SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign
Private Issuer
Pursuant to Rule 13a-16
or 15d-16 of
The Securities Exchange Act
of 1934
For the month of May, 2008
OPTIBASE LTD.
(Translation of
registrant’s name into English)
2 Gav Yam Center, 7
Shenkar Street, Herzliya 46120, Israel
(Address of principal
executive offices)
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 x Form 40-F o
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 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o No x
If “Yes” is marked,
indicate below the file number assigned to the registrant in connection with Rule
12g3-2(b): 82- N/A
Attached hereto and incorporated by reference herein is a copy
of the press release Optibase Announces Approval of a Private Placement.
This report is hereby incorporated by reference to the Registration Statements on Form S-8 (File Nos. 333-10840; 333-12814; 333-13186; 333-91650; 333-122128; 333-137644; 333-139688) of the Company.
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.
| OPTIBASE LTD. (Registrant) By: /s/ Amir Philips —————————————— Amir Philips Chief Financial Officer |
Date: May 13, 2008
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HERZLIYA, Israel, May 13, 2008 – Optibase Ltd. (NASDAQ:OBAS) (the “Company” or Optibase”), a leader in advanced digital video solutions, today announced that its board of directors approved a private issuance by the Company of newly issued ordinary shares of the Company to Mr. Shlomo (Tom) Wyler, the Chief Executive Officer and Executive Chairman of the Board of Directors in consideration for US$5 million in cash, in the aggregate. The purchase price per share will be determined based on the average of the Company’s closing price on the Nasdaq Global Market during the 30-day period preceding the issuance date of the shares. The Company undertook to make its best efforts to register for resale the shares under the Securities Act of 1933 within 6 months as of the issuance date.
The private issuance is subject, among others, to the approval of the Company’s shareholders, and there can be no assurance that the private placement will be consummated. For further information see the Company’s Proxy Statement to be filed with the Securities And Exchange Commission on Form 6-K.
About Optibase
Optibase provides professional
encoding, decoding, video server upload and streaming solutions for telecom operators,
service providers, broadcasters and content creators. The company’s platforms enable
the creation, broadband streaming and playback of high quality digital video.
Optibase’s breadth of product offerings are used in applications, such as: video over
DSL/Fiber networks, post production for the broadcast and cables industries, archiving;
high-end surveillance, distance learning; and business television. Headquartered in
Israel, Optibase operates through its fully owned subsidiary in Mountain View, California
and offices in, Japan, China, India and Singapore. Optibase products are marketed in
over 40 countries through a combination of direct sales, independent distributors, system
integrators and OEM partners. For further information, please visit
www.optibase.com.
This press release contains forward-looking statements concerning our marketing and operations plans. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. All forward-looking statements in this press release are made based on management’s current expectations which involve risks, uncertainties and other factors that could cause results to differ materially from those expressed in forward-looking statements. These statements involve a number of risks and uncertainties including, but not limited to, risks related to the video technologies market in general, and the evolving IPTV market in particular, competition, our ability to manage growth and expansion, general economic conditions and other risk factors. For a more detailed discussion of these and other risks that may cause actual results to differ from the forward looking statements in this news release, please refer to Optibase’s most recent annual report on Form 20-F. The Company does not undertake any obligation to update forward-looking statements made herein.
This release and prior releases
are available on the Company’s Web site at www.optibase.com.
This release
and prior releases are also available on the KCSA Public Relations Worldwide Web site at www.kcsa.com.
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