
|
1.38
|
||||||
April 2016
|
1.90
|
1.84
|
||||||
March 2016
|
2.05
|
1.69
|
·
|
may not engage in any stabilization activity in connection with our securities; and
|
·
|
may not bid for or purchase any of our securities or attempt to induce any person to purchase any of our securities, other than as permitted under the Exchange Act, until it has completed its participation in the distribution.
|
Per ADS placement agent fee
|
$
|
0.0734
|
||
Total
|
$
|
93,984
|
|
·
|
our Annual Report on Form 20-F for the fiscal year ended on December 31, 2015, filed with the SEC on March 30, 2016; and
|
|
·
|
our reports on Form 6-K furnished to the SEC on May 25, 2016, May 31, 2016 (solely with respect to Exhibits 99.2 and 99.3 therein), June 14, 2016, June 24, 2016, July 27, 2016, August 15, 2016, August 29, 2016 (solely with respect to Exhibit 99.1), August 31, 2016 (solely with respect to Exhibits 99.2 and 99.3) and September 8, 2016.
|
Page | |
2
|
|
2
|
|
3
|
|
3
|
|
4
|
|
5
|
|
6
|
|
7
|
|
7
|
|
11
|
|
17
|
|
18
|
|
18
|
|
19
|
|
21
|
|
21
|
|
21
|
|
22
|
|
23
|
|
24
|
· | the overall global economic environment; |
· | insufficient coverage or reimbursement from medical insurers; |
· | the impact of competition and new technologies; |
· | general market, political, reimbursement and economic conditions in the countries in which we operate; |
· | projected capital expenditures and liquidity; |
· | changes in our strategy; |
· | government regulations and approvals; |
· | changes in customers’ budgeting priorities; |
· | litigation and regulatory proceedings; and |
· | those factors referred to in “Item 3. Key Information – D. Risk Factors,” “Item 4. Information on the Company,” and “Item 5. Operating and Financial Review and Prospects” in our Annual Report on Form 20-F for the year ended December 31, 2015. |
As of March 31, 2016
|
||||
Actual
|
||||
(in thousands)
|
||||
Total debt
(1)
|
$
|
2,203
|
||
Shareholders’ equity
|
||||
Ordinary shares, par value NIS 0.10 per share
|
870
|
|||
Share premium
|
52,080
|
|||
Other reserves
|
99
|
|||
Receipts on account of
warrants
|
1,532
|
|||
Accumulated deficit
|
(47,076
|
)
|
||
Total shareholders’ equity
|
7,505
|
|||
Total capitalization and indebtedness
|
$
|
9,708
|
|
NIS
|
U.S. $
|
||||||||||||||
|
Price per Ordinary Share*
|
Price per Ordinary Share*
|
||||||||||||||
High
|
Low
|
High
|
Low
|
|||||||||||||
Annual
:
|
||||||||||||||||
2015
|
5.60
|
1.60
|
1.40
|
0.41
|
||||||||||||
2014
|
6.54
|
2.55
|
1.87
|
0.65
|
||||||||||||
2013
|
10.89
|
5.65
|
2.92
|
1.62
|
||||||||||||
2012
|
13.26
|
5.75
|
3.46
|
1.42
|
||||||||||||
2011
|
14.36
|
6.74
|
4.03
|
1.87
|
||||||||||||
|
||||||||||||||||
Quarterly:
|
||||||||||||||||
Second Quarter 2016
|
1.38
|
0.74
|
0.36
|
0.19
|
||||||||||||
First Quarter 2016
|
1.79
|
1.28
|
0.45
|
0.32
|
||||||||||||
Fourth Quarter 2015
|
2.91
|
1.60
|
0.75
|
0.41
|
||||||||||||
Third Quarter 2015
|
4.14
|
2.74
|
1.09
|
0.70
|
||||||||||||
Second Quarter 2015
|
5.60
|
3.70
|
1.40
|
0.93
|
||||||||||||
First Quarter 2015
|
3.82
|
2.61
|
0.95
|
0.67
|
||||||||||||
Fourth Quarter 2014
|
4.37
|
2.55
|
1.19
|
0.65
|
||||||||||||
Third Quarter 2014
|
5.12
|
4.27
|
1.49
|
1.19
|
||||||||||||
Second Quarter 2014
|
5.94
|
4.57
|
1.70
|
1.33
|
||||||||||||
First Quarter 2014
|
6.54
|
5.23
|
1.87
|
1.49
|
Most Recent Six Months
|
||||||||||||||||
August 2016 (through August 23, 2016)
|
1.58
|
1.14
|
0.42
|
0.30
|
||||||||||||
July 2016
|
1.63
|
0.66
|
0.42
|
0.16
|
||||||||||||
June 2016
|
1.17
|
0.74
|
0.30
|
0.19
|
||||||||||||
May 2016
|
1.31
|
1.03
|
0.34
|
0.26
|
||||||||||||
April 2016
|
1.38
|
1.28
|
0.36
|
0.33
|
||||||||||||
March 2016
|
1.43
|
1.30
|
0.36
|
0.34
|
||||||||||||
February 2016
|
1.55
|
1.28
|
0.39
|
0.32
|
|
U.S. $
|
|||||||
|
Price per ADS*
|
|||||||
|
High
|
Low
|
||||||
Annual
:
|
||||||||
2015
(commencing August 5, 2015)
|
5.00
|
2.68
|
||||||
Quarterly:
|
||||||||
Second Quarter 2016
|
1.90
|
1.01
|
||||||
First Quarter 2016
|
2.68
|
1.69
|
||||||
Fourth Quarter 2015
|
4.48
|
2.68
|
||||||
Third Quarter 2015 (commencing August 5, 2015)
|
5.00
|
3.80
|
||||||
Most Recent Six Months
|
||||||||
August 2016 (through August 23, 2016)
|
1.58
|
1.14
|
||||||
July 2016
|
2.13
|
0.76
|
||||||
June 2016
|
1.64
|
1.01
|
||||||
May 2016
|
1.84
|
1.38
|
||||||
April 2016
|
1.90
|
1.84
|
||||||
March 2016
|
2.05
