UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
As of November 25, 2015
Commission File Number 000-29360
RiT TECHNOLOGIES LTD.
(Translation of registrant's name into English)
24 Raoul Wallenberg Street, Tel Aviv 69719, Israel
(Address of principal executive offices)
_____________________
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 S 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): £
____________________
This Report on Form 6-K is hereby incorporated by reference into the Registrant's Registration Statements on Form S-8 (File Nos. 333-90750, 333-117646, 333-141680, 333-169241 and 333-200999) and Form F-3 (File Nos. 333-183566 and 333-190443), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
CONTENTS
This Form 6-K consists of the following:
Press release dated November 24, 2015: RiT Technologies Reports Third Quarter and Nine Months 2015 Results
A copy of the press release is attached as Exhibit 99.1 to this Form 6-K.
Press release dated November 18, 2015: RiT Forms Strategic Alliance With Yoga Automation Private Limited to Improve Network Intelligence and Flexibility in India
A copy of the press release is attached as Exhibit 99.2 to this Form 6-K.
SIGNATURE
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.
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RiT TECHNOLOGIES LTD.
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Date: November 25, 2015 |
By:
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/s/ Amit Mantsur |
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Amit Mantsur, CFO |
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EXHIBIT INDEX
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Press release dated November 24, 2015: RiT Technologies Reports Third Quarter and Nine Months 2015 Results
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99.2
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Press release dated November 18, 2015: RiT Forms Strategic Alliance With Yoga Automation Private Limited to Improve Network Intelligence and Flexibility in India
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Page 2 of 2
Exhibit 99.1
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RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
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RiT Technologies Reports Third Quarter and Nine Months 2015 Results
-Q3 2015 Revenue Increased 115% Year-Over-Year to $4.3 Million
-Q3 2015 Gross Margin Increased to 46% Compared to 42% in Q3 2014
Tel Aviv, Israel – November 24, 2015 – RiT Technologies (NASDAQ: RITT), a leading provider of Converged Infrastructure Management Solutions that enable companies to maximize utilization and security of their network infrastructure announced today its results for the third quarter and nine months ended September 30, 2015.
Financial Highlights for the Third Quarter and Nine Months Ended September 30, 2015
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·
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Revenue for Q3 2015 increased 115% to $4.3 million, compared to $2.0 million in Q3 2014
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·
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Revenue for the first nine months of 2015 increased 115% to $12.3 million, compared to $5.7 million in the same period of 2014
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·
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Gross margin for Q3 2015 improved to 46%, compared to 42% in Q3 2014
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·
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Gross margin for the first nine months of 2015 improved to 46%, compared to 38% in the same period of 2014
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·
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Net Profit for Q3 2015 was $0.04 million, or $0.00 per (basic and diluted) share, compared to a net loss of $(1.8) million or $(0.14) per (basic and diluted) share in Q3 2014
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·
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The Net Profit for the third quarter, $0.04 million, was comprised of:
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o
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Net Profit of $0.42 million for RiT (not including RiT Wireless)
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o
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RiT Technologies share in its subsidiary RiT Wireless’s net loss $(0.37) million.
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·
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Net profit for the first nine months of 2015 was $0.2 million, or $0.01 per (basic and diluted) share, compared to a net loss of $(6.2) million, or $(0.49) loss per (basic and diluted) share recorded in the first nine months of 2014
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·
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Cash and cash equivalents as of September 30, 2015 was $1.8 million
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·
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Shareholders' equity as of September 30, 2015, increased to $6.5 million, compared to $3.9 million on December 31, 2014
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“We are pleased to report that our strong third quarter results are the product of continued growth in revenues and net profit as compared to the same period last year. During the third quarter, we established our subsidiary, RiT Wireless, for which we raised $5 million specifically to support its growth objectives,” commented Yossi Ben Harosh, President and CEO of RiT Technologies Ltd.
