FORM 6 - K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a - 16 or 15d -16
Under the Securities Exchange Act of 1934

For the Month of April 2019

Commission file number 000-28884

Eltek Ltd.
 (Name of Registrant)

Sgoola Industrial Zone, Petach Tikva, Israel
 (Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒          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 Form 6-K is being incorporated by reference into the Registrant’s Form S-8 Registration Statements File Nos. 333-130611 and 333-123559.


 
ELTEK  LTD.
 
The following exhibit is attached:
 


 
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.
 
 
Eltek Ltd.
(Registrant)
 
       
 
By:
/s/Alon Mualem
 
   
Alon Mualem
 
   
Chief Financial Officer
 
 
Dated:  April 17, 2019



Exhibit 99.1
 
 
Press Release
 
Eltek Reports Fourth Quarter and Full Year 2018 Financial Results

·
Revenues of $33.9 million in 2018 compared to $32.8 million in 2017
·
Net loss of $2.6 million in 2018, compared to net loss of $3.8 million in 2017
·
Revenues of $7.8 million in the fourth quarter of 2018 compared to $9.1 million in Q4-2017
·
Net loss of $631,000 in the fourth quarter of 2018 compared to net loss of $669,000 in Q4-2017

PETACH-TIKVA, Israel, April 17, 2018 - Eltek Ltd. (NASDAQ: ELTK), a global manufacturer and supplier of technologically advanced solutions in the field of printed circuit boards, announced today its financial results for the fourth quarter and full year ended December 31, 2018.

Mr. Eli Yaffe, Chief Executive Officer, commented:

"As recently announced, we established a new leadership team to implement our turnaround plan. We identified the products that were underpriced and declined such orders in order to increase profitability, which resulted in a reduced loss in 2018. During the fourth quarter this resulted in an initial reduction in sales volume, but we believe that this will improve our on-time delivery performance, increase customer satisfaction and build additional sales that will return us to profitability."

In March 2019, the Company issued at no charge to the holders of our ordinary shares subscription rights to purchase up to an aggregate of 3,380,920 shares, such that each shareholder received five subscription rights for every three ordinary shares owned on the record date, at a price of $1.464 per share. Our shareholders purchased 2,351,701 ordinary shares, for an aggregate of $3.4 million. The proceeds from the offering are strengthening our working capital and will be used to reduce our line of credit, as well as for general corporate purposes, including the possible investment in plant and equipment.
 


"I see significant potential for Eltek in the high-end PCB market with our skilled engineers and experienced management. I am optimistic that we will be able to capitalize on our strengths, return the Company to profitability and renew our position as a leading high-end PCB manufacturer,” Mr. Yaffe concluded.

Highlights of the Full Year of 2018 compared to the Full Year of 2017
 
·
Revenues for the full year of 2018 amounted to $33.9 million compared to revenues of $32.8 million in 2017.
 
·
Gross profit was $2.6 million (7.7% of revenues) in 2018 compared to gross profit of $1.3 million (4.1% of revenues) in 2017.
 
·
Operating loss was $2.1 million in 2018 compared to an operating loss of $3.4 million in 2017.
 
·
Net loss was $2.6 million or $1.28 per fully diluted share in 2018, compared to a net loss of $3.8 million or $1.86 per fully diluted share in 2017.
 
·
EBITDA was a negative $421,000 in 2018 compared to a negative $1.3 million in 2017.
 
·
Net cash used in operating activities amounted to $813,000 in 2018 compared to $3.4 million used in operating activities in 2017.
 
·
Cash and cash equivalents as of December 31, 2018 were $992,000, compared to $887,000 as of December 31, 2017.
 

 
Highlights of the Fourth Quarter of 2018 compared to the Fourth Quarter of 2017
 
·
Revenues for the fourth quarter of 2018 were $7.8 million compared to revenues of $9.1 million in the fourth quarter of 2017.
 
·
Gross profit was $603,000 (7.7% of revenues) in the fourth quarter of 2018 compared to a loss of $740,000 (8.1% of revenues) in the fourth quarter of 2017.
 
