Gilat (NASDAQ: GILT) plans $65M private share placement to Israeli investors

Rhea-AI Filing Summary

Gilat Satellite Networks Ltd. is raising equity through a private placement of 7,058,820 Ordinary Shares to Israeli institutional and accredited investors at US$9.35 per share. The new shares are expected to equal about 11% of the company’s issued and outstanding share count after the transaction.

Gilat expects to receive approximately US$65.0 million in net proceeds, which it plans to use for general corporate purposes. The placement is being conducted in Israel only under Regulation S, with the shares not registered under the U.S. Securities Act and subject to transfer restrictions. Closing is subject to customary conditions and is expected in September 2025.

Insights

Equity Capital Markets Analyst

Gilat secures about US$65M via an 11% dilutive private share sale.

Gilat Satellite Networks agreed to a private placement of 7,058,820 Ordinary Shares at US$9.35 per share to Israeli institutional and accredited investors. The company expects net proceeds of roughly US$65.0 million, which it plans to deploy for general corporate purposes.

The newly issued shares are expected to represent approximately 11% of issued and outstanding shares after closing, meaning existing holders face a meaningful ownership dilution while the balance sheet gains additional cash. The transaction is limited to Israel under Regulation S, and the shares will be subject to transfer restrictions.

Closing is described as subject to customary conditions and is expected in September 2025. Future disclosures in company filings may provide updates on the actual closing, any changes in the proceeds figure, and how management allocates the capital among operating or strategic needs.

Form 6-K: How Foreign Companies Report to the SEC →

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 OF

THE SECURITIES EXCHANGE ACT OF 1934

For the Month of September 2025

Commission File Number 0-21218

Gilat Satellite Networks Ltd.

(Translation of registrant’s name into English)

Gilat House, 21 Yegia Kapayim Street

Daniv Park, Kiryat Arye, Petah Tikva 4913020, 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  ☐

Explanatory Note

On September 9, 2025, Gilat Satellite Networks Ltd., an Israeli company (the “Company”), received and accepted commitments from Israeli institutional and accredited investors (as defined under Israel’s Securities Law, 5728-1968 (the “Investors”), to participate in a private placement (the “Private Placement”) of Ordinary Shares, par value NIS 0.20 per share, of the Company (“Ordinary Shares”).

The Company is expected to issue and sell to the Investors an aggregate of 7,058,820 Ordinary Shares (the “Shares”), for a purchase price of US$9.35 per Share. The newly issued Shares are expected to represent approximately 11% of the Company’s issued and outstanding Ordinary Shares after the consummation of such sale. The closing of the transaction is subject to customary closing conditions and is expected to be completed in September 2025.

The Company expects to receive proceeds from the sale of the Shares, after deducting offering expenses, of approximately US$65.0 million. The Company intends to use such proceeds for general corporate purposes.

A translated English copy of the form commitment letter is attached is Exhibit 99.1 to this report.

The Private Placement is being made in Israel only and not to U.S. persons, as defined in Rule 902 of the U.S. Securities Act of 1933, as amended (the “Securities Act”), pursuant to a registration exemption afforded by Regulation S promulgated under the Securities Act, and the Ordinary Shares will be subject to certain transfer restrictions. The Ordinary Shares will not be registered under the Securities Act and will not be offered or sold in the United States without registration or applicable exemption from the registration requirements according to the Securities Act.

This report does not constitute an offer to sell or the solicitation of an offer to buy or subscribe for any securities or a solicitation of any vote or approval nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation, sale, issuance or transfer would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Exhibits

99.1          Form of commitment letter (translation from the original Hebrew).

99.2          Company press release, dated September 9, 2025, titled “Gilat Announces Private Placement of US$66 Million to Institutional and Accredited Investors”.

Legal Notice Regarding Forward-Looking Statements

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements generally relate to future events or our future financial or operating performance. Forward-looking statements in this report include, but are not limited to, statements related to our expectations regarding the issuance and sale of the Shares, the closing date of the transaction, 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. The forward-looking statements contained in this report are subject to other risks and uncertainties, including those more fully described in our filings with the Securities and Exchange Commission, including our Annual Report on Form 20-F filed with the Securities and Exchange Commission on March 27, 2025. The forward-looking statements in this report 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.

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.

Gilat Satellite Networks Ltd.

By: /S/ Doron Kerbel

Name: Doron Kerbel

Title: General Counsel and Company Secretary

Date: September 9, 2025

Exhibit Index

99.1          Form of commitment letter (translation from the original Hebrew)

99.2          Company press release, dated September 9, 2025, titled “Gilat Announces Private Placement of US$66 Million to Institutional and Accredited Investors”.

FAQ

What is Gilat Satellite Networks (GILT) announcing in this 6-K?

Gilat is announcing a private placement of 7,058,820 Ordinary Shares to Israeli institutional and accredited investors. The deal is expected to close in September 2025 and will add fresh equity capital while increasing the company’s total share count.

How much money will Gilat Satellite Networks (GILT) raise from the private placement?

Gilat expects to receive approximately US$65.0 million in net proceeds from selling 7,058,820 shares at US$9.35 each. This figure is after deducting offering expenses and will be available for general corporate purposes.

How dilutive is the new share issuance for Gilat Satellite Networks (GILT) shareholders?

The newly issued 7,058,820 Ordinary Shares are expected to represent about 11% of Gilat’s issued and outstanding shares after the sale. This means existing shareholders’ ownership percentages will decrease, even as the company’s cash position increases.

Who can participate in Gilat Satellite Networks’ (GILT) private placement?

Participation is limited to Israeli institutional and accredited investors as defined under Israel’s Securities Law. The transaction is being made in Israel only under Regulation S and is not being offered to U.S. persons or in the United States.

Will the new Gilat Satellite Networks (GILT) shares be registered in the United States?

No. The Ordinary Shares sold in the private placement will not be registered under the U.S. Securities Act of 1933. They cannot be offered or sold in the United States without registration or a valid exemption and will be subject to transfer restrictions.

What will Gilat Satellite Networks (GILT) use the private placement proceeds for?

Gilat states that the approximately US$65.0 million in net proceeds will be used for general corporate purposes. This broad category can include working capital, operating needs, or potential strategic initiatives, depending on future management decisions.