Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
This Report of Foreign Private Issuer on Form 6-K (the “Report”) of Silynxcom Ltd. (the “Company”) consists of
the Company’s: (i) Unaudited Interim Condensed Consolidated Financial Statements as of and for the six months ended June 30, 2026,
which are attached hereto as Exhibit 99.1; (ii) Management’s Discussion and Analysis of Financial Condition and Results of Operations
as of and for the six months ended June 30, 2026, which is attached hereto as Exhibit 99.2; and (iii) a press release issued by the Company
on September 14, 2026 titled “Silynxcom Announces Financial Results for the Six Months Ended June 30, 2026: Revenue Increased 174%
Compared with H1-2025”, which is attached hereto as Exhibit 99.3.
This Report (except for the second, third and fourth paragraphs of the press release included as Exhibit 99.3) is incorporated by reference
into the Company’s Registration Statement on Form F-3 (Registration No. 333-285443) filed with the Securities and Exchange Commission,
to be a part thereof from the date on which this Report is submitted, to the extent not superseded by documents or reports subsequently
filed or furnished.
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.
Exhibit 99.1
SILYNXCOM LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS AS OF JUNE 30, 2026
SYLINXCOM LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS AS OF JUNE 30, 2026
TABLE OF CONTENTS
| Unaudited Interim Condensed Consolidated Statements of Financial Position |
2-3 |
| Unaudited Interim Condensed Consolidated Statements of Comprehensive Loss |
4 |
| Unaudited Interim Condensed Consolidated Statements of Changes in Shareholders’ Equity |
5 |
| Unaudited Interim Condensed Consolidated Statements of Cash Flows |
6-7 |
| Notes to the Unaudited Interim Condensed Consolidated Financial Statements |
8-15 |
SILYNXCOM LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED
STATEMENTS OF FINANCIAL POSITION
U.S. dollars (in thousands)
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June 30, |
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December 31, |
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Note |
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2026 |
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2025 |
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| ASSETS |
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| CURRENT ASSETS: |
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| Cash and cash equivalents | | | | | 2,633 | | | | 2,982 | |
| Marketable securities | | | | | - | | | | 13 | |
| Deposits with banking corporations | | | | | 64 | | | | 59 | |
| Trade receivables, net | | | | | 1,545 | | | | 1,058 | |
| Other current assets | | | | | 283 | | | | 291 | |
| Inventory | | 3 | | | 2,620 | | | | 3,184 | |
| Total current assets | | | | | 7,145 | | | | 7,587 | |
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| NON-CURRENT ASSETS: |
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| Property, plant and equipment, net | | | | | 145 | | | | 156 | |
| Long-term deposits | | | | | 112 | | | | 101 | |
| Right of use assets | | | | | 949 | | | | 980 | |
| Total non-current assets | | | | | 1,206 | | | | 1,237 | |
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| TOTAL ASSETS | | | | | 8,351 | | | | 8,824 | |
The accompanying notes
are an integral part of the unaudited interim condensed consolidated financial statements.
SILYNXCOM LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED
STATEMENTS OF FINANCIAL POSITION
U.S. dollars (in thousands)
| |
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June 30, |
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December 31, |
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Note |
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2026 |
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2025 |
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| LIABILITIES AND SHAREHOLDERS’ EQUITY |
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| CURRENT LIABILITIES: |
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| Lease liabilities – current | | | | | 219 | | | | 178 | |
| Trade payables | | | | | 677 | | | | 1,042 | |
| Other accounts payables | | | | | 1,400 | | | | 1,112 | |
| Total current liabilities | | | | | 2,296 | | | | 2,332 | |
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| NON-CURRENT LIABILITIES: |
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| Lease liabilities | | | | | 987 | | | | 984 | |
| Liabilities for employee benefits, net | | | | | 68 | | | | 64 | |
| Total non-current liabilities | | | | | 1,055 | | | | 1,048 | |
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| SHAREHOLDERS’ EQUITY: |
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| Premium and other capital reserves | | | | | 29,874 | | | | 29,586 | |
| Capital reserve for transactions with controlling shareholders | | | | | 1,542 | | | | 1,542 | |
| Accumulated loss | | | | | (26,416 | ) | | | (25,684 | ) |
| Total shareholders’ equity | | | | | 5,000 | | | | 5,444 | |
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| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | 8,351 | | | | 8,824 | |
The accompanying notes
are an integral part of the unaudited interim condensed consolidated financial statements.
SILYNXCOM LTD.
Unaudited
Interim Condensed Consolidated Statements of Comprehensive loss
(in thousands of USD, except for per share
data)
| |
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|
For the six-month period ended June 30 |
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Note |
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2026 |
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2025 |
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| Revenue | | 5 | | | 6,208 | | | | 2,265 | |
| Cost of Revenue | | | | | 2,645 | | | | 1,452 | |
| Gross profit | | | | | 3,563 | | | | 813 | |
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| Research and development expenses | | | | | 479 | | | | 384 | |
| Selling and marketing expenses | | | | | 2,134 | | | | 539 | |
| General and administrative expenses | | | | | 1,653 | | | | 1,499 | |
| Operating Loss | | | | | 703 | | | | 1,609 | |
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| Finance Expenses | | | | | 109 | | | | 65 | |
| Finance Income | | | | | 80 | | | | 38 | |
| Net Loss for the period | | | | | (732 | ) | | | (1,636 | ) |
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| Amounts that shall not be subsequently reclassified to profit and loss: |
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| Loss from remeasurement of defined benefit plans | | | | | - | | | | - | |
| Total comprehensive loss for the period | | | | | (732 | ) | | | (1,636 | ) |
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| Basic loss per share | | 7 | | | (0.1103 | ) | | | (0.2736 | ) |
| Weighted average of the number of ordinary shares used to calculate basic loss per share | | | | | 6,634,400 | | | | 5,980,013 | |
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| Diluted loss per share | | 7 | | | (0.1103 | ) | | | (0.2736 | ) |
| Weighted average of the number of ordinary shares used to calculate diluted loss per share | | | | | 6,634,400 | | | | 5,980,013 | |
The accompanying notes
are an integral part of the unaudited interim condensed consolidated financial statements.
