Business Context and Reporting Period
My Size, Inc. (MYSZ), a Delaware corporation incorporated in Israel, filed this Form 8-K Current Report on September 13, 2019. The filing discloses the entry into a material definitive agreement regarding a new equity financing mechanism.
Key Financial Metrics and Transaction Details
This filing does not report operational financial metrics such as revenue, profit, cash flow, or margins. The primary financial data relates to the new financing agreement:
- Aggregate Offering Price: Up to $5.5 million in common stock.
- Commission Rate: 3.0% of aggregate gross proceeds payable to the agent.
- Agent: H.C. Wainwright & Co., LLC.
- Trading Venue: Nasdaq Capital Market.
Material Changes
The material change reported is the execution of an "At The Market" (ATM) Offering Agreement on September 13, 2019. This agreement allows the Company to sell shares of its common stock from time to time through the agent at prevailing market prices. The filing references a shelf registration statement (Form S-3) filed in January 2018 and a prospectus supplement dated September 13, 2019.
Outlook, Risks, and Management Commentary
Terms and Termination: The offering will terminate upon the earliest of: (a) the sale of all shares subject to the agreement, (b) termination by either party, or (c) September 13, 2022. The Company is not obligated to make any sales under the agreement.
Risks and Contingencies: The filing notes that sales will be made at market prices, subject to instructions from the Company regarding price or size limits. The document includes standard legal disclaimers stating it does not constitute an offer to sell securities in any jurisdiction where such an offer would be unlawful.
Investor Verification Checklist
- Verify the current share price and trading volume on the Nasdaq Capital Market to assess potential dilution impact.
- Review the full text of the Offering Agreement (Exhibit 1.1) for specific conditions or restrictions on sales.
- Check subsequent filings to determine if and when shares have actually been sold under this ATM program.
- Confirm the Company's current cash position and liquidity needs to understand the urgency of utilizing this facility.