Gilat Satellite Networks (NASDAQ: GILT) closes US$65M Israel-only private share placement

Rhea-AI Filing Summary

Gilat Satellite Networks Ltd. completed a previously announced private placement of 7,058,820 Ordinary Shares to Israeli institutional and accredited investors, raising net proceeds of approximately US$65.0 million after expenses. The shares were sold at US$9.35 per share in a transaction conducted in Israel only under Regulation S, and not to U.S. persons.

The shares will not be registered under the U.S. Securities Act and are subject to transfer restrictions, meaning they cannot be offered or sold in the United States without registration or an applicable exemption. The company also notes that any expectations related to this issuance are forward-looking and subject to risks, including regional hostilities affecting Israel.

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Gilat raises US$65M via Israel-only share placement under Regulation S.

Gilat Satellite Networks Ltd. has closed a private placement of 7,058,820 Ordinary Shares to Israeli institutional and accredited investors at US$9.35 per share, generating net proceeds of about US$65.0 million after expenses. This adds fresh equity capital to the balance sheet, with no indication of parallel U.S. marketing.

The transaction was conducted under Regulation S, with sales only outside the United States and not to U.S. persons, and the shares carry transfer restrictions and are not registered under the U.S. Securities Act. Any potential benefits from the capital raise are framed as forward-looking and exposed to risks, including the war and hostilities involving Israel, Hamas, Hezbollah, Iran and the Houthi movement as referenced in the company’s risk disclosures.

Subsequent periodic filings, including the Form 20-F referenced in the risk discussion, may provide more detail on how the new capital influences liquidity, investment plans and overall financial position.

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 16, 2025, Gilat Satellite Networks Ltd., an Israeli company (the “Company”), completed the previously announced issuance and sale of 7,058,820 Ordinary Shares of the Company (the “Shares”) in a private placement to Israeli institutional and accredited investors (as defined under Israel’s Securities Law, 5728-1968), for a purchase price of US$9.35 per Share, resulting in net proceeds to the Company, after deducting offering expenses, of approximately US$65.0 million.

As previously announced by the Company on September 9, 2025, the private placement was 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 Shares are subject to certain transfer restrictions. The 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.

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. 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 16, 2025

FAQ

What equity financing did GILT complete in this 6-K?

Gilat Satellite Networks Ltd. completed a private placement of 7,058,820 Ordinary Shares to Israeli institutional and accredited investors, as described in the report.

How much capital did GILT raise in the private placement?

The private placement resulted in net proceeds to Gilat Satellite Networks Ltd. of approximately US$65.0 million after deducting offering expenses.

What was the per-share price in GILT's private placement?

The Ordinary Shares were sold at a purchase price of US$9.35 per share in the private placement.

Where and to whom were GILT's shares offered in this transaction?

The shares were offered in Israel only, in a private placement to Israeli institutional and accredited investors as defined under Israel’s Securities Law, 5728-1968.

Are the new GILT shares registered under the U.S. Securities Act?

No. The report states the shares will not be registered under the U.S. Securities Act and will not be offered or sold in the United States without registration or an applicable exemption.

What legal framework did GILT use to avoid U.S. registration for this offering?

The transaction relied on a Regulation S registration exemption under the U.S. Securities Act, with sales not made to U.S. persons as defined in Rule 902.

What key risks does GILT highlight regarding forward-looking statements in this report?

The company notes that forward-looking statements, including expectations about the share issuance and sale, are subject to risks and uncertainties, including the war and hostilities between Israel and Hamas, Hezbollah, Iran and the Houthi movement, and other risks described in its Form 20-F filed on March 27, 2025.