SILYNXCOM LTD.
UNAUDITED INTERIM CONDENSED
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(U.S. dollars in thousands)
For the six-month period ended June 30, 2026
| |
|
Premium and
other capital
reserves |
|
|
Capital
reserve for
transactions
with
controlling
Shareholders |
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|
Accumulated loss |
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Total |
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| Balance as of January 1, 2026 | | | 29,586 | | | | 1,542 | | | | (25,684 | ) | | | 5,444 | |
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| Share-based compensation | | | 288 | | | | - | | | | - | | | | 288 | |
| Total comprehensive loss | | | - | | | | - | | | | (732 | ) | | | (732 | ) |
| Balance as of June 30, 2026 | | | 29,874 | | | | 1,542 | | | | (26,416 | ) | | | 5,000 | |
For the six-month period ended June 30, 2025
| |
|
Premium and
other capital
reserves |
|
|
Capital
reserve for
transactions
with
controlling
Shareholders |
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|
Accumulated
loss |
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Total |
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| Balance as of January 1, 2025 | | | 26,625 | | | | 1,542 | | | | (22,620 | ) | | | 5,547 | |
| Exercise of options | | | 49 | | | | - | | | | - | | | | 49 | |
| Issuance of common stock, net | | | 2,392 | | | | - | | | | - | | | | 2,392 | |
| Share-based compensation | | | 252 | | | | - | | | | - | | | | 252 | |
| Total comprehensive loss | | | - | | | | - | | | | (1,636 | ) | | | (1,636 | ) |
| Balance as of June 30, 2025 | | | 29,318 | | | | 1,542 | | | | (24,256 | ) | | | 6,604 | |
The accompanying notes are an integral part
of the unaudited interim condensed consolidated financial statements.
SILYNXCOM LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED
STATEMENTS OF CASH FLOWS
(U.S. dollars in thousands)
| |
|
For the six-month period ended June 30 |
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| |
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2026 |
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|
2025 |
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| Cash flows from operating activities: |
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| Net Loss | | | (732 | ) | | | (1,636 | ) |
| Adjustments Required to Present Cash Flows from Operating Activities: |
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| Depreciation and amortization | | | 114 | | | | 105 | |
| Increase (decrease) in liability for employee benefits, net | | | 4 | | | | 4 | |
| Other finance expenses, net | | | 21 | | | | (17 | ) |
| Share-based compensation | | | 288 | | | | 252 | |
| | | | 427 | | | | 344 | |
| Changes in asset and liability line items: |
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| Decrease (increase) in trade receivables | | | (487 | ) | | | 164 | |
| Decrease (increase) in other current assets | | | 8 | | | | (289 | ) |
| Decrease (increase) in inventory | | | 564 | | | | (244 | ) |
| Increase (decrease) in trade payables | | | (366 | ) | | | (492 | ) |
| Increase (decrease) in other accounts payables | | | 288 | | | | (17 | ) |
| | | | 7 | | | | (878 | ) |
| Net cash provided by (used in) operating activities | | | (298 | ) | | | (2,170 | ) |
| Cash flow from investing activities |
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| Increase in long-term bank deposit | | | (4 | ) | | | - | |
| Increase in long-term deposit others | | | (11 | ) | | | (8 | ) |
| Purchase of marketable securities, net | | | 13 | | | | 33 | |
| Purchase of property, plant and equipment | | | (5 | ) | | | (26 | ) |
| Net cash used in investing activities | | | (7 | ) | | | (1 | ) |
| Cash flows from financing activities |
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| Exercise of stock options | | | - | | | | 49 | |
| Issuance of Ordinary Shares, net | | | - | | | | 2,487 | |
| Issuance of Ordinary Shares in the IPO, net | | | - | | | | - | |
| Repayment of lease liabilities | | | (107 | ) | | | (73 | ) |
| Net cash provided by (used in) financing activities | | | (107 | ) | | | 2,463 | |
| Exchange rate differentials for cash and cash equivalent balances | | | 63 | | | | 66 | |
| Increase (decrease) in cash and cash equivalents | | | (349 | ) | | | 358 | |
| Cash and cash equivalents balance at the beginning of the year | | | 2,982 | | | | 3,178 | |
| Cash and cash equivalents balance at the end of the year | | | 2,633 | | | | 3,536 | |
The accompanying notes are an integral
part of the unaudited interim condensed consolidated financial statements.
SILYNXCOM LTD.
UNAUDITED INTERIM CONDENSED CONSOLIDATED
STATEMENTS OF CASH FLOWS
(U.S. dollars in thousands)
| |
|
For the six-month period ended June 30 |
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| |
|
2026 |
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|
2025 |
|
| Appendix A - Cash paid and received during the year for: |
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| Interest paid | | | 45 | | | | 34 | |
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| Appendix B – Material activities not involving cash flows: |
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| Recognition of right-of-use asset against a lease liability | | | 67 | | | | 155 | |
| Prepaid issuance cost | | | - | | | | 95 | |
The accompanying notes
are an integral part of the unaudited interim condensed consolidated financial statements.
SILYNXCOM LTD.