·
Operating loss was $416,000 in the fourth quarter of 2018 compared to an operating loss of $568,000 in the fourth quarter of 2017.
 
·
Net loss was $631,000 or $0.31 per fully diluted share in the fourth quarter of 2018 compared to a net loss of $669,000 or $0.33 per fully diluted share in the fourth quarter of 2017.
 
·
EBITDA was a negative $43,000 in the fourth quarter of 2018 compared to a negative $131,000 in the fourth quarter of 2017.
 
·
Net cash provided from operating activities amounted to $136,000 in the fourth quarter of 2018 compared to $775,000 of cash used in operating activities in the fourth quarter of 2017.
 
Nasdaq Continued Listing Status
 
On October 2, 2018, we received notification from Nasdaq advising us that as of October 1, 2018, we did not maintain stockholders’ equity of $2.5 million, nor did we meet the alternatives of market value of listed securities or net income from continuing operations, and therefore were not in compliance with the stockholders’ equity listing rule. On December 7, 2018, we received a notice from Nasdaq advising that we had been granted an extension of time until March 31, 2019 to regain compliance with the stockholders’ equity requirement. As a result of the receipt of approximately $2.5 million prior to March 31, 2019 from the recently completed rights offering, we regained compliance with Listing Rule 5550(b)(1) and our shares continue to be listed on the NASDAQ Capital Market. Nasdaq has advised us that it will continue to monitor our ongoing compliance with the shareholders’ equity requirement and, if at the time of our next periodic report we do not evidence compliance, we may be subject to delisting.


Conference Call:
 
Today, Wednesday, April 17, 2019, at 8:30 a.m. Eastern Time, Eltek will conduct a conference call to discuss the results. The call will feature remarks by Mr. Eli Yaffe, Chief Executive Officer and Mr. Alon Mualem, Chief Financial Officer.
 
To participate, please call the following teleconference numbers. Please allow for additional time to connect prior to the call:
 
United States
1-888-668-9141
 
Israel:
03- 9180644
 
International:
+972-3-9180644
 

                                  At:
                  8:30 a.m. Eastern Time
                  5:30 a.m. Pacific Time
                  15:30 p.m. Israel Time

A replay of the call will be available through the Investor Info section on Eltek’s corporate website at www.nisteceltek.com approximately 24 hours after the conference call is completed and will be archived for 30 days.

About Eltek
 
Eltek – "Innovation Across the Board", is a global manufacturer and supplier of technologically advanced solutions in the field of printed circuit boards (PCBs), and is the Israeli leader in this industry. PCBs are the core circuitry of most electronic devices. Eltek specializes in the manufacture and supply of complex and high quality PCBs, HDI, multilayered and flex-rigid boards for the high-end market. Eltek has ITAR, AS-9100 and NADCAP Electronics permits and its customers include top of the line companies in the defense, aerospace and medical industries in Israel, the United States, Europe and Asia.

Eltek was founded in 1970. The Company’s headquarters, and R&D, production and marketing center is located in Israel. Eltek operates also through its subsidiaries in North America and Europe, and by agents and distributors in Europe, India, South Africa and South America.

For more information, visit Eltek's web site at www.nisteceltek.com.


 
Use of Non-GAAP Financial Information
 
The Company reports financial results in accordance with U.S. GAAP and herein provides some non-GAAP measures, including EBITDA. These non-GAAP measures are not in accordance with, nor are they a substitute for, GAAP measures. These non-GAAP measures are intended to supplement the Company’s presentation of its financial results that are prepared in accordance with GAAP. The Company uses the non-GAAP measures presented to evaluate and manage the Company’s operations internally. The Company is also providing this information to assist investors in performing additional financial analysis. Reconciliation between the company's results on a GAAP and non-GAAP basis is provided in a table below.
 