|
1.69
|
||||||
February 2016
|
2.54
|
1.72
|
|
·
|
amendments to our articles of association;
|
|
·
|
appointment or termination of our auditors;
|
|
·
|
appointment of external directors;
|
|
·
|
approval of certain related party transactions;
|
|
·
|
increases or reductions of our authorized share capital;
|
|
·
|
mergers; and
|
|
·
|
the exercise of our board of directors powers by a general meeting, if our board of directors is unable to exercise its powers and the exercise of any of its powers is required for our proper management.
|
Persons depositing or withdrawing shares or ADS holders must pay
:
|
|
For
:
|
||
$5.00 (or less) per 100 ADSs (or portion of 100 ADSs)
|
●
|
Issuance of ADSs, including issuances resulting from a distribution of shares or rights or other property
|
||
|
●
|
Cancellation of ADSs for the purpose of withdrawal, including if the deposit agreement terminates
|
||
$.05 (or less) per ADS
|
●
|
Any cash distribution to ADS holders
|
||
A fee equivalent to the fee that would be payable if securities distributed to you had been shares and the shares had been deposited for issuance of ADSs
|
●
|
Distribution of securities distributed to holders of deposited securities which are distributed by the depositary to ADS holders
|
||
$.05 (or less) per ADS per calendar year
|
●
|
Depositary services
|
||
Registration or transfer fees
|
●
|
Transfer and registration of shares on our share register to or from the name of the depositary or its agent when you deposit or withdraw shares
|
||
Expenses of the depositary
|
●
|
Cable, telex and facsimile transmissions (when expressly provided in the deposit agreement)
|
||
|
●
|
converting foreign currency to U.S. dollars
|
||
Taxes and other governmental charges the depositary or the custodian has to pay on any ADSs or shares underlying ADSs, such as stock transfer taxes, stamp duty or withholding taxes
|
●
|
As necessary
|
||
Any charges incurred by the depositary or its agents for servicing the deposited securities
|
●
|
As necessary
|
If we:
|
Then:
|
|
·
Change the nominal or par value of our shares
·
Reclassify, split up or consolidate any of the deposited securities
·
Distribute securities on the shares that are not distributed to you
·
Recapitalize, reorganize, merge, liquidate, sell all or substantially all of our assets, or take any similar action
|
The cash, shares or other securities received by the depositary will become deposited securities. Each ADS will automatically represent its equal share of the new deposited securities.
The depositary may distribute new ADSs representing the new deposited securities or ask you to surrender your outstanding ADRs in exchange for new ADRs identifying the new deposited securities.
|
·
|
are only obligated to take the actions specifically set forth in the deposit agreement without negligence or bad faith;
|
·
|
are not liable if we are or it is prevented or delayed by law or circumstances beyond our or its control from performing our or its obligations under the deposit agreement;
|
·
|
are not liable if we or it exercises discretion permitted under the deposit agreement;
|
·
|
are not liable for the inability of any holder of ADSs to benefit from any distribution on deposited securities that is not made available to holders of ADSs under the terms of the deposit agreement, or for any special, consequential or punitive damages for any breach of the terms of the deposit agreement;
|
·
|
have no obligation to become involved in a lawsuit or other proceeding related to the ADSs or the deposit agreement on your behalf or on behalf of any other person;
|
·
|
are not liable for the acts or omissions of any securities depository, clearing agency or settlement system; and
|
·
|
may rely upon any documents we believe or it believes in good faith to be genuine and to have been signed or presented by the proper person.
|
·
|
payment of stock transfer or other taxes or other governmental charges and transfer or registration fees charged by third parties for the transfer of any shares or other deposited securities;
|
·
|
satisfactory proof of the identity and genuineness of any signature or other information it deems necessary; and
|
·
|
compliance with regulations it may establish, from time to time, consistent with the deposit agreement, including presentation of transfer documents.
