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
For the month of December 2023
Commission file number: 001-41387
SaverOne 2014 Ltd.
(Translation of registrant’s name into English)
Em Hamoshavot Rd. 94
Petah Tikvah, 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 ☒
Form 40-F ☐
CONTENTS
Attached hereto and incorporated
herein is the Registrant’s press release issued on December 20, 2023, titled “SaverOne Enters into Term Sheet to Acquire Assets
and Operations of Micronet”.
EXHIBIT INDEX
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.
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SaverOne 2014 Ltd. |
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Date: December 20, 2023 |
By: |
/s/ Ori Gilboa |
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Name: |
Ori Gilboa |
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Title: |
Chief Executive Officer |
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Exhibit 99.1
SaverOne
Enters into Term Sheet to Acquire Assets and Operations of Micronet Ltd.
Will Expand
SaverOne’s product line and upon closing of the acquisition is expected to be immediately accretive to SaverOne
Petah Tikvah, Israel, December 20, 2023
– SaverOne 2014 Ltd. (Nasdaq: SVRE, TASE: SVRE), a technology company specializing in transportation safety solutions,
today announced that it has signed a term sheet for the strategic acquisition of certain operations, products and IP of Micronet
Ltd. (TASE: MCRNT), a developer of advanced telematics systems cameras and Driver Monitoring Systems (DMS). Upon closing of this
acquisition, it will broaden SaverOne’s product portfolio and customer base, and is expected to accelerate SaverOne’s
go-to-market strategy in the US market.
Micronet Ltd. is a publicly traded company
on the Tel Aviv Stock Exchange, under the ticker MCRNT. SaverOne’s management expects the acquisition of the Micronet
Ltd. operations and assets that are to be acquired, will be immediately accretive to SaverOne following the closing.
The final deal terms are expected to be
closed after concluding a due-diligence process. The majority of the consideration for the operations and assets will be contingent
future payments, related to the acquired operation’s performance. In addition, SaverOne will assume all Micronet’s Ltd.
prior obligations towards its customers, mainly including product warranties, customer service, returns, repairs, etc., and SaverOne
will be compensated by Micronet Ltd. in future in connection with the provision of these services.
The deal is expected to be signed and close in
early 2024.
“We are very pleased to announce this first
step towards the acquisition of certain Micronet assets, IP and operations which is expected to enhance and broaden SaverOne’s product
portfolio and customer base,” commented Ori Gilboa, CEO of SaverOne. “Aligned with our strategy, we see strong synergies
with SaverOne’s existing activities, leveraging the addition of Micronet’s product portfolio. Micronet’s customer-base
in the United States is expected to create strong added-sales opportunities for SaverOne systems. We believe that we are acquiring a strong
IP suite, including a leading DMS product and next-generation cameras that well compliment our existing product lines. We are also pleased
that the acquisition is expected to be accretive from day one, leveraging on SaverOne’s existing engineering, sales and marketing
infrastructure. This transaction represents potential immediate revenue growth given Micronet’s product suite including a new integrated
Camera with our DDPS product, as well as opportunities for additional new customers, particularly in the United States.”
About the SaverOne System
SaverOne’s system is installed in vehicles
to provide a solution to the problem of driver distraction, as a result of drivers using distracting applications on the mobile phone
while driving, in a way that endangers their safety and the safety of their passengers. This phenomenon is considered one of the main
causes of road accidents in the world. According to the US National Highway Traffic Safety Administration, the annual cost of road accidents
just in the United States, stands at about $870 billion each year, excluding the costs of serious injury or death, with a quarter of those
accidents estimated to be related to the use of the mobile phones while driving. SaverOne’s technology specifically recognizes the driver
area in the vehicle and prevents the driver from accessing distracting applications such as messaging, while allowing others (e.g. navigation),
without user intervention or consent, creating a safer driving environment.