Safe Harbor for Forward Looking Statements:
 
This press release contains express or implied forward-looking statements within the Private Securities Litigation Reform Act of 1995 and other U.S Federal securities laws, that involve a number of risks and uncertainties including, but not limited, to statements regarding expected results in future quarters, risks in product and technology development and rapid technological change, product demand, the impact of competitive products and pricing, market acceptance, the sales cycle, changing economic conditions and other risk factors detailed in the Company's Annual Report on Form 20-F and in subsequent filings with the United States Securities and Exchange Commission. Except as otherwise required by law, Eltek is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise.

Investor Contact:
Alon Mualem
Chief Financial Officer
alonm@nisteceltek.com
+972-3-9395023

(Tables follow)


Eltek Ltd.
Consolidated Statements of Operations
(In thousands US$, except per share data)
 
   
Three months ended
   
Twelve months ended
 
   
December 31,
   
December 31,
 
   
2018
   
2017
   
2018
   
2017
 
             
Revenues
   
7,827
     
9,091
     
33,939
     
32,754
 
Costs of revenues
   
(7,224
)
   
(8,352
)
   
(31,342
)
   
(31,427
)
                                 
Gross profit
   
603
     
740
     
2,597
     
1,327
 
                                 
Selling, general and administrative expenses
   
(1,022
)
   
(1,305
)
   
(4,669
)
   
(4,704
)
                                 
R&D expenses, net
   
3
     
(3
)
   
-
     
(41
)
                                 
Operating loss
   
(416
)
   
(568
)
   
(2,072
)
   
(3,418
)
                                 
Financial expenses, net
   
(211
)
   
(77
)
   
(475
)
   
(298
)
Other income, net
   
3
     
-
     
3
     
16
 
                                 
Loss before income tax
   
(623
)
   
(645
)
   
(2,544
)
   
(3,700
)
                                 
Tax expenses
   
(7
)
   
(24
)
   
(63
)
   
(74
)
                                 
Net Loss
   
(631
)
   
(669
)
   
(2,607
)
   
(3,775
)
                                 
Earnings per share
                               
                                 
Basic and diluted net loss per ordinary share
   
(0.31
)
   
(0.33
)
   
(1.28
)
   
(1.86
)
                                 
Weighted average number of ordinary shares
                               
used to compute basic and diluted net loss per
                               
ordinary share (in thousands)
   
2,029
     
2,029
     
2,029
     
2,029
 


 
Eltek Ltd.
Consolidated Balance Sheets
(In thousands US$)
 
   
As of December 31,
 
   
2018
   
2017
 
Assets
           
             
Current assets
           
Cash and cash equivalents
   
992
     
887
 
Receivables:   Trade, net of provision for doubtful accounts
   
5,682
     
6,963
 
                     Other
   
868
     
1,527
 
Inventories
   
3,611
     
3,871
 
Prepaid expenses
   
292
     
254
 
                 
Total current assets
   
11,445
     
13,502
 
                 
Long term assets
               
Severance pay fund
   
53
     
57
 
Long term prepaid expenses
   
39
     
-
 
Total long term assets
   
92
     
57
 
                 
Fixed assets, less accumulated depreciation
   
6,623
     
8,586
 
                 
Total assets
   
18,160
     
22,145
 
                 
Liabilities and Shareholder's equity
               
                 
Current liabilities
               
Short-term credit and current maturities of long-term debts
   
6,606
     
7,063
 
Short-term credit from related party
   
2,668
     
1,442
 
Accounts payable: Trade
   
4,108
     
5,451
 
                            Other
   
3,377
     
4,111
 
                 
Total current liabilities
   
16,759
     
18,067
 
                 
Long-term liabilities
               
Long term debt, excluding current maturities
   
308
     
388
 
Employee severance benefits
   
211
     
231
 
                 
Total long-term liabilities
   
519
     
619
 
                 
Equity
               
Ordinary shares, NIS 3.0  par value authorized 10,000,000 shares, issued and outstanding 2,028,552
   
1,985
     
1,985
 
Additional paid-in capital
   
17,270
     
17,270
 
Cumulative foreign currency translation adjustments
   
2,340
     
2,415
 
Capital reserve
   
800
     
695
 
Accumulated deficit
   
(21,513
)
   
