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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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F O R M 6-K
Pursuant to Section 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of July 2002
RADA ELECTRONIC INDUSTRIES LTD.
(Name of Registrant)
7 Giborei Israel Street, Netanya 42504, Israel
(Address of Principal Executive Office)
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 __
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes __ No X
This Form 6-K is being incorporated by reference into the Company's Form F-3
Registration Statement File No. 333-11716.
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RADA ELECTRONIC INDUSTRIES LTD.
6-K Items
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1. RADA Electronic Industries Ltd. Proforma and Actual Interim Consolidated
Balance Sheets as of May 31, 2002 (Unaudited).
ITEM 1
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RADA ELECTRONIC INDUSTRIES LIMITED
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PROFORMA AND ACTUAL INTERIM CONSOLIDATED BALANCE SHEETS
AS OF MAY 31, 2002
(UNAUDITED)
RADA ELECTRONIC INDUSTRIES LIMITED
UNAUDITED CONSOLIDATED BALANCE SHEETS
In thousands of U.S. dollars, except share and per share data
May 31, 2002
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Actual Pro Forma (2)
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Current assets
Cash and cash equivalents $ 141 $ 141
Trade receivables (net of allowance for
doubtful accounts of $189 and $189 in 2002
and 2001, respectively) 755 755
Receivables in respect of shares to be issued (Note 2) - 742
Other receivables and prepaid expenses 177 147
Costs and estimated earnings in excess of
billings on uncompleted contracts 113 113
Inventories 2,291 2,291
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Total current assets 3,477 4,189
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Long-term assets
Long-term receivables 1,123 1,123
Leasing deposits 19 19
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1,142 1,142
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Property and equipment
Cost 18,680 18,680
Less - accumulated depreciation 12,393 12,393
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Total property and equipment 6,287 6,287
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Other assets, net 3,829 3,829
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Total assets $14,735 $15,447
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The accompanying notes are an integral part of these consolidated financial
statements.
F-1
RADA ELECTRONIC INDUSTRIES LIMITED
UNAUDITED CONSOLIDATED BALANCE SHEETS
AS OF MAY 31, 2002
In thousands of U.S. dollars, except share and per share data
May 31, 2002
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Actual Pro Forma (2)
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Current liabilities
Short-term bank credits $ 5,888 $ 5,888
Trade payables 608 608
Other liabilities and accrued expenses 2,758 2,808
Unearned income 2,194 2,194
Billings in excess of costs and estimated
earnings on uncompleted contracts 40 40
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Total current liabilities 11,488 11,538
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Long-term liabilities
Accrued severance pay, net 450 450
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Loan due to a related party (Note 2) 1,618 60
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Minority interests 651 651
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Shareholders' equity
Share capital
Ordinary shares of NIS 0.005 par value:
Authorized - 26,000,000 shares; issued and
outstanding 13,816,839 shares in 2002
and 2001 103 103
Additional paid-in capital 56,646 56,646
Receipts on account of shares, net (Note 2) - 2,220
Accumulated deficit (56,221) (56,221)
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Total shareholders' equity 528 2,748
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Total liabilities and shareholders' equity $ 14,735 $ 15,447
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The accompanying notes are an integral part of these consolidated financial
statements.
F-2
RADA ELECTRONIC INDUSTRIES LIMITED
NOTES TO THE UNAUDITED CONSOLIDATED BALANCE SHEETS
In thousands of U.S. dollars, except share and per share data
NOTE 1 - GENERAL
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The accompanying unaudited balance sheets have been prepared in accordance with
generally accepted accounting principles for interim financial information.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Although the Company believes that the disclosure presented herein is adequate
to make the information presented not misleading, it is suggested that these
balance sheets statements be read in conjunction with the 2001 annual financial
statements and footnotes.
NOTE 2 - PRIVATE PLACEMENT AND PROFORMA ADJUSTMENTS
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On June 9, 2002 the Company's shareholders duly approved the following terms of
a private placement purchase agreement of its ordinary shares:
(A) A Purchase Agreement between the Company and certain investors according to
which such investors will purchase 1,938,776 ordinary shares at a price of
$0.49 per share, for a total of $950. In addition, such investors will be
issued warrants to purchase 4,302,041 of the Company's ordinary shares.
Such warrants will be valid for five (5) years and be exercisable during
the first 36 months after issuance at an exercise price of $2 per share,
and thereafter, during the following 24 month period, at an exercise price
which will be equal to the higher of: (i) $2 per share or (ii) 50% of the
average closing price during the ten (10) trading days prior to an exercise
date. The warrants contain certain anti-dilution provisions that could
reduce the exercise price of the warrants in the event that the Company
issuedsecurities at a price below the exercise prices of the warrants. As
of May 31, 2002 the Company received $208 in cash and a total of $742 is
presented as receivable from shareholders (this amount was received
subsequent to balance sheet date); and
(B) The conversion of $1,350 of the principal amount of loans granted by Mr.
Howard P.L. Yeung, one of the Company's controlling shareholders into
2,755,102 ordinary shares at a price of $0.49 per share. In addition, the
Company will issue to Mr. Yeung warrants to purchase 8,265,306 ordinary
shares. Such warrants will be valid for five (5) years and will be
exercisable during the first 36 months at an exercise price of $2 per
share, and thereafter, during an additional period of 24 months, at an
exercise price which shall be equal to the higher of: (i) $2 per share or
(ii) 50% of the average closing price of our ordinary shares during the ten
(10) trading days prior to the exercise date.
F-3
RADA ELECTRONIC INDUSTRIES LIMITED
NOTES TO THE UNAUDITED CONSOLIDATED BALANCE SHEETS (Cont.)
In thousands of U.S. dollars, except share and per share data
(C) The pro forma adjustments reflect the receipt of $2,300 in consideration
for the private placement of the Company's securities, including the
conversion of $1,350 of debt, of which $350 were received during 2002, into
ordinary shares and $80 of expenses in connection with the issuance of
shares.
F-4
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
RADA Electronic Industries Ltd.
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(Registrant)
By: /s/Herzle Bodinger
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Herzle Bodinger, Chairman
Dated: July 15, 2002