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 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2024

Commission File Number: 001-35165

BRAINSWAY LTD.
(Translation of registrant's name into English)

19 Hartum Street
Bynet Building, 3rd Floor
Har HaHotzvim
Jerusalem, 9777518, Israel
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ X ]      Form 40-F [   ]

This Form 6-K is incorporated by reference into the Company's Registration Statement on Form S-8 filed with the Securities and Exchange Commission on April 22, 2019 (Registration No. 333-230979) and the Company's Registration Statement on Form F-3 filed with the Securities and Exchange Commission on September 17, 2021 (Registration No. 333-259610).


EXHIBIT INDEX

 

Exhibit Title
   
99.1 BrainsWay Reports First Quarter 2024 Financial Results and Operational Highlights
 


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.

      BRAINSWAY LTD.    
  (Registrant)
   
  
Date: May 8, 2024     /s/ Hadar Levy     
  Hadar Levy
  Chief Executive Officer
  
EdgarFiling

EXHIBIT 99.1

BrainsWay Reports First Quarter 2024 Financial Results and Operational Highlights

Generated Significant 37% Year-over-Year Revenue Growth in Q1 2024

Recorded Positive Quarterly Net Income for Second Consecutive Quarter, and Positive Adjusted EBITDA and Cash Flow from Operations for Third Consecutive Quarter

Conference Call to be Held Today at 8:30 AM ET

BURLINGTON, Mass. and JERUSALEM, May 08, 2024 (GLOBE NEWSWIRE) -- BrainsWay Ltd. (NASDAQ & TASE: BWAY) (“BrainsWay” or the “Company”), a world leader in advanced and non-invasive treatment for brain disorders, today reported first quarter 2024 financial results and provided an operational update.

Recent Financial and Operational Highlights

“Our revenues grew 37% year-over-year in the first quarter of 2024, reflecting the significant tailwinds present throughout our entire business,” said Hadar Levy, BrainsWay’s Chief Executive Officer. “In addition, we generated positive quarterly net income for the second consecutive quarter, and positive Adjusted EBITDA and cash flow from operations for the third consecutive quarter.”

“Based on our excellent first quarter results, and expectations for continued strong performance throughout the remainder of the year, we are reiterating our previously provided full-year 2024 revenue guidance of $37 million to $40 million. This would represent growth of 16% to 26% over full-year 2023 revenue. In addition, we continue to anticipate that our profitability momentum and positive cash generation will continue throughout 2024,” concluded Mr. Levy.

Conference Call and Webcast
BrainsWay’s management will host a conference call on Wednesday, May 8, 2024, at 8:30 a.m. Eastern Time to discuss these results and answer questions.

Wednesday, May 8, 2024, at 8:30 AM Eastern Time:

United States: 1-888-886-7786
International: 416-764-8658
Israel: 1-809-468-221
Conference ID: 50552862
Webcast: https://viavid.webcasts.com/starthere.jsp?ei=1666254&tp_key=5dcb324538
   

The conference call will be broadcast live and will be available for replay for 30 days on the Company’s website, https://investors.brainsway.com/events-and-presentations/event-calendar. Please access the Company’s website at least 10 minutes ahead of the conference call to register.

Non-IFRS Financial Measures

In addition to our results determined in accordance with International Financial Reporting Standards (IFRS), including in particular operating income and net income, we believe that Adjusted EBITDA, a non-IFRS measure, is useful in evaluating our operating performance. We define Adjusted EBITDA as net income adjusted for depreciation and amortization, finance income, finance expenses, income taxes, cost of share-based payments, and one-time restructuring and litigation expenses.

In addition to operating income (loss) and net income (loss), we use Adjusted EBITDA as a measure of operational efficiency. We believe that this non-IFRS financial measure is useful to investors for period-to-period comparisons of our business and in understanding and evaluating our operating results for the following reasons:

Adjusted EBITDA, however, should not be considered as an alternative to operating income (loss) or net income (loss) for the period and may not be indicative of the historic operating results of the Company; nor is it meant to be predictive of potential future results. Adjusted EBITDA is not a measure of financial performance under IFRS and may not be comparable to other similarly titled measures for other companies. A reconciliation between the Company’s net income (loss) and Adjusted EBITDA is presented in the attached summary financial statements.

