SECURITIES AND EXCHANGE COMMISION
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
January 3, 2003
SCITEX CORPORATION LTD.
(Translation of registrant's name into English)
3 Azrieli Center
Triangle Building
Tel Aviv, 67023
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 o Form 40-F ____
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also furnishing the information to the Commission
pursuant to Rule 12g3-2(b) under the Securities and Exchange Act of 1934.
Yes ____ No o
Attached to the Registrant's Form 6-K, and incorporated by reference herein is
the Registrant's press release dated January 2, 2003, announcing that the
Registrant closed the transaction to combine Scitex Vision Ltd. and Aprion
Digital Ltd.
SIGNATURE
Pursuant to the requirement 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.
SCITEX CORPORATION LTD.
Yahel Shachar
Chief Financial Officer
January 3, 2003
[Graphic Omitted]
Scitex NEWS
FOR IMMEDIATE RELEASE
SCITEX CORPORATION ANNOUNCES THE CLOSING OF THE TRANSACTION TO
COMBINE SCITEX VISION AND APRION DIGITAL - PROPELLING THE NEW
COMPANY TO THE FOREFRONT OF DIGITAL INDUSTRIAL INKJET PRINTING
MARKETS
TEL AVIV, ISRAEL - JANUARY 2, 2003. Scitex Corporation Ltd. (NASDAQ & TASE:
SCIX), a world leader in industrial digital inkjet printing solutions, announced
today the closing of the transaction to combine the business of its wholly-owned
subsidiary, Scitex Vision Ltd., with that of venture-backed Aprion Digital Ltd.
Scitex held approximately 42.5% of Aprion's share capital and certain major
shareholders of Scitex held approximately 28.5% of Aprion's share capital prior
to the closing of the transaction.
Under the terms of the agreement (approved by Scitex's shareholders at the
general meeting held on December 29, 2002), Aprion acquired from Scitex all the
outstanding share capital of Scitex Vision in exchange for shares in Aprion. The
shares are allotted to Scitex, at a valuation exchange ratio of approximately
two to one, between Scitex Vision and Aprion, reflecting a valuation of $36
million to Scitex Vision (following infusion of $15 million by Scitex) and $18
million to Aprion. Scitex holds, following the closing of the transaction, in
the aggregate and subject to further adjustments, approximately 75% of Aprion's
outstanding share capital (approximately 65% on an as converted and fully
diluted basis).
The combined business will operate under the name Scitex Vision, while promoting
the Aprion name for its unique inkjet head technology.
The new executive management of Scitex Vision is led by Dov Ofer, President and
Chief Executive Officer, together with Amir Ohad, Chief Financial Officer, Itai
Halevy, Chief Marketing Officer (who moves from his position as a corporate vice
president of Scitex), Avi Huppert, Chief Technology Officer, Domingo Nieves,
President of Scitex Vision Europe and Tim Weeldreyer, President of Scitex Vision
America. Ken Levy, formerly Chairman of Aprion, and Dr. Miki Nagler, formerly
President and CEO of Aprion, will serve on the Board of Directors of Scitex
Vision as Chairman and Vice-Chairman, respectively.
Through this transaction, Scitex Vision strengthens its position as a leading
developer, manufacturer and service provider of cutting-edge inkjet digital
printing presses and consumables for industrial applications. The company offers
the broadest line of products in its markets, and is a market leader in a number
of business areas in the digital printing arena. The company's core technology
includes Aprion's patented drop-on-demand piezo inkjet print heads and
water-based inks. Scitex Vision now employs more than 500 employees worldwide
with headquarters to be located in Netanya, Israel, and principal subsidiaries
in
Atlanta, Georgia, and Brussels, Belgium. Backed by global marketing and support
networks, Scitex Vision is committed to providing high-quality and
cost-effective solutions to printing houses worldwide looking for high
throughput, flexibility, quality and reliability.
ABOUT SCITEX CORPORATION LTD.
Scitex Corporation Ltd., through its subsidiaries and strategic investments, is
a world leader in digital industrial inkjet printing solutions. Scitex shares
trade on NASDAQ and The Tel Aviv Stock Exchange under the symbol SCIX. For more
information, please visit our Web site at www.scitex.com.
EXCEPT FOR THE HISTORICAL INFORMATION HEREIN, THE MATTERS DISCUSSED IN THIS NEWS
RELEASE INCLUDE FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE "SAFE
HARBOR" PROVISIONS OF THE U.S. PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.
FORWARD-LOOKING STATEMENTS THAT ARE BASED ON VARIOUS ASSUMPTIONS (SOME OF WHICH
ARE BEYOND THE COMPANY'S CONTROL) MAY BE IDENTIFIED BY THE USE OF
FORWARD-LOOKING TERMINOLOGY, SUCH AS "MAY", "CAN BE", "WILL", "EXPECTS",
"ANTICIPATES", "INTENDS", "BELIEVES", "PROJECTS", "POTENTIAL", AND SIMILAR WORDS
AND PHRASES. ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE SET FORTH IN
FORWARD-LOOKING STATEMENTS DUE TO A VARIETY OF FACTORS, INCLUDING, BUT NOT
LIMITED TO, (1) RISKS IN PRODUCT AND TECHNOLOGY DEVELOPMENT, (2) MARKET
ACCEPTANCE OF NEW PRODUCTS AND CONTINUING PRODUCT DEMAND, (3) THE IMPACT OF
COMPETITIVE PRODUCTS AND PRICING, (4) CHANGES IN DOMESTIC AND FOREIGN ECONOMIC
AND MARKET CONDITIONS, (5) TIMELY DEVELOPMENT AND RELEASE OF NEW PRODUCTS BY
STRATEGIC SUPPLIERS, (6) THE IMPACT OF THE COMPANY'S ACCOUNTING POLICIES, AND
(7) THE OTHER RISK FACTORS DETAILED IN THE COMPANY'S MOST RECENT ANNUAL REPORT
AND OTHER FILINGS WITH THE US SECURITIES AND EXCHANGE COMMISSION. EXCEPT AS MAY
BE REQUIRED BY LAW, THE COMPANY DOES NOT UNDERTAKE, AND SPECIFICALLY DISCLAIMS,
ANY OBLIGATION TO PUBLICLY RELEASE THE RESULTS OF ANY REVISIONS WHICH MAY BE
MADE TO ANY FORWARD-LOOKING STATEMENTS TO REFLECT THE OCCURRENCE OF ANTICIPATED
OR UNANTICIPATED EVENTS OR CIRCUMSTANCES AFTER THE DATE OF SUCH FORWARD-LOOKING
STATEMENTS.
SCITEX AND THE SCITEX LOGO ARE REGISTERED TRADEMARKS AND SERVICE MARKS OF SCITEX
CORPORATION LTD.
CONTACTS
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SCITEX CORPORATION LTD.
-----------------------
Yahel Shachar Dalit Yehuda
Chief Financial Officer Corporate Assistant
Tel: +972 3 607-5755 Tel: +972 3 607-5755
Fax: +972 3 607-5756 Fax: +972 3 607-5756
E-mail: yahel.shachar@scitex.com E-mail: Dalit.Yehuda@scitex.com