SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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F O R M 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR
15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of
July 2004
RADA ELECTRONIC INDUSTRIES LIMITED
(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 if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):__
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):__
Indicate by check mark whether by furnishing the information
contained in this Form, the registrant 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
If "Yes" is marked, indicate below the file number assigned to
the registrant in connection with Rule 12g3-2(b): 82-____________
This Form 6-K is being incorporated by reference into the Company's
Form F-3 Registration Statements File Nos. 333- 12074 and 333-115598.
RADA ELECTRONIC INDUSTRIES LTD.
6-K Items
1. Press Release re RADA Electronic Announces US$5.88 Million Private
Placement dated July 12, 2004.
ITEM 1
Press Release Source: RADA Electronic Industries Ltd.
RADA Electronic Announces US$5.88 Million Private Placement
Monday July 12, 6:00 am ET
NETANYA, Israel, July 12 /PRNewswire-FirstCall/ -- RADA Electronic Industries
Ltd. (Nasdaq: RADIF - News) today announced that it has entered into a
definitive agreement for the private placement of its securities with a small
number of institutional and accredited investors for gross proceeds to RADA of
approximately US$5.88 million.
RADA has agreed to issue an aggregate of 1.8 million ordinary shares at a price
of US$1.60 per share, together with additional investment rights to purchase up
to an aggregate of an additional 1.1 million ordinary shares for a period of 24
months following effectiveness of the registration statement covering the resale
of the ordinary shares underlying these rights. RADA also has agreed to issue an
aggregate of US$3.0 million principal amount of convertible notes. The
convertible notes will mature in 3 years, bear interest at a rate of six month
LIBOR plus 2.5% and are convertible at the investors' option at a conversion
price of US$2.10. The investors in the convertible notes also will receive
warrants exercisable for a period of five years beginning six months following
the closing to purchase up to an aggregate of 937,500 ordinary shares at an
exercise price of US$2.50 per share.
Closing of the transaction is expected to occur early this week.
Adar Azancot, Chief Executive Officer of Rada, commented: "This transaction
widens the company's investor base to include a number of leading investment
funds. The funds raised will enable us to expedite our research and development
plans that aim at enlarging our core avionics products offering to the market
and expand into new complimentary products. The funds will also be used to
further strengthen our market presence in the U.S., as well as in other high
growth markets. The U.S. is, for us, a strong growth potential market, where we
have recently made milestone progress by winning a few important contracts."
The securities to be issued by RADA in the private placement have not been
registered under the United States Securities Act of 1933, as amended, and may
not be offered or sold in the United States absent registration or an applicable
exemption from the registration requirements. However, as part of the
transaction, RADA agreed to file a registration statement on Form F-3 with the
United States Securities and Exchange Commission for the purpose of registering
the ordinary shares issuable in the private placement.
Copies of the definitive documentation relating to the private placement will be
filed with the SEC on Form 6-K.
About RADA
RADA Electronic Industries Ltd. is an Israel based company involved in the
military and commercial aerospace industries. The company specializes in
Avionics, Ground Debriefing Stations (Video, ACMI and Maintenance) and Automatic
Test Equipment.
Note: Certain statements in this press release are "forward-looking statements"
within the meaning of the Private Securities Litigation Act of 1995. Such
statements involve known and unknown risks, uncertainties and other factors that
may cause actual results to differ materially. Such risk uncertainties and other
factors include, but are not limited to, changes in general economic conditions,
risks in product and technology developments, market acceptance of new products
and continuing product demand, level of competition and other factors described
in the Company's Annual Report on Form 20-F and other filings with the
Securities and Exchange Commission.
Contacts
Company contact
Elan Sigal
Chief Financial Officer
Rada Electronic Industries Ltd
Tel: (Israel) +972-9-892-1129
elan_sigal@rada.com
IR Contacts
Ehud Helft/Kenny Green
Gelbart Kahana
Tel: (US toll free) 1-866-704-6710
ehud@gk-biz.com / kenny@gk-biz.com
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.
(Registrant)
By: /s/Herzle Bodinger
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Herzle Bodinger, Chairman
Date: July 12, 2004