Notes
to the Unaudited Interim Condensed Consolidated Financial Statements
(U.S. dollars in thousands)
NOTE 1 – GENERAL
| A. | Silynxcom Ltd. was incorporated in Israel on August 22, 2021, as a privately held company. As part of a restructuring carried out by Silynxcom Ltd. (the “Restructuring”) on August 26, 2021, it became the parent company of Source of Sound Ltd. and Silynx Communications Inc. Silynxcom Ltd.’s registered offices are located at 7 Giborei Israel St., Netanya, Israel. |
Silynxcom Ltd. is engaged through Silynx Communications Inc. and Source of Sound Ltd. (together, hereinafter: “the Company”) in a single area of activity: the development, production, marketing and sale of ruggedized noise protection and communication accessories for tactical uses (including radios used by groups such as security forces, law enforcement, and rescue forces.). As part of its activity, the Company manufactures and develops speech and audio systems that include single and dual-sided communication systems integrated into headsets and intended for the personal use of those serving in armies, security and rescue forces, and law enforcement forces in Israel and across the world.
On January 17, 2024, the Company closed its initial public offering of 1,250,000 of its ordinary, no par value, of the Company (the “Ordinary Shares”) at a public offering price of $4.00 per share, for gross proceeds of $5,000 before deducting underwriting discounts and before deducting the equity transaction costs (the “IPO”). On April 2, 2025, the Company closed an underwritten public offering of 1,290,000 Ordinary Shares at a public offering price of $2.25 per share, for gross proceeds of approximately $2,900 (See also Note 3).
As of June 30, 2026, the Company incurred a net loss of $732 and had an accumulated deficit of $26,416. Notwithstanding the foregoing, the Company held cash and cash equivalents, including deposits, amounting to $2,697, and maintained positive working capital of $4,849.
The Company’s management has assessed the Company’s ability to continue as a going concern and believes that the Company has sufficient resources to meet its obligations and continue its operations for the foreseeable future.
| C. | The effect of the 2023-2026 Israel wars |
The Company is incorporated under the laws of the State of Israel, and the Company’s principal offices are located in Israel. Accordingly, political, economic, and geo-political instability in Israel may affect the Company’s business. Any armed conflicts, political instability, terrorism, cyberattacks or any other hostilities involving Israel or the interruption or curtailment of trade between Israel and its present trading partners could affect adversely the Company’s operations. Ongoing and revived hostilities in the Middle East or other Israeli political or economic factors, could harm the Company’s operations and solution development and cause any future sales to decrease.
SILYNXCOM LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
(U.S. dollars in thousands)
NOTE 1 – GENERAL (Cont.)
| C. | The effect of the 2023-2026 Israel wars (Cont.) |
Following the October 7, 2023 attacks by Hamas terrorists on Israel’s southern border, Israel declared war against Hamas and since then, Israel has been involved in military conflicts with Hamas, Hezbollah, a terrorist organization based in Lebanon, and Iran, both directly and through proxies like the Houthi movement in Yemen and armed groups in Iraq and other terrorist organizations. Additionally, following the fall of the Assad regime in Syria, Israel has conducted limited military operations targeting the Syrian army, Iranian military assets and infrastructure linked to Hezbollah and other Iran-supported groups.
On June 13, 2025, Israel launched a strike against Iran, aimed to disrupt Iran’s capacity to coordinate or launch hostilities against Israel. Iran has retaliated in response, firing missiles and drones at Israeli military and civilian infrastructure.
Operation Lion’s Roar
In late February 2026, Israel, together with the United States, conducted a major joint military campaign of air and missile strikes against targets in Iran, which triggered a broad Iranian response and contributed to significant regional instability. In addition, in early March 2026, Israel has been engaged with Hezbollah in Lebanon, that has been launching missile, rocket, and shooting attacks against Israeli military sites, troops, and Israeli towns. In response to these attacks, Israel has carried out a number of targeted strikes on sites associated with Hezbollah in Lebanon. The situation remains highly fluid, and we are unable to predict when, or on what terms, this escalation will be resolved. Further escalation, whether involving direct confrontation between Israel and Iran or through regional proxy groups, could result in additional mobilization of reserve personnel, further restrictions on movement or commerce, damage to infrastructure, supply chain interruptions, disruptions to global energy markets, and heightened cybersecurity threats. Any of the foregoing could materially and adversely affect our operations, financial condition, and results of operations, particularly if disruptions are prolonged or recur.
Since this is an event beyond the Company’s control and characterized by uncertainty, in particular as to when these military operations will end, as of the approval date of these consolidated financial statements, the Company is unable to predict the intensity of the impact of operation Lion’s Roar on the Company’s financial condition and results of operations.
As of the date of approval of these consolidated financial statements, a ceasefire has been in place since April 2026. While this development may contribute to a gradual easing of certain restrictions and a recovery in economic activity, significant uncertainty remains regarding the stability of the ceasefire and the potential for renewed escalation. Accordingly, the ultimate impact of the operation and related developments on the Company’s financial condition and results of operations remains uncertain, and the Company continues to monitor the situation closely.
On February 28, 2026, extensive military operations re-commenced involving U.S. and Israeli forces against targets in Iran.
SILYNXCOM LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
(U.S. dollars in thousands)
NOTE 2 – MATERIAL ACCOUNTING POLICIES:
Basis of preparation
Statement of compliance
These interim condensed consolidated financial statements have been prepared in accordance with International Accounting Standards (“IAS”) 34 Interim Financial Reporting. They do not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the 2025 annual consolidated financial statements (the “2025 Financial Statements”). The Company has applied the same accounting policies and methods of computation in its interim consolidated financial statements as in its 2025 Financial Statements.
Basis of measurement
These Unaudited Interim Condensed Consolidated Financial Statements have been prepared on a going concern basis, under the historical cost basis, except for financial instruments which have been measured at fair value.
NOTE 3 – INVENTORY
| | | June 30, | | | December 31, | |
| | | 2026 | | | 2025 | |
| Composition: | | | | | | |
| Raw materials | | | 1,836 | | | | 2,157 | |
| Products in process | | | 270 | | | | 523 | |
| Finished goods | | | 514 | | | | 504 | |
| | | | 2,620 | | | | 3,184 | |
SILYNXCOM LTD.