(18,906
)
Shareholders' equity
   
882
     
3,459
 
                 
Total liabilities and shareholders' equity
   
18,160
     
22,145
 


 
Eltek Ltd.
Unaudited Non-GAAP EBITDA Reconciliations
(In thousands US$)
 
Non-GAAP EBITDA Reconciliations
 
Three months ended
   
Twelve months ended
 
   
December 31,
   
December 31,
 
   
2018
   
2017
   
2018
   
2017
 
                         
GAAP net Income (loss)
   
(631
)
   
(669
)
   
(2,607
)
   
(3,775
)
Add back items:
                               
                                 
Financial expenses, net
   
211
     
77
     
475
     
298
 
Income tax expense
   
7
     
23
     
63
     
74
 
Depreciation and amortization
   
370
     
438
     
1,649
     
2,058
 
Adjusted EBITDA
   
(43
)
   
(131
)
   
(421
)
   
(1,345
)


 
Eltek Ltd.
Consolidated Statement of  Cash flow
(In thousands US$)
 
   
Three months ended
   
Twelve months ended
 
   
December 31,
   
December 31,
 
   
2018
   
2017
   
2018
   
2017
 
                         
Cash flows from operating activities:
                       
                         
Net Loss
   
(631
)
   
(669
)
   
(2,607
)
   
(3,775
)
                                 
Adjustments to reconcile net loss to net
                               
 cash flows provided by operating activities:
                               
Depreciation and amortization
   
367
     
438
     
1,649
     
1,722
 
Capital lose on disposal of fixed assets, net
   
101
     
-
     
101
     
(13
)
Amortization of Intabgible assets
   
-
     
-
     
-
     
348
 
Stock-based compensation
   
56
     
-
     
56
     
-
 
Transaction with controlling shareholder
   
49
     
-
     
49
     
-
 
Revaluation of long term loans
   
6
     
13
     
29
     
17
 
     
579
     
451
     
1,884
     
2,075
 
                                 
Decrease (increase) in trade receivables
   
1,264
     
(975
)
   
790
     
(597
)
Decrease (increase) in other receivables and prepaid expenses
   
155
     
(447
)
   
467
     
(1,249
)
Decrease (increase) in inventories
   
631
     
541
     
(30
)
   
471
 
Increase (decrease) in trade payables
   
(1,518
)
   
69
     
(871
)
   
(330
)
Increase (decrease) in other liabilities and accrued expenses
   
(309
)
   
187
     
(443
)
   
(107
)
Increase (decrease) in employee severance benefits, net
   
(35
)
   
67
     
(3
)
   
69
 
     
188
     
(558
)
   
(90
)
   
(1,743
)
                                 
Net cash provided by (used in) operating activities
   
136
     
(775
)
   
(813
)
   
(3,444
)
                                 
Cash flows from investing activities:
                               
Purchase of fixed assets
   
(425
)
   
(43
)
   
(619
)
   
(275
)
Net cash used in investing activities
   
(425
)
   
(43
)
   
(619
)
   
(275
)
                                 
Cash flows from financing activities:
                               
Short- term bank credit, net
   
29
     
984
     
986
     
2,756
 
Short- term shareholder loan
   
(40
)
   
-
     
1,390
     
1,430
 
Repayment of long-term loans from bank
   
(220
)
   
(233
)
   
(910
)
   
(870
)
Proceeds from long-term loans
   
377
     
(36
)
   
378
     
167
 
Repayment of credit from fixed asset payables
   
(83
)
   
(32
)
   
(317
)
   
(239
)
Net cash provided by (used in) financing activities
   
64
     
683
     
1,527
     
3,244
 
                                 
Effect of translation adjustments
   
15
     
20
     
10
     
128
 
                                 
Net increase (decrease) in cash and cash equivalents
   
(210
)
   
(116
)
   
105
     
(347
)
                                 
Cash and cash equivalents at beginning of the period
   
1,202
     
1,003
     
887
     
1,234
 
                                 
Cash and cash equivalents at period end
   
992
     
887
     
992
     
887