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RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
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Mr. Ben Harosh continued, “We are breaking out our net profit for RiT at 10% on a stand alone basis, and continue to invest in RiT Wireless’s disruptive technology as we aim to accelerate the launch of Beamcaster 2.0. We continue to experience strong momentum in the CIS segment of our business, and we anticipate an increase in sales in India and China, thanks in large part to the recent signing of a strategic alliance with Yoga Automation in India.”
“We also see increasing backlog of Connectivity and Software solutions that will enable us to achieve our Q4 targets and provides us with a good foundation for fiscal 2016. We are investing further in the development of our Converged Infrastructure Management System (CM 3.0) as RiT’s market-leading SW solution and services offering for the IT Infrastructure management segment of our business. The CM 3.0 Software offering will enable us to provide a horizontal solution for IT network management, in turn providing a higher level of functionality, integration and efficiency for our customers,” Mr. Ben Harosh concluded.
About RiT Technologies
RiT Technologies (NASDAQ: RITT) is a leading provider of converged IT infrastructure management and connectivity solutions. RiT offers a platform that provides a unified way to manage converged systems and services to improve network utilization, streamline infrastructure operations, reduce network operation cost, optimize future investments and enhance data security.
RiT’s connectivity solutions includes IIM - Intelligent Infrastructure Management, high performance end-to-end structured cabling solutions.
RiT Technologies’ subsidiary RiT Wireless Ltd. produces a range of optical wireless solutions under the Beamcaster brand, which provide high speed, highly secure data communications across indoor open spaces.
Deployed around the world in data centers, large corporations, government agencies, financial institutions, telecommunications, airport authorities, healthcare organizations and educational facilities. RiT’s shares are traded on the NASDAQ Capital Market under the symbol RITT.
Safe Harbor Statement
In this press release, all statements that are not purely about historical facts, including, but not limited to, those in which we use the words “believe,” “anticipate,” “expect,” “plan,” “intend,” “estimate", "forecast", “target”, “could” and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements due to numerous important factors, including, but not limited to, those described under the heading “Risk Factors” in our most recent Annual Report filed with the Securities and Exchange Commission (SEC) on Form 20-F, which may be revised or supplemented in subsequent reports filed with the SEC. These factors include, but are not limited to, the following: our ability to raise additional financing, if required; the continued development of market trends in directions that benefit our sales; our ability to maintain and grow our revenues; our dependence upon independent distributors, representatives and strategic partners; our ability to develop new products and enhance our existing products; the availability of third-party components used in our products; the economic condition of our customers; the impact of government regulation; and the economic and political situation in Israel. Except as otherwise required by applicable law, we expressly disclaim any obligation to update the forward-looking statements in this press release, whether as a result of new information, future events or otherwise.
INVESTOR CONTACTS:
Amit Mantsur
CFO
M: +972. 55.882.3734
amitm@rittech.com
www.rittech.com
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Jeffrey Goldberger
KCSA Strategic Communications
O: 212.896.1249
jgoldberger@kcsa.com
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RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
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RiT TECHNOLOGIES LTD.
