Steakholder Foods Ltd. current report, Q1 FY2021

Business Context and Reporting Period

Steakholder Foods Ltd., identified in this March 2021 Form 6-K as MeaTech 3D Ltd., filed a report for the month of March 2021. The filing covers the company’s Nasdaq initial public offering and related option exercises.

Key Financial and Capital Markets Information

  • The company announced the pricing and closing of a $25.0 million U.S. initial public offering of American Depositary Shares on the Nasdaq Capital Market.
  • The filing text does not provide a clear IPO price per American Depositary Share, the number of ADSs issued, underwriting discounts, offering expenses, or net proceeds.
  • EL Capital Investments, LLC, controlled by Chairman Steven H. Lavin, exercised an option to acquire 1,000,000 ordinary shares for NIS 3.4 million, approximately $1.0 million.
  • CEO, Director and CTO Sharon Fima exercised an option to receive 518,049 ordinary shares.
  • Deputy CEO and COO Omri Schanin exercised an option to receive 518,049 ordinary shares.
  • All ordinary shares issued upon exercise are subject to lock-up agreements with the IPO underwriter.
  • The filing does not provide revenue, profit, cash flow, margin, debt, liquidity, or operating-performance metrics.

Material Changes and Unusual Items

The principal reported change was the completion of the company’s $25.0 million Nasdaq IPO. The filing also reports the exercise of options by senior executives and a company controlled by the board chairman, resulting in an aggregate 2,036,098 ordinary shares issued or issuable upon exercise.

Guidance, Outlook, Risks, and Contingencies

The filing does not provide financial guidance, an operating outlook, risk disclosures, or material contingencies. The lock-up restrictions on the option-exercise shares are the principal stated limitation affecting those shares.

Important Facts to Verify

  • Verify the final IPO pricing, ADS-to-ordinary-share ratio, gross and net proceeds, and offering expenses in the attached pricing and closing press releases.
  • Verify the number of ADSs issued and the resulting ownership and dilution from the IPO and option exercises.
  • Verify the duration and terms of the lock-up agreements.
  • Verify the company’s current legal name, as the filing identifies the registrant as MeaTech 3D Ltd., while the request identifies Steakholder Foods Ltd.