|
·
|
when temporary delays arise because: (i) the depositary has closed its transfer books or we have closed our transfer books; (ii) the transfer of shares is blocked to permit voting at a shareholders' meeting; or (iii) we are paying a dividend on our shares;
|
·
|
when you owe money to pay fees, taxes and similar charges; or
|
·
|
when it is necessary to prohibit withdrawals in order to comply with any laws or governmental regulations that apply to ADSs or to the withdrawal of shares or other deposited securities.
|
· | the title of such warrants; |
· | the aggregate number of such warrants; |
· | the price or prices at which such warrants will be issued and exercised; |
· | the currency or currencies in which the price of such warrants will be payable; |
· | the securities purchasable upon exercise of such warrants; |
· | the date on which the right to exercise such warrants shall commence and the date on which such right shall expire; |
· | if applicable, the minimum or maximum amount of such warrants which may be exercised at any one time; |
· | if applicable, the designation and terms of the securities with which such warrants are issued and the number of such warrants issued with each such security; |
· | if applicable, the date on and after which such warrants and the related securities will be separately transferable; |
· | information with respect to book-entry procedures, if any; |
· | any material Israeli and United States federal income tax consequences; |
· | the anti-dilution provisions of the warrants, if any; and |
· | any other terms of such warrants, including terms, procedures and limitations relating to the exchange and exercise of such warrants. |
· | the price, if any, for the subscription rights; |
· | the exercise price payable for each ordinary share and/or ADS upon the exercise of the subscription rights; |
· | the number of subscription rights to be issued to each shareholder; |
· | the number and terms of the ordinary shares and/or ADSs which may be purchased per each subscription right; |
· | the extent to which the subscription rights are transferable; |
· | any other terms of the subscription rights, including the terms, procedures and limitations relating to the exchange and exercise of the subscription rights; |
· | the date on which the right to exercise the subscription rights shall commence, and the date on which the subscription rights shall expire; |
· | the extent to which the subscription rights may include an over-subscription privilege with respect to unsubscribed securities; and |
· | if applicable, the material terms of any standby underwriting or purchase arrangement which may be entered into by us in connection with the offering of subscription rights. |
· | the material terms of the units and of the securities comprising the units, including whether and under what circumstances those securities may be held or transferred separately; |
· | any material provisions relating to the issuance, payment, settlement, transfer or exchange of the units or of the securities comprising the units; and |
· | any material provisions of the governing unit agreement that differ from those described above. |
· | through agents; |
· | to or through one or more underwriters on a firm commitment or agency basis; |
· | through put or call option transactions relating to the securities; |
· | through broker-dealers; |
· | directly to purchasers, through a specific bidding or auction process, on a negotiated basis or otherwise; |
· | through any other method permitted pursuant to applicable law; or |
· | through a combination of any such methods of sale. |
· | A stabilizing bid means the placing of any bid, or the effecting of any purchase, for the purpose of pegging, fixing or maintaining the price of a security. |
· | A syndicate covering transaction means the placing of any bid on behalf of the underwriting syndicate or the effecting of any purchase to reduce a short position created in connection with the offering. |
· | A penalty bid means an arrangement that permits the managing underwriter to reclaim a selling concession from a syndicate member in connection with the offering when offered securities originally sold by the syndicate member are purchased in syndicate covering transactions. |
· | The description of our ordinary shares, par value NIS 0.10 per share, and the American Depositary Shares representing the ordinary shares, contained in our Registration Statement on Form 20-F filed with the SEC on May 7, 2015; |
· | our Annual Report on Form 20-F for the fiscal year ended on December 31, 2015, filed with the SEC on March 30, 2016; and |
· | our reports on Form 6-K furnished to the SEC on May 25, 2016, May 31, 2016 (solely with respect to Exhibits 99.2 and 99.3 therein), June 14, 2016, June 24, 2016, July 27, 2016, August 15, 2016 and August 22, 2016. |
· | the judgments are obtained after due process before a court of competent jurisdiction, according to the laws of the state in which the judgment is given and the rules of private international law currently prevailing in Israel; |
· | the prevailing law of the foreign state in which the judgments were rendered allows the enforcement of judgments of Israeli courts (however, the Israeli courts may waive this requirement following a request by the attorney general); |
· | adequate service of process has been effected and the defendant has had a reasonable opportunity to be heard and to present his or her evidence; |
· | the judgments are not contrary to public policy, and the enforcement of the civil liabilities set forth in the judgment does not impair the security or sovereignty of the State of Israel; |
· | the judgments were not obtained by fraud and do not conflict with any other valid judgment in the same matter between the same parties; |
· | an action between the same parties in the same matter is not pending in any Israeli court at the time the lawsuit is instituted in the foreign court; and |
· | the obligations under the judgment are enforceable according to the laws of the State of Israel and according to the law of the foreign state in which the relief was granted. |
SEC registration fees
|
$
|
2,014
|
||
Legal fees and expenses
|
10,000
|
|||
Accountants fees and expenses
|
1
2,000
|
|||
Miscellaneous
|
500
|
|||
Total
|
$
|
24,514
|
Lead Placement Agent
|
Co-Placement
Agent
|
|
Roth Capital Partners
|
Maxim Group LLC
|
1 Year Medigus Chart |
1 Month Medigus Chart |
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