Notes
to the Unaudited Interim Condensed Consolidated Financial Statements
(U.S. dollars in thousands)
NOTE 4 – SHARE-BASED PAYMENT:
| a. | On December 30, 2025, the Company granted 700,000 options to its directors with an exercise price of $1.07 per option. The options are exercisable to shares in a 1:1 ratio. The options will vest over a period of 3 years. The fair value of the aforesaid options was estimated on their award date at $574,132, using the Black-Scholes pricing model. Set forth below are the parameters used in determining the fair value of the options: |
| The Company share price ($) | | | 1.07 | |
| Exercise price (in $) | | | 1.07 | |
| Expected volatility in the Company’s share price | | | 93.65 | % |
| Expected life of the warrants (in years) | | | 10 | |
| Risk-free interest | | | 3.9 | % |
| b. | Set forth below are the movements in options awarded to Company employees and officers in the reporting years: |
| | | For the six-months ended
June 30, 2026 | | | For the year ended
December 31, 2025 | |
| | | No. of
options | | | Weighted Average Exercise Price | | | No. of
options | | | Weighted Average Exercise Price | |
| | | | | | | | | | | | | |
| Outstanding at beginning of year | | | 1,965,378 | | | | 1.62 | | | | 1,183,939 | | | | 2.14 | |
| Granted during the year | | | - | | | | - | | | | 806,812 | | | | 1.17 | |
| Exercised during the year | | | - | | | | - | | | | (3,794 | ) | | | 1.37 | |
| Expired and/or forfeited during the year | | | - | | | | - | | | | (21,579 | ) | | | 13.29 | |
| Outstanding at ending of year | | | 1,965,378 | | | | 1.62 | | | | 1,965,378 | | | | 1.62 | |
| | | | | | | | | | | | | | | | | |
| Exercisable at the end of the year | | | 1,312,930 | | | | 1.8 | | | | 944,735 | | | | 1.79 | |
SILYNXCOM LTD.
Notes
to the Unaudited Interim Condensed Consolidated Financial Statements
(U.S. dollars in thousands)
NOTE 5 – REVENUE:
| | | For six months ended June 30, | |
| | | 2026 | | | 2025 | |
| Breakdown of revenue by geography | | | | | | |
| Asia | | | 3,078 | | | | 55 | |
| Israel | | | 2,603 | | | | 1,720 | |
| USA | | | 459 | | | | 380 | |
| Europe | | | 67 | | | | 108 | |
| Other | | | 1 | | | | 2 | |
| | | | 6,208 | | | | 2,265 | |
| | | | | | | | | |
| Revenue by product group: | | | | | | | | |
| In-Ear Headset systems | | | 3,868 | | | | 1,008 | |
| SST Headset systems | | | 2,318 | | | | 1,197 | |
| Other | | | 22 | | | | 60 | |
| | | | 6,208 | | | | 2,265 | |
| | | For six months ended June 30, | |
| | | 2026 | | | 2025 | |
| Revenues from key customers, each of which is responsible for 10% or more of the total revenues reported in the Consolidated Financial Statements: | | | | | | |
| Customer 1 | | | 3,038 | | | | - | |
| Customer 2 | | | 2,057 | | | | 1,178 | |
| | | | 5,095 | | | | 1,178 | |
SILYNXCOM LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
(U.S. dollars in thousands)
NOTE 5 – REVENUE (Cont.)
| | | June 30, | | | December 31, | |
| | | 2026 | | | 2025 | |
| Trade receivables balance from key customers: | | | | | | |
| Customer 1 | | | - | | | | - | |
| Customer 2 | | | 1,212 | | | | 523 | |
| | | | 1,212 | | | | 523 | |
The Company operates in one operating segment. The Company’s chief operating decision-maker (the chief executive officer of the Company) evaluates performance, makes operating decisions and allocates resources based on financial data, consistent with the presentation in the accompanying consolidated financial statements. The chief operating decision-maker oversees revenue, gross profit and operating income (loss). The Company identified operating income (loss) as its required (primary) measure of segment profit or loss. All of the above measures are determined on a consolidated basis.
NOTE 6 – RELATED PARTIES:
| A. | Balances with related parties |
| | | June 30, | | | December 31, | |
| | | 2026 | | | 2025 | |
| Accounts payable and accruals (included in employees and liabilities in respect thereof) | | | 84 | | | | 80 | |
| B. | Benefits to related parties |
| | | For the six months ended
June 30, | |
| | | 2026 | | | 2025 | |
| Payroll and related expenses in respect of employed related parties | | | 667 | | | | 358 | |
| Number of related parties | | | 4 | | | | 3 | |
| C. | Benefits to senior officers |
| | | For the six months ended
June 30, | |
| | | 2026 | | | 2025 | |
| | | | | | | | | |
| Short-term benefits | | | 412 | | | | 429 | |
| No. of recipients | | | 3 | | | | 3 | |
SILYNXCOM LTD.
Notes
to the Unaudited Interim Condensed Consolidated Financial Statements
(U.S. dollars in thousands)
NOTE 7 – EARNINGS (LOSS) PER SHARE:
| | | For the six months ended
June 30, | |
| | | 2026 | | | 2025 | |
| | | | | | | |
| Weighted average of the number of ordinary shares used to calculate basic earnings per share | | | 6,634 | | | | 5,980 | |
| | | | | | | | | |
| Weighted average of the number of ordinary shares used to calculate diluted earnings per share | | | 6,634 | | | | 5,980 | |
| | | | | | | | | |
| The loss used in calculation | | | 732 | | | | 1,636 | |
NOTE 8 – SUBSEQUENT EVENTS
On August 24, 2026, the Company was notified that a statement of claim was filed in the Central District Court of Israel by Ran Nir and Smadar Nir (the “Plaintiffs”) against the Company, its U.S. subsidiary, Silynx Communications Inc., Nir Klein, the Company’s Chief Executive Officer and a director of the Company, and Gal Nir Klein, the Company’s Vice President of Marketing and Israel Sales and a director of the Company. The Plaintiffs allege, among other things, that Nir Klein and Gal Nir Klein wrongfully took control of the family business by exploiting the alleged incapacity of Ruth Nir, the late mother of Gal Nir Klein and the Plaintiffs, relying on an allegedly invalid proxy, concealing certain corporate actions and subsequently implementing a corporate restructuring that allegedly diluted the Plaintiffs’ claimed inheritance and equity interests in the Company.