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STATEMENTS OF CONSOLIDATED OPERATIONS (U.S GAAP)
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(U.S dollars in thousands, except per share data)
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(Unaudited)
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Three
Months Ended
September 30
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Nine
Months Ended
September 30
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|
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2015
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2014
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2015
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2014
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Sales
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4,322 |
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2,006 |
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12,258 |
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5,696 |
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Cost of sales
|
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2,314 |
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1,169 |
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6,621 |
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3,524 |
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Gross profit
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2,008 |
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|
837 |
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5,637 |
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2,172 |
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Operating expenses
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Research and development, net
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458 |
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|
671 |
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1,283 |
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2,144 |
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Sales and marketing, net
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|
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751 |
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|
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844 |
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|
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2,234 |
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|
|
3,007 |
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General and administrative
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916 |
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1,070 |
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2,061 |
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3,203 |
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Total operating expenses
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2,125 |
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2,585 |
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5,578 |
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8,354 |
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Operating margin / (loss)
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(117 |
) |
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(1,748 |
) |
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59 |
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(6,182 |
) |
Financing expenses, net
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(24 |
) |
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(2 |
) |
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(68 |
) |
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(51 |
) |
Other income (expenses), net
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Loss before income tax expense
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(141 |
) |
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(1,751 |
) |
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(9 |
) |
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(6,234 |
) |
Taxes on income
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- |
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- |
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- |
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- |
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Net Profit / (Loss)
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(141 |
) |
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(1,751 |
) |
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(9 |
) |
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(6,234 |
) |
Net profit / (loss) attributable to non-controlling interest
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(185 |
) |
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(185 |
) |
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Net Profit / (Loss) attributable to RiT Technologies
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44 |
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(1,751 |
) |
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176 |
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(6,234 |
) |
Net Profit (Loss) Per Share -Basic and diluted
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0.003 |
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(0.14 |
) |
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|
0.01 |
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(0.49 |
) |
Weighted average number of ordinary shares Outstanding- basic and diluted
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|
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15,541,306 |
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12,793,415 |
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15,541,306 |
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12,773,394 |
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RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
|
RiT TECHNOLOGIES LTD.
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STATEMENTS OF OPERATIONS (NON-GAAP)
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(U.S dollars in thousands, except per share data)
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(Unaudited)
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Three Months Ended September 30, 2015
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RiT Technologies Solo*
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RiT Wireless Solo
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Adjustments
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Consolidated
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Sales
|
|
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4,517 |
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|
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50 |
|
|
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(245 |
) |
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4,322 |
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Cost of sales
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|
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2,288 |
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|
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26 |
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|
|
|
|
|
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2,314 |
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Gross profit
|
|
|
2,229 |
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|
|
24 |
|
|
|
|
|
|
|
2,008 |
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Operating expenses
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Research and development, net
|
|
|
327 |
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|
|
146 |
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(15 |
) |
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|
458 |
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Sales and marketing, net
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|
|
643 |
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|
|
127 |
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|
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(19 |
) |
|
|
751 |
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General and administrative
|
|
|
817 |
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|
|
310 |
|
|
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(211 |
) |
|
|
916 |
|
Total operating expenses
|
|
|
1,787 |
|
|
|
583 |
|
|
|
|
|
|
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2,125 |
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Operating margin / (loss)
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|
|
442 |
|
|
|
(559 |
) |
|
|
|
|
|
|
(117 |
) |
Financing expenses, net
|
|
|
24 |
|
|
|
- |
|
|
|
|
|
|
|
24 |
|
Other income (expenses), net
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
- |
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Profit before income tax expense
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|
|
418 |
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|
|
(559 |
) |
|
|
|
|
|
|
(141 |
) |
Taxes on income
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net Profit / (loss)
|
|
|
418 |
|
|
|
(559 |
) |
|
|
|
|
|
|
(141 |
) |
Equity loss
|
|
|
374 |
|
|
|
|
|
|
|
(559 |
) |
|
|
(185 |
) |
Net profit / (loss) attributable to RiT Technologies
|
|
|
44 |
|
|
|
(559 |
) |
|
|
|
|
|
|
44 |
|
*This is RiT Technologies consolidated with RiT Inc. excluding RiT Wireless
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RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
|
RiT TECHNOLOGIES LTD.