SaverOne’s primary target markets include
commercial and private vehicle fleets that are interested in reducing potential damages and significant cost, vehicle manufacturers that
are interested in integrating safety solutions to their vehicles, and insurance and leasing companies. SaverOne initially addresses car
fleets with focus on the Israeli, European and US markets, as well as other markets around the world. SaverOne believes that ultimately
increased focus on monitoring and prevention of cellular distraction systems in vehicles, in particular driven by upcoming expected EU
regulation, will likely have a dramatic positive impact on the demand for its systems in the future.
The Company’s strategy is to provide its
technology for installation to customers in the aftermarket as well as address OEM vehicle manufacturers, to install the Company’s protection
technologies during the vehicle manufacturing process.
About SaverOne
SaverOne is a technology company engaged in the
design, development and commercialization of OEM and aftermarket solutions and technologies, to lower the risk of, and prevent, vehicle
accidents.
SaverOne’s initial line of products is a
suite of solutions that saves lives by preventing car accidents resulting from distraction from the use of mobile phones while driving.
SaverOne is also developing a sensor system for early location and direction detection under all visibility conditions of vulnerable road
users (VRU) through their cellphone footprint.
Learn more at https://saver.one/
Forward Looking Statements
This press release contains
“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act and other securities
laws that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in
this press release are forward-looking statements. Forward-looking statements contained in this press release include, but are not
limited to, statements regarding SaverOne’s planned acquisition of certain Micronet Ltd. assets and operations, the timing of
entry into a definitive agreement and closing as well as SaverOne’s strategic and business plans, technology, relationships,
objectives and expectations for its business, the impact of trends on and interest in its business, intellectual property or product
and its future results, operations and financial performance and condition, and may be identified by the use of words such as
“anticipate,” “believe,” “contemplate,” “could,” “estimate,”
“expect,” “intend,” “seek,” “may,” “might,” “plan,”
“potential,” “predict,” “project,” “target,” “aim,”
“should,” “will” “would,” or the negative of these words or other similar expressions, although
not all forward-looking statements contain these words. Forward-looking statements are based on SaverOne’s current
expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain
forward-looking statements are based on assumptions as to future events that may not prove to be accurate. Many factors could cause
SaverOne’s actual activities or results to differ materially from the activities and results anticipated in such
forward-looking statements. Factors that could cause our actual results to differ materially from those expressed or implied in such
forward-looking statements include, but are not limited to: the ability of our technology to substantially improve the safety of
drivers; our planned level of revenues and capital expenditures and our ability to continue as a going concern; the ability of our
technology to substantially improve the safety of drivers; our ability to market and sell our products; our plans to continue to
invest in research and development to develop technology for both existing and new products; our intention to advance our
technologies and commercialization efforts; our intention to use local distributors in each country or region that we will conduct
business to distribute our products or technology; our plan to seek patent, trademark and other intellectual property rights for our
products and technologies in the United States and internationally, as well as our ability to maintain and protect the validity of
our currently held intellectual property rights; our expectations regarding future changes in our cost of revenues and our operating
expenses; our expectations regarding our tax classifications; interpretations of current laws and the passage of future laws;
acceptance of our business model by investors; the ability to correctly identify and enter new markets; the impact of competition
and new technologies; general market, political and economic conditions in the countries in which we operate; projected capital
expenditures and liquidity; our intention to retain key employees, and our belief that we maintain good relations with all of our
employees; any resurgence of the COVID-19 pandemic and its impact on our business and industry; the declared war by Israel against
Hamas and the military campaigns against Hamas and other terrorist organizations, which may exacerbate the magnitude of the factors
discussed above; and other risks and uncertainties, including, but not limited to, the risks detailed in the Company’s Annual
Report on Form 20-F filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 27, 2023 and in
subsequent filings with the SEC. Forward-looking statements contained in this announcement are made as of this date, and SaverOne
undertakes no duty to update such information except as required under applicable law.
International Investor Relations Contact:
Ehud Helft
+1 212 378 8040
saverone@ekgir.com
Israeli Investors Contact:
Jonathan Eilat
John@theinvestor.co.il
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