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: April 2006
Given Imaging Ltd.
(Exact name of registrant as specified in charter)
Hermon Building, New Industrial Park, Yoqneam 20692, 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 __
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 __ No X
EXPLANATORY NOTE
On April 4, 2006, Given Imaging Ltd. issued a press release entitled "Given
Imaging Ltd Appoints Nachum Shamir as President and CEO, and Gavriel Meron as
Executive Vice Chairman." A copy of the press release is attached to this Form
6-K as Exhibit 99.1.
SIGNATURE
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.
GIVEN IMAGING LTD.
Date: April 6, 2006 By: /s/ Ido Warshavski
----------------------------------
Name: Ido Warshavski
Title: General Counsel & Corporate
Secretary
EXHIBIT INDEX
The following exhibit is filed as part of this Form 6-K:
Exhibit Description
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99.1 Press release issued on April 4, 2006, entitled "Given Imaging Ltd
Appoints Nachum Shamir as President and CEO, and Gavriel Meron as
Executive Vice Chairman."
Given Imaging Ltd Appoints Nachum Shamir as President and CEO, and
Gavriel Meron as Executive Vice Chairman
YOQNEAM, ISRAEL - April 4, 2006 - Given Imaging, Ltd. (Nasdaq: GIVN) today
announced the appointment of Nachum (Homi) Shamir as President and CEO, and a
member of the Board. Mr. Shamir joins Given Imaging Ltd. from the Eastman Kodak
Company where he served as Corporate Vice President and President of Transaction
and Industrial Solutions Group. Gavriel Meron, Given Imaging's founder and
current President and CEO, will become Executive Vice Chairman of the Board of
Directors of Given Imaging Ltd. and Chairman of the Board's Executive Committee.
"Over the past year, we have transformed the senior management team by bringing
to Given highly experienced operational, sales, financial and human resource
executives from much larger global companies. With Gabi's new role as Executive
Vice Chairman, together with Homi as president and CEO, the senior management
team is now well-positioned to realize the significant opportunities for our
innovative technology creating increased value for our shareholders," said Doron
Birger, Chairman of the Board. He added, "Homi Shamir brings a wealth of global
management experience including the management of a $ 700 million global
organization and a proven leadership track record that will help drive Given's
future growth."
Mr. Meron, in his full-time position as Executive Vice Chairman of the Board
based in Yoqneam Israel, will support and monitor the execution of the Company's
annual plans, while focusing on strategic activities, advancing new products and
partnerships and nurturing ongoing relations with the GI community. Over the
last year, Mr. Meron has also served as interim President of our U.S.
subsidiary, Given Imaging Inc., and a search is well underway to fill this
important position.
"I welcome Homi to the team, and am confident in our ability to bring the
Company to the next level of corporate growth by further enhancing our existing
and emerging opportunities in the marketplace," said Gavriel Meron.
Mr. Shamir stated, "I look forward to working with Given's Board and talented
global management team. Together, we will build on the Company's past successes
and develop future opportunities to maximize shareholder value, while retaining
our competitive edge and maintaining the innovative culture that Given Imaging
is known for."
Prior to Eastman Kodak, Mr. Shamir held a variety of senior management positions
at Scitex Corporation Ltd. (Nasdaq: SCIX) since 1993, including Chief Executive
Officer and President of the Corporation and CEO of Scitex Digital Printing
(which was acquired by Eastman Kodak in January 2004). He continues to serve as
a member of the Scitex Board of Directors. Before joining Scitex, Mr. Shamir
held senior management positions at various international companies mainly in
the Asia Pacific regions. Mr. Shamir holds a Bachelor of Science from Hebrew
University in Jerusalem and a Masters in Public Administration from Harvard
University.
This announcement is effective as of April 9, 2006. Mr. Shamir will be based in
the Company's offices in Atlanta, Georgia, recognizing the significance of
Given's U.S. operations.
The Company will comment further at its next Earnings call on May 9, 2006.
About Given Imaging
Given Imaging is redefining gastrointestinal diagnosis by developing, producing
and marketing innovative, patient-friendly products for detecting
gastrointestinal disorders. The company is developing a complete line of
PillCam(TM) video capsules for detecting disorders of the gastrointestinal
tract. The company's technology platform is the Given(R) Diagnostic System,
featuring the PillCam video capsule, a disposable, miniature video camera
contained in a capsule, which is ingested by the patient. The PillCam(TM) SB
capsule is a naturally ingested method for direct visualization of the entire
small intestine. It is currently marketed in the United States and in more than
60 other countries and has benefited more than 300,000 patients worldwide. The
PillCam(TM) ESO video capsule, which provides visual examination of the
esophagus, has been cleared for marketing by the FDA. Additional capsules for
visualization of the stomach and colon are under development. Given Imaging's
headquarters, manufacturing and R&D facilities are located in Yoqneam, Israel;
it has direct sales and marketing operations in the United States, Germany and
France, and local offices in Japan, Spain and Australia. For more information,
visit http://www.givenimaging.com (http://www.givenimaging.com/).
This press release contains forward-looking statements about Given Imaging,
including projections about our business, our future revenues and our future
profitability, within the meaning of Section 27A of the Securities Act of 1933
and Section 21E of the Securities Exchange Act of 1934. For example, statements
in the future tense, words such as "anticipates," "estimates," "expects,"
"intends," "plans," "believes," and words and terms of similar substance used in
connection with any discussion of future operating or financial performance
identify such forward-looking statements. Those forward-looking statements are
not guarantees of future performance and actual results could differ materially
from our current expectations as a result of numerous factors, including but not
limited to the following: changes in regulatory environment, our success in
implementing our sales, marketing and manufacturing plan, protection and
validity of patents and other intellectual property rights, the impact of
currency exchange rates, the effect of competition by other companies, the
outcome of future litigation, the reimbursement policies for our product from
healthcare payors, quarterly variations in operating results, the possibility of
armed conflict or civil or military unrest in Israel and other risks disclosed
in our filings with the U.S. Securities Exchange Commission