Nano-X Imaging Ltd. current report, Q2 FY2024

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Nano-X Imaging Ltd. Form 6-K Summary

Business context and reporting period

Nano-X Imaging Ltd. furnished this Form 6-K for June 2024, dated June 7, 2024. The filing reports the company’s entry into an at-the-market equity offering arrangement and does not provide operating or financial results for a reporting period.

Key financial and capital markets information

  • Potential offering size: Up to $100 million of the company’s ordinary shares may be offered and sold from time to time.
  • Agents: Cantor Fitzgerald & Co. and Mizuho Securities USA LLC.
  • Commission: The designated agent will receive a cash commission equal to 3.0% of gross proceeds from shares sold under the agreement.
  • Use of proceeds: The filing does not specify the intended use of any proceeds.
  • Financial metrics: The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating metrics.

Material changes, guidance, and risks

  • The company is not obligated to sell any shares under the Sales Agreement.
  • No assurance is provided regarding whether shares will be sold, the number of shares sold, sale prices, or timing.
  • Sales may occur through Nasdaq or another existing trading market, in negotiated transactions, at prevailing or related market prices, or by another lawful ATM method.
  • The arrangement may result in dilution to existing shareholders if shares are issued.
  • Either party may terminate the Sales Agreement in accordance with its terms.
  • The Agents and the company have customary indemnification rights.
  • The offering is made under the company’s Form F-3 shelf registration statement, File No. 333-271688.

Important facts for investors to verify

  • Whether any shares were actually sold under the ATM program and the resulting gross and net proceeds.
  • The number of ordinary shares issued and the potential dilution to existing shareholders.
  • The company’s subsequent disclosures regarding use of proceeds and capital needs.
  • The complete Sales Agreement filed as Exhibit 10.1, including termination provisions and other contractual terms.
  • The company’s latest financial statements for liquidity, cash runway, debt, operating performance, and going-concern or funding risks.