The claim alleges that, following a 2016 agreement among the Plaintiffs their sister, Gal Nir Klein, restricting unilateral actions concerning the property and inheritance-related rights of their late mother, Ruth Nir, Gal Nir Klein purported to execute a Change of Control document in Ruth Nir’s name on July 5, 2017, using a proxy granted in 2014. The Plaintiffs allege that such proxy was invalid, had lapsed or been revoked, and did not authorize the transaction. According to the claim, the transaction resulted in the issuance of 9,833,333 shares of Silynx Communications Inc. to Nir Klein, while Ruth Nir retained 1,000,000 shares, representing approximately 6% of the shares of Silynx Communications Inc.
SILYNXCOM LTD.
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
(U.S. dollars in thousands)
NOTE 8 – SUBSEQUENT EVENTS (Cont.)
The Plaintiffs further allege that, following Ruth Nir’s death, Nir Klein acquired in November 2019, for $250,000, a 25% equity interest in Silynx Communications Inc. held by Shamrock Israeli Investors Growth Fund L.P. and Shamrock Israel Growth Fund P.L. (together, “Shamrock”), investors in Silynx Communications Inc. The Plaintiffs allege that the acquisition occurred without their knowledge or an opportunity to participate. The Plaintiffs further allege that, in 2021 and 2022, Nir Klein caused the Company to be incorporated as an Israeli holding company and implemented a share-exchange restructuring involving Silynx Communications Inc. and Source of Sound Ltd., Silynx Communications Inc.’s wholly owned Israeli subsidiary, pursuant to which the Company became the parent holding company of Silynx Communications Inc. and Source of Sound Ltd.
Communications Inc. and Source of Sound. According to the Plaintiffs, the restructuring incorporated the allegedly diluted ownership interests in Silynx Communications Inc. into the Company’s ownership structure. The Plaintiffs seek, among other things, the appointment of an investigator, and respect to Defendants 1 and 2, Gal Nir Klein and Nir Klein, monetary damages of NIS 16,926,866 or, alternatively, an order requiring Gal Nir Klein and Nir Klein to transfer 650,694 Company shares to each Plaintiff, together with compensation for the difference between the value of such shares at the time of transfer and the amount of the claimed monetary damages, as well as other relief. The Plaintiffs do not seek monetary relief from the Company or the other corporate defendants and also seek other relief.
The Company believes, based on its legal counsel, that the claim is at the preliminary stage of the proceedings and therefore the prospects of the claim cannot be assessed. Consequently, no provision in respect of the claim has been recorded in these financial statements.
Exhibit 99.2
MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Cautionary Statement Regarding Forward-Looking
Statements
Certain information included
herein may be deemed to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act
of 1995 and other securities laws. Forward-looking statements are often characterized by the use of forward-looking terminology such as
“may,” “will,” “expect,” “anticipate,” “estimate,” “continue,”
“believe,” “should,” “intend,” “project” or other similar words, but are not the only
way these statements are identified.
These
forward-looking statements may include, but are not limited to, statements relating to our objectives, plans and strategies, statements
that contain projections of results of operations or of financial condition, expected capital needs and expenses, statements relating
to the research, development and use of our products, and all statements (other than statements of historical facts) that address activities,
events or developments that we intend, expect, project, believe or anticipate will or may occur in the future.
Forward-looking
statements are not guarantees of future performance and are subject to risks and uncertainties. We have based these forward-looking statements
on assumptions and assessments made by our management in light of their experience and their perception of historical trends, current
conditions, expected future developments and other factors they believe to be appropriate.
Important factors that could
cause actual results, developments and business decisions to differ materially from those anticipated in these forward-looking statements
include, among other things:
| ● | our planned level of revenues and capital expenditures; |
| ● | our ability to market and sell our products; |
| ● | our ability to maintain our business model; |
| ● | our ability to project market growth and trends; |
| ● | our ability to secure government tenders and maintain relationships
with government contractors; |
| ● | our ability to elicit a greater positive reception for our
technology and devices than other similar devices that are sold on the market; |
| ● | our ability to raise capital through the issuance of additional
securities; |
| ● | the effect of competition and other technologies; |
| ● | projected capital expenditures and liquidity; |
| ● | the effects of any potential litigation; |
| ● | our plans to continue to invest in research and development
to develop technology for both existing and new products; |
| ● | our ability to maintain our relationships with suppliers,
manufacturers, and other partners; |
| ● | our ability to maintain, protect and enhance our intellectual
property; |
| ● | our ability to retain key executive members and employees |
| ● | our ability to internally develop and protect new inventions
and intellectual property; |
| ● | our ability to educate the industry about the use of our products; |
| ● | our expectations regarding our tax classifications; |
| ● | interpretations of current laws and the passage of future
laws; |
| ● | general market, political, and economic conditions in the
countries in which we operate, including those conditions related to recent unrest and armed conflicts in Israel and other parts of the
Middle East, such as the multi-front war Israel is facing, and geopolitical, trade, tariff and regulatory uncertainties; and |
| ● | those factors referred to in “Item 3. Key Information
— D. Risk Factors,” “Item 4. Information on the Company,” and “Item 5. Operating and Financial Review and
Prospects,” of our annual report on Form 20-F for the fiscal year ended December 31, 2025, which we filed with the Securities and
Exchange Commission, or the SEC, on April 30, 2026, or the Annual Report, as well other factors in the Annual Report. |
These
statements are only current predictions and are subject to known and unknown risks, uncertainties, and other factors that may cause our
or our industry’s actual results, levels of activity, performance or achievements to be materially different from those anticipated
by the forward-looking statements. For a more detailed description of the risks and uncertainties affecting us, reference is made
to our Annual Report, and the other risk factors discussed from time to time by us in reports filed or furnished to the SEC.