|
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CONSOLIDATED BALANCE SHEETS (U.S GAAP)
|
|
(U.S dollars in thousands, except per share data)
|
|
(Unaudited)
|
|
|
|
September 30, 2015 US$ thousands
|
|
|
December 31, 2014 US$ thousands
|
|
Assets
|
|
Current Assets:
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
1,769 |
|
|
|
1,604 |
|
Trade receivables, net
|
|
|
7,118 |
|
|
|
1,680 |
|
Other current assets
|
|
|
394 |
|
|
|
335 |
|
Inventories
|
|
|
3,194 |
|
|
|
3,617 |
|
Total Current Assets
|
|
|
12,475 |
|
|
|
7,236 |
|
|
|
|
|
|
|
|
|
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Assets held for severance benefits
|
|
|
706 |
|
|
|
967 |
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In Process R&D (IPR&D)
|
|
|
237 |
|
|
|
- |
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Property and equipment, net
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|
494 |
|
|
|
471 |
|
Total non-Current Assets
|
|
|
1,437 |
|
|
|
1,438 |
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|
|
|
|
|
|
|
|
|
Total Assets
|
|
|
13,912 |
|
|
|
8,674 |
|
|
|
|
|
|
|
|
|
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Liabilities and Shareholders' Equity
|
|
Current Liabilities:
|
|
|
|
|
|
|
|
|
Trade payables
|
|
|
1,504 |
|
|
|
967 |
|
Other payables and accrued liabilities
|
|
|
2,127 |
|
|
|
1,554 |
|
Total Current Liabilities
|
|
|
3,631 |
|
|
|
2,521 |
|
|
|
|
|
|
|
|
|
|
Principal shareholder convertible loan
|
|
|
3,000 |
|
|
|
1,000 |
|
Liability in respect of employees' severance
|
|
|
|
|
|
|
|
|
benefits
|
|
|
830 |
|
|
|
1,224 |
|
Total of non-Current Liabilities
|
|
|
3,830 |
|
|
|
2,224 |
|
Total Liabilities
|
|
|
7,461 |
|
|
|
4,745 |
|
|
|
|
|
|
|
|
|
|
Shareholders' Equity:
|
|
Share capital
|
|
|
3,384 |
|
|
|
3,384 |
|
Treasury stock
|
|
|
(27 |
) |
|
|
(27 |
) |
Additional paid-in capital
|
|
|
73,471 |
|
|
|
72,239 |
|
Non-controlling interest
|
|
|
1,115 |
|
|
|
- |
|
Accumulated deficit
|
|
|
(71,492 |
) |
|
|
(71,667 |
) |
Total Shareholders' Equity
|
|
|
6,451 |
|
|
|
3,929 |
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Shareholders' Equity
|
|
|
13,912 |
|
|
|
8,674 |
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Page 5 of 5
Exhibit 99.2
|
RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
|
RiT Forms Strategic Alliance with Yoga Automation Private
Limited to Improve Network Intelligence and Flexibility in India
Global Leader in Smart Building Automation to Provide RiT’s Converged Infrastructure
Mangement and Physical Connectivity Solutions
Tel Aviv, Israel – November 18, 2015 – RiT Technologies (NASDAQ: RITT), a leading provider of converged infrastructure management solutions that enable companies to maximize the utilization and security of their network infrastructure announced today that it has entered into a strategic alliance with Yoga Automation Private Limited (Yoga), a leader in smart building automation, to provide RiT’s solutions locally in India, with a several USD millions sales commitment. This collaboration will enable the parties to offer immediate access and availability to RiT’s products, services and support through Yoga's offices and logistic centers in Mumbai, Bangalore, New Delhi and Ahmedabad. As a result, RiT will be positioned to achieve wider market exposure of enterprise, carrier, and data center customers. According to Gartner, “India’s spending on IT infrastructure is expected to reach $72.3 Billion in 2016, with IT budgets growing at 11.7 percent, compared with the world average of one percent.”
“The significance of RiT’s strategic agreement with Yoga is that it allows us to act as a local company, enabling us to effectively provide sales and support services closer to our customers,” says Assaf Skolnik, VP Regional Sales at RiT. “Yoga’s market and technology leadership, combined with our advanced converged infrastructure management and physical connectivity solutions, will enable India’s enterprises to improve data center agility, optimize capacity, reduce downtime, enforce best-practice policies and reduce operational costs.”
