Foreign Filer Report • May 29, 2025
Foreign Filer Report
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Washington,, D..C.. 2200554499
For the Month of May 22002255
Commission File Number 000000--1166005500
((Translation of registrant's name into English))
55 Hamelacha Street,, Netanya 44225500554400,, Israel ((Address of principal executive office))
Indicate by check mark whether the registrant files or will file annual reports under cover Form 2200--F or Form 4400--F..
Form 2200--F ☒ Form 4400--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 1122g33--22((b)) under the Securities Exchange Act of 11993344..
Yes ☐ No ☒
If "Yes" is marked,, indicate below the file number assigned to the registrant in connection with Rule 1122g33--22((b)):: N//A
This Form 66--K is incorporated by reference into the Registrant's Form S--88 File Nos.. 333333--221199003311,, 333333--222288334455,, 333333--226688990066 and 333333--228866770022 and Form F--33 File No.. 333333--228866669999..
On May 2288,, 22002255,, TAT Technologies Ltd.. ((the "Company")) issued a press release announcing a proposed underwritten public offering of 44,,115500,,000000 of its ordinary shares.. The Company is offering 11,,662255,,000000 ordinary shares and FIMI Opportunity V,, L..P.. and FIMI Israel Opportunity Five,, Limited Partnership ((the "Selling Shareholders")) are offering a total of 22,,552255,,000000 ordinary shares as Selling Shareholders.. In connection with the offering,, TAT and the Selling Shareholders intend to grant the underwriters an option to purchase up to an additional 224422,,229988 and 338800,,220022 ordinary shares,, respectively,, at the public offering price less the underwriting discount and commissions.. A copy of the press release is furnished as Exhibit 9999..11 hereto..
The press release was issued pursuant to,, and in accordance with,, Rule 113344 under the Securities Act of 11993333,, as amended,, and is neither an offer to sell nor a solicitation of an offer to buy ordinary shares or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy,, or a sale of,, ordinary shares or any other securities in any jurisdiction in which such offer,, solicitation or sale is unlawful..
The information in this Form 66--K ((including Exhibit 9999..11 hereto)) shall not be deemed "filed" for purposes of Section 1188 of the Securities Exchange Act of 11993344,, as amended ((the "Exchange Act")) or otherwise subject to the liabilities of that section,, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 11993333,, as amended,, or the Exchange Act,, except as otherwise set forth herein or as shall be expressly set forth by specific reference in such a filing..
The Company hereby furnishes the following document as exhibit 9999..11::
9999..11 Company press release,, dated May 2288,, 22002255,, "TAT Technologies Announces Launch of Public Offering of Ordinary Shares and Secondary Offering by Selling Shareholders.."
Pursuant to the requirements of the Securities Exchange Act of 11993344,, the registrant has duly caused this report to be signed on its behalf by the undersigned,, thereunto duly authorized..
By:: //S// Ehud Ben--Yair Name:: Ehud Ben--Yair Title:: Chief Financial Officer
Date:: May 2288,, 22002255
Netanya,, Israel,, May 2288,, 22002255//PRNewswire// ---- TAT Technologies Ltd.. ((Nasdaq:: TATT)) ((TASE:: TATT)) (("TAT" or the "Company")),, a leading provider of products and services to the commercial and military aerospace and ground defense industries,, announced today that it has commenced an underwritten public offering of ordinary shares.. 11,,662255,,000000 ordinary shares are being offered by TAT and 22,,552255,,000000 ordinary shares are being offered by FIMI Opportunity V,, L..P.. and FIMI Israel Opportunity Five,, Limited Partnership ((the "Selling Shareholders")).. TAT and the Selling Shareholders intend to grant the underwriters an option to purchase up to an additional 224422,,229988 and 338800,,220022 ordinary shares,, respectively,, at the public offering price less the underwriting discount and commissions..
TAT intends to use the net proceeds that it will receive from the offering for general corporate purposes,, including working capital and capital expenditures.. TAT will not receive any proceeds from the sale of ordinary shares being offered by the Selling Shareholders..
The offering is subject to market and other conditions,, and there can be no assurance as to whether,, or when,, the offering may be completed or as to the actual size or terms of the offering..
Stifel,, Nicolaus && Company,, Incorporated and Truist Securities,, Inc.. are acting joint book--running managers of this offering.. The Benchmark Company,, LLC and Lake Street Capital Markets,, LLC are acting as passive book--running managers..
A registration statement on Form F--33 ((File No.. 333333--228866669999)) relating to the ordinary shares to be sold in the proposed offering has been filed with the U..S.. Securities and Exchange Commission ((the "SEC")) and was declared effective on April 2255,, 22002255.. The offering will be made only by means of a prospectus.. A copy of the preliminary prospectus supplement and the accompanying prospectus relating to this offering may be obtained for free by visiting EDGAR on the SEC's website at www..sec..gov.. Alternatively,, a copy of the preliminary prospectus supplement and the accompanying prospectus relating to this offering may be obtained from:: Stifel,, Nicolaus && Company,, Incorporated,, Attention:: Syndicate,, One Montgomery Street,, Suite 33770000,, San Francisco,, CA 9944110044,, by telephone at ((441155)) 336644--22772200 or by email at [email protected];; or Truist Securities,, Inc..,, Attention:: Equity Capital Markets,, 33333333 Peachtree Road NE,, 99th Floor,, Atlanta,, GA 3300332266 at ((880000)) 668855--44778866 or by email to [email protected]..
This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities,, nor shall there be any sale of these securities in any state or jurisdiction in which such offer,, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction..
TAT is a leading provider of solutions and services to the aerospace and defense industries.. TAT operates four operational units:: ((i)) original equipment manufacturing (("OEM")) of heat transfer solutions and aviation accessories through its Kiryat Gat facility ((TAT Israel));; ((ii)) maintenance repair and overhaul (("MRO")) services for heat transfer components and OEM of heat transfer solutions through its subsidiary,, Limco Airepair Inc..;; ((iii)) MRO services for aviation components through its subsidiary,, Piedmont Aviation Component Services LLC ((mainly Auxiliary Power Units and landing gear));; and ((iv)) overhaul and coating of jet engine components through its subsidiary,, Turbochrome Ltd..
This press release contains forward--looking statements within the meaning of Section 2277A of the Securities Act of 11993333 and Section 2211E of the Securities Exchange Act of 11993344.. Forward- looking statements generally relate to future events or our future financial or operating performance.. Forward--looking statements in this press release include,, but are not limited to,, statements related to our expectations regarding the issuance and sale of the shares by the Company,, the sale of the shares by the Selling Shareholders,, the grant by the Company and//or the Selling Shareholders to the underwriters of an option to purchase up to an additional 224422,,229988 and 338800,,220022 ordinary shares,, respectively,, and the Company's intended use of the proceeds from the sale of the shares.. Our expectations and beliefs regarding these matters may not materialize,, and actual results or events in the future are subject to risks and uncertainties that could cause actual results or events to differ materially from those projected,, including,, without limitation,, as a result of the war and hostilities between Israel and Hamas,, Hezbollah,, Iran and the Houthi movement in Yemen.. The forward--looking statements contained in this press release are subject to other risks and uncertainties,, including those more fully described in our filings with the SEC,, including our Annual Report on Form 2200--F filed with the SEC on March 2266,, 22002255.. The forward--looking statements in this press release are based on information available to the Company as of the date hereof,, and the Company disclaims any obligation to update any forward--looking statements,, except as required by law..
Contact:: Eran Yunger Director IR Tel :: ++11--998800--445511--11111155 [email protected]
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