Except
as required by law, we are under no duty to update or revise any of the forward-looking statements, whether as a result of new information,
future events or otherwise, after the date of this Report of Foreign Private Issuer on Form 6-K.
Unless
otherwise indicated, all references to “we,” “us,” “our,” the “Company” and “Silynxcom”
refer to Silynxcom Ltd. Our reporting and functional currency is the U.S. dollar. Unless otherwise expressly stated or the context otherwise
requires, references in this Report of Foreign Private Issuer on Form 6-K to “NIS” are to New Israeli Shekels and references
to “dollars” or “$” are to U.S. dollars. We prepare and report our financial statements in accordance with International
Financial Reporting Standards, or IFRS, as issued by the International Accounting Standards Board, or IASB.
Overview
We develop, manufacture, and
sell ruggedized tactical communication headset devices as well as other communication accessories, all of which have been field-tested
and combat proven. Our in-ear headset devices, or In-Ear Headsets, are used in combat, the battlefield, riot control, demonstrations,
weapons training courses, and factory floors. Our In-Ear Headsets seamlessly integrate with third party manufacturers of professional-grade
ruggedized radios that are used by soldiers in combat or police officers in riot situations. Our In-Ear Headsets also fit tightly into
the protective gear to enable users to speak and hear clearly and precisely while they are protected from the hazardous sounds of combat,
riots, dangerous situations and machine equipment in factories. Our sleek, lightweight, In-Ear Headsets include active sound protection
to eliminate unsafe sounds, while maintaining ambient environmental awareness, giving our customers 360° situational awareness.
Our revenue streams originate
from a range of customers. We sell our In-Ear Headsets and communication accessories directly to military forces, police and other law
enforcement units around the world. We also sell indirectly, through a specialized network of local distributors in each geography in
which we operate, as well as through key strategic partnerships with radio equipment manufacturers. Our direct sales are generally conducted
through government-run official tender processes. Our indirect sales are conducted through our distributor network, specialized agents,
and strategic original equipment manufacturers. Our distributor network grew by six times from 2020 to 2024. Our primary markets are currently
in Israel, Europe, Asia and the United States and we intend to expand our sales, marketing and distribution network into new markets such
as Southeast Asia and Latin America.
We are also engaged in the
research and development of new products and improved iterations of our existing products, technology and external and internal integration
thereof.
Components of our Results of Operations
The following discussion
and analysis of our financial condition and results of operations should be read in conjunction with our unaudited interim condensed consolidated
financial statements and the related notes thereto for the six months ended June 30, 2026, included elsewhere in this Report of Foreign
Private Issuer on Form 6-K. The discussion below contains forward-looking statements that are based upon our current expectations and
are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to inaccurate
assumptions and known or unknown risks and uncertainties.
Revenues
Our revenues are generated
through the sale of our products.
Cost of Revenues
Our cost of revenues consists
primarily of costs related to our direct and indirect sales, including the cost of components. Cost of revenues is primarily driven by
the orders customers place for our products and as revenue for our products grows, we expect a corresponding increase in our cost of revenues.
Operating Expenses
Our current operating expenses
consist of three components — research and development expenses, selling and marketing expenses and general and administrative expenses.
Research and Development Expenses
Our research and development
expenses consist primarily of salaries and related personnel expenses, subcontractor’s expenses
and other related research and development expenses.
Selling and Marketing
Our selling and marketing
expenses consist primarily of consultants and personnel salaries and other marketing and sales expenses.
General and Administrative Expenses
General and administrative
expenses consist primarily of salaries and related expenses, professional services fees for accounting,
legal and bookkeeping, facilities, travel expenses and other general and administrative expenses.
Finance income (expense), net
Finance expenses consist primarily
of foreign currency exchange rate differences between the U.S. dollar and new Israeli shekel, or NIS.
Comparison of the Six Months Ended June 30, 2026 and June 30, 2025
Results of Operations
The following table sets forth
our results of operations for the periods presented.
| | |
Six Months Ended
June 30, | |
| U.S. dollars in thousands | |
2026 | | |
2025 | |
| Revenues | |
$ | 6,208 | | |
$ | 2,265 | |
| Cost of revenues | |
| 2,645 | | |
| 1,452 | |
| Gross profit | |
$ | 3,563 | | |
$ | 813 | |
| Research and development expenses | |
| 479 | | |
| 384 | |
| Selling and marketing expenses | |
| 2,134 | | |
| 539 | |
| General and administrative expenses | |
| 1,653 | | |
| 1,499 | |
| Operating loss | |
$ | (703 | ) | |
$ | (1,609 | ) |
| Finance expenses | |
| 109 | | |
| 65 | |
| Finance income | |
| 80 | | |
| 38 | |
| Net loss | |
$ | (732 | ) | |
$ | (1,636 | ) |
| Total comprehensive loss | |
| (732 | ) | |
| (1,636 | ) |
| Basic and diluted net loss per share | |
$ | (0.1103 | ) | |
$ | (0.2736 | ) |
Revenues
The following table summarizes
our revenues by type for the periods presented. The period-to-period comparison of results is not necessarily indicative of results for
future periods.