“This strategic alliance is a result of our shared vision of how smart technology can improve efficiency for IT infrastructure to improve productivity and create competitive advantage for Indian enterprises,” said Kamlesh Avasare, Director Sales with Yoga Automations Private Limited. “RiT’s set of wide range of solutions is enabling IoT to the data center.”
RiT's converged infrastructure management enable users to centrally plan, map and automate communications and IT infrastructure planing to maximize utilization, reliability and security of the network, while minimizing unplanned downtime. These solutions include full visibility of network configurations, work flow management, asset utilization, environment and power IT consumption, and track the exact location of all IP-based equipment automatically. RiT’s high performance, end-to-end structured cabling solutions include high quality cables, outlets, connectors, patch panels and adapters suited for next-generation networks.
Yoga Automations Private Limited solutions include a cloud-based Internet of Things(IoT) platform for smart homes and smart building automation and as Access floors solution for data centers. Already installed at Indiabulls (www.indiabulls.com) and Edelwiess (www.edelweissfin.com), two of India’s leading financial services companies, Yoga boasts 10% market presence in India in Automation and 25% Access Floors.
|
RiT Technologies Ltd.
24 Raoul Wallenberg St.
Tel Aviv, 69719, Israel
Tel: +972-77-2707270
Fax: +972-3-6474115
|
About Yoga Automation Private Limited
YOGA Automation specializes in Automation of lightings, air conditioning, multimedia, security systems, and access controls via Mobile and Web applications using neural network technologies.
Yoga provides automation and security solutions to Residential and Commercial and bring world class technology and rich experience in this domain including strong access to Data Centers in the Indian market based on our Access Floors product.
About RiT Technologies
RiT Technologies (NASDAQ: RITT) is a leading provider of converged IT infrastructure management and connectivity solutions. RiT offers a platform that provides a unified way to manage converged systems and services to improve network utilization, streamline infrastructure operations, reduce network operation cost, optimize future investments and enhance data security.
RiT’s connectivity solutions includes IIM - Intelligent Infastructure Management, high performance end-to-end structured cabling solutions.
RiT Technologies’ subsidiary RiT Wireless Ltd. produces a range of optical wireless solutions under the Beamcaster brand, which provide high speed, highly secure data communications across indoor open spaces.
Deployed around the world in data centers, large corporations, government agencies, financial institutions, telecommunications, airport authorities, healthcare organizations and educational facilities. RiT’s shares are traded on the NASDAQ Capital Market under the symbol RITT.
Safe Harbor Statement
In this press release, all statements that are not purely about historical facts, including, but not limited to, those in which we use the words “believe,” “anticipate,” “expect,” “plan,” “intend,” “estimate", "forecast", “target”, “could” and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements due to numerous important factors, including, but not limited to, those described under the heading “Risk Factors” in our most recent Annual Report filed with the Securities and Exchange Commission (SEC) on Form 20-F, which may be revised or supplemented in subsequent reports filed with the SEC. These factors include, but are not limited to, the following: our ability to raise additional financing, if required; the continued development of market trends in directions that benefit our sales; our ability to maintain and grow our revenues; our dependence upon independent distributors, representatives and strategic partners; our ability to develop new products and enhance our existing products; the availability of third-party components used in our products; the economic condition of our customers; the impact of government regulation; and the economic and political situation in Israel. Except as otherwise required by applicable law, we expressly disclaim any obligation to update the forward-looking statements in this press release, whether as a result of new information, future events or otherwise.
CONTACTS:
Kobi Haggay
VP Products and Marketing
M: +972.54.4338382
kobi.haggay@rittech.com
www.rittech.com
|
Monica Maron
Spicetree Communications
Mobile: +972-54-5429529
monica.maron@spicetreecom.com
|
Page 2 of 2
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