Set forth below is a table
presenting breakdown of our revenues by our two product groups in the six month periods ended June 30, 2026, and 2025:
| | |
June 30, 2026 | | |
June 30, 2025 | |
| Product group | |
Amount
(in USD thousands) | | |
% of total
revenue | | |
Amount
(in USD thousands) | | |
% of total
revenue | |
| In-Ear Headset systems | |
$ | 3,868 | | |
| 62.3 | % | |
$ | 1,008 | | |
| 52.8 | % |
| SST Headset systems | |
$ | 2,318 | | |
| 37.3 | % | |
$ | 1,197 | | |
| 44.5 | % |
| Other revenues | |
$ | 22 | | |
| 0.4 | % | |
$ | 60 | | |
| 2.7 | % |
| Total | |
$ | 6,208 | | |
| 100 | % | |
$ | 2,265 | | |
| 100 | % |
Set forth below is information
about our revenues from sale of our products by geography in the six month periods ended June 30, 2026 and 2025:
| | |
Revenues
(in USD thousands) | |
| Geography | |
June 30,
2026 | | |
June 30,
2025 | |
| Asia | |
$ | 3,078 | | |
$ | 55 | |
| Israel | |
$ | 2,603 | | |
$ | 1,720 | |
| USA | |
$ | 459 | | |
$ | 380 | |
| Europe | |
$ | 67 | | |
$ | 108 | |
| Rest of the world | |
$ | 1 | | |
$ | 2 | |
| Total revenue | |
$ | 6,208 | | |
$ | 2,265 | |
Our revenues for the six months
ended June 30, 2026 amounted to $6,208 representing an increase of 174%, compared to $2,265 thousand for the six months ended June 30,
2025. The increase is primarily attributable to two significant contracts entered into during the six months period ended June 30,
2026.
Cost of Revenues and Gross Profit
Our cost of revenues for the
six months ended June 30, 2026 increased by 82% to $2,645 thousand, compared to $1,452 thousand for the six months ended June 30, 2025.
The increase in cost of revenues is due to the increase in sales of our products during the six months ended June 30, 2026 compared to
the same period in 2025. Our gross profit for the six months ended June 30, 2026 increased by 338% to $3,563 thousand, compared to $813
thousand for the six months ended June 30, 2025. The increase in gross profit is primarily attributable to the increase in sales of our
products and due to a number of transactions with a higher-profitability product mix.
Research and development expenses
Research and development expenses
increased by 25% to $479 thousand during the six months ended June 30, 2026 compared with $384 thousand for the six months ended June
30, 2025. The increase is primarily due to the hiring of personnel and exchange rate differences between the NIS and USD.
Selling and marketing expenses
Selling and marketing expenses for the six months ended June 30, 2026 increased by 296% to $2,134 thousand, compared to $539 thousand
for the six months ended June 30, 2025. The increase in selling and marketing expenses is due to the increase in sales commissions due
to increased sales revenues, share based compensation expenses, hiring additional personnel and investing in new geographic markets in
the first six months of 2026.
General and administrative expenses
General and administrative
expenses increased by 10% to $1,653 thousand for the six months ended June 30, 2026, compared to $1,499 thousand for the six months ended
June 30, 2025. The increase is mainly due to recognizing share based compensation expenses.
Operating loss
Based on the foregoing, our operating loss was $703 thousand for the six months ended June 30, 2026, compared to an operating loss of
$1,609 thousand for the six months ended June 30, 2025.
Finance expenses
Finance expenses for the six
months ended June 30, 2026 were $109 thousand compared to finance expenses of $65 thousand for the six months ended June 30, 2025. The
increase in finance expenses is primarily due to exchange rate differences between the NIS and USD.
Finance income
Finance income, for the six
months ended June 30, 2026 was $80 thousand compared to finance income of $38 thousand for the six months ended June 30, 2025. The increase
in finance income is primarily due to our income from marketable securities during the six months ended June 30, 2026 compared to the
same period in 2025.
Net loss
Net loss for the six months ended June 30, 2026 decreased to $732 thousand by 55%, compared with a net loss of $1,636 thousand
for the six months ended June 30, 2025. The decrease is attributable to an increase in sales of our products and as a result of an increase
of gross profit.
Liquidity and Capital Resources
Overview
Since our inception through
June 30, 2026, we have funded our operations primarily from cash generated from our operating activities and the issuance of ordinary
securities. As of June 30, 2026, we had $2,633 thousand in cash and cash equivalents, compared with $3,536 thousand as of June 30, 2025.
The table below presents our
cash flows for the periods indicated.
| | |
Six Months Ended
June 30, | |
| U.S. dollars in thousands | |
2026 | | |
2025 | |
| Net cash used in operating activities | |
$ | (298 | ) | |
$ | (2,170 | ) |
| Net cash used in investing activities | |
| (7 | ) | |
| (1 | ) |
| Net cash provided by (used in) financing activities | |
| (107 | ) | |
| 2,463 | |
| Net increase (decrease) in cash and cash equivalents | |
| (349 | ) | |
| 358 | |
| Cash and cash equivalents balance | |
| 2,633 | | |
| 3,536 | |
Operating Activities
Net cash used in operating
activities for the six months ended June 30, 2026 was $298 thousand. This net cash used in operating activities primarily reflects our
net loss and change in operating assets and liabilities.
The net decrease in changes
in operating assets and liabilities for the six months ended June 30, 2026 is attributable mainly to a decrease in our inventory.
Net cash used in operating
activities for the six months ended June 30, 2025 was $2,170 thousand. This net cash used in operating activities primarily reflects our
net loss and change in operating assets and liabilities.
The net decrease in changes
in operating assets and liabilities for the six months ended June 30, 2025 is attributable mainly to a decrease in trade payables, the
increase in other currents assets and the increase in our inventory.
Investing Activities
Net cash used in investing
activities for the six months ended June 30, 2026 was $7 thousand. This net cash used in investing activities is primarily attributable
to increase in long term deposits.
Net cash used in investing
activities for the six months ended June 30, 2025 was $1 thousand. This net cash used in investing activities is primarily attributable
to the purchase of marketable securities, net, which was partially offset by cash used in the purchase of property, plant and equipment.
Financing Activities
Net cash used in financing
activities for the six months ended June 30, 2026 was $107 thousand, compared to net cash used in financing activities $2,463 thousand
during the six months ended June 30, 2025. Net cash provided by financing activities was primarily attributable to repayment of lease
liabilities.
Net cash provided by financing
activities for the six months ended June 30, 2025 was $2,463 thousand. The decrease is mainly attributable to the underwritten public
offering that closed on April 2, 2025, in which we sold 1,290,000 of our Ordinary Shares at a purchase price of $2.25 per Ordinary Share
for aggregate proceeds of approximately $2,900,000.
Current Outlook
We have financed our operations
to date primarily from cash generated from our operating activities and the issuance of securities.
As of June 30, 2026, our cash
and cash equivalents were $2,633 thousand and we had positive working capital of $4,849 thousand. We believe that our current cash and
cash equivalents position is sufficient to fund our working capital requirements and planned operations for at least the next 12 months
beyond the filing date of this Report of Foreign Private Issuer on Form 6-K.
However, our operating plans
may change as a result of many factors that may currently be unknown to us and we may need to seek additional funds. Our future capital
requirements will depend on many factors, including:
| ● | our ability to sell our products according to our plans; |
| ● | the progress and cost of our research and development activities; |
| ● | the costs associated with manufacturing our products; |
| ● | the costs of working capital; |
| ● | significant new orders that need to be financed; |
| ● | the cost of our commercialization efforts, marketing, sales
and distribution of our products the potential costs of contracting with third parties to provide marketing and distribution services
for us or for building such capacities internally; and |
| ● | the magnitude of our general and administrative expenses. |
Critical Accounting Estimates
The preparation of financial
statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure
of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting
periods. A comprehensive discussion of our critical accounting policies is included in “Critical Accounting Estimates” under
“Operating and Financial Review and Prospects” section in our Annual Report, as well as our unaudited interim condensed consolidated
financial statements and the related notes thereto as of and for the six months ended June 30, 2026, included elsewhere in this Report
of Foreign Private Issuer on Form 6-K.
We prepare our financial statements
in accordance with IFRS as issued by the IASB. At the time of the preparation of the financial statements, our management is required
to use estimates, evaluations, and assumptions which affect the application of the accounting policy and the amounts reported for assets,
obligations, income, and expenses. Any estimates and assumptions are continually reviewed. The changes to the accounting estimates are
credited during the period in which the change to the estimate is made.
7
Exhibit 99.3
Silynxcom Announces Financial Results for the
Six Months Ended
June 30, 2026: Revenue Increased 174% Compared with H1-2025
Gross profit increased 338% to $3.6 million;
operating loss narrowed to $0.7 million amid significant growth in Asia
Netanya, Israel, Sept. 14, 2026 (GLOBE NEWSWIRE)
-- Silynxcom Ltd. (NYSE American: SYNX) (“Silynxcom” or the “Company”), a manufacturer and developer of ruggedized
tactical communication headset devices, today announced its unaudited interim condensed consolidated financial results as of and for
the six months ended June 30, 2026, together with a business update for the first half of 2026.
Nir Klein, Chief Executive Officer of Silynxcom, commented:
“In the first half of 2026, we acted strategically and proactively to expand the presence and brand awareness of Silynxcom in new
markets. We established strategic relationships with agents and resellers and significantly strengthened our global channel network.
“We believe we have laid a solid foundation in many countries
across Asia and Europe and reinforced our existing relationships in additional markets worldwide. These efforts are already bearing fruit.
Since the beginning of 2026, we have experienced impressive sales momentum from our customers and have also further strengthened our relationships
with existing clients.
“We are fully committed to maintaining this strong momentum throughout
2026 and continuing to expand our global footprint while delivering greater value to our customers around the world.”
Key Highlights as of and for the Six Months Ended June 30, 2026:
| ● | Revenue for the six months ended June 30, 2026, amounted to $6.2 million,
representing an increase of 174% compared to $2.3 million in the first half of 2025. The Company maintained a solid gross profit
of $3.6 million, representing an increase of 338% compared to $0.8 million in the first half of 2025. |
| ● | Cash and cash equivalents as of June 30, 2026, totaled $2.6 million. |
| ● | Trade receivables, net, as of June 30, 2026, increased by 46% compared
to December 31, 2025. |
| ● | Positive shareholders’ equity: Preserved a healthy equity base
of $5 million. |
| ● | Significant growth in Asia: Revenue from Asia was $3.1 million in
the six months ended June 30, 2026, compared with $0.1 million in the first half of 2025, driven by heightened demand for tactical communication
systems. |
| ● | Operating loss: narrowed to $0.7 million for the six months ended
June 30, 2026, compared with an operating loss of $1.6 million for the six months ended June 30, 2025. |
About Silynxcom Ltd.
For additional information about the Company please visit: https://silynxcom.com
Forward-Looking Statements
This press release contains
“forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities
Litigation Reform Act of 1995 and other federal securities laws that are subject to substantial risks and uncertainties.
Forward-looking statements contained in this press release 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. For example, the Company uses forward-looking statements when it discusses the Company’s expectations to
maintain sales momentum throughout 2026, its plans to continue expanding its global footprint and its ability to deliver greater
value to customers around the world. Further, certain forward-looking statements are based on assumptions as to future events that
may not prove to be accurate. These and other risks and uncertainties are described more fully in the section titled “Risk
Factors” in the Company’s Annual Report on Form 20-F for the year ended December 31, 2025, filed with the Securities and
Exchange Commission (“SEC”) on April 30, 2026, and other documents filed with or furnished to the SEC, which are
available on the SEC’s website, www.sec.gov. The Company cautions you not to place undue reliance on any forward-looking
statements, which speak only as of the date they are made. The Company undertakes no obligation to update these statements for
revisions or changes after the date of this release, except as required by law.
Capital Markets & IR Contact
ir@silynxcom.com