Because of these and other limitations, you should consider Adjusted EBITDA along with other IFRS-based financial performance measures, including net income (loss) and our IFRS financial results.

About BrainsWay
BrainsWay is a global leader in advanced noninvasive neurostimulation treatments for mental health disorders. The Company is boldly advancing neuroscience with its proprietary Deep Transcranial Magnetic Stimulation (Deep TMS™) platform technology to improve health and transform lives. BrainsWay is the first and only TMS company to obtain three FDA-cleared indications backed by pivotal clinical studies demonstrating clinically proven efficacy. Current indications include major depressive disorder (including reduction of anxiety symptoms, commonly referred to as anxious depression), obsessive-compulsive disorder, and smoking addiction. The Company is dedicated to leading through superior science and building on its unparalleled body of clinical evidence. Additional clinical trials of Deep TMS in various psychiatric, neurological, and addiction disorders are underway. Founded in 2003, with offices in Burlington, MA and Jerusalem, Israel, BrainsWay is committed to increasing global awareness of and broad access to Deep TMS. For the latest news and information about BrainsWay, please visit www.brainsway.com.

Forward-Looking Statement
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may be preceded by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or similar words. These forward-looking statements and their implications are based on the current expectations of the management of the Company only and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. In addition, historical results or conclusions from scientific research and clinical studies do not guarantee that future results would suggest similar conclusions or that historical results referred to herein would be interpreted similarly in light of additional research or otherwise. The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: inadequacy of financial resources to meet future capital requirements; changes in technology and market requirements; delays or obstacles in launching and/or successfully completing planned studies and clinical trials; failure to obtain approvals by regulatory agencies on the Company’s anticipated timeframe, or at all; inability to retain or attract key employees whose knowledge is essential to the development of Deep TMS products; unforeseen difficulties with Deep TMS products and processes, and/or inability to develop necessary enhancements; unexpected costs related to Deep TMS products; failure to obtain and maintain adequate protection of the Company’s intellectual property, including intellectual property licensed to the Company; the potential for product liability; changes in legislation and applicable rules and regulations; unfavorable market perception and acceptance of Deep TMS technology; inadequate or delays in reimbursement from third-party payers, including insurance companies and Medicare; inability to commercialize Deep TMS, including internationally, by the Company or through third-party distributors; product development by competitors; inability to timely develop and introduce new technologies, products and applications, which could cause the actual results or performance of the Company to differ materially from those contemplated in such forward-looking statements.

Any forward-looking statement in this press release speaks only as of the date of this press release. The Company undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws. More detailed information about the risks and uncertainties affecting the Company is contained under the heading “Risk Factors” in the Company’s filings with the U.S. Securities and Exchange Commission.

Contacts:

BrainsWay:
Ido Marom
Chief Financial Officer
Ido.Marom@BrainsWay.com

Investors:
Brian Ritchie
LifeSci Advisors
britchie@lifesciadvisors.com

_____________________________
1
See Adjusted EBITDA details and reconciliation table in the appendix below.


 

 

BRAINSWAY LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
U.S. dollars in thousands
       
  March 31,   December 31,
  2024   2023
ASSETS (Unaudited)   (Audited)
Current Assets      
Cash and cash equivalents $ 12,382     $ 10,520  
Short-term deposits   35,196       35,465  
Restricted cash   271       271  
Trade receivables, net   4,339       3,780  
Inventory   3,832       3,717  
Other current assets   1,373       1,712  
    57,393       55,465  
Non-Current Assets      
System components   1,495       1,273  
Leased systems, net   3,600       3,700  
Other property and equipment   779       817  
Other long-term assets   1,876       1,717  
    7,750       7,507  
  $ 65,143     $ 62,972  
       
LIABILITIES AND EQUITY      
Current Liabilities      
Trade payables $ 892     $ 758  
Deferred revenues   5,480       2,504  
Liability in respect of research and development grants   1,035       1,008  
Other accounts payable   5,415       5,491  
    12,822       9,761  
Non-Current Liabilities      
Deferred revenues and other liabilities   4,483       5,553  
Liability in respect of research and development grants   5,841       6,077  
    10,324       11,630  
       
Equity      
Share capital   367       367  
Share premium   140,449       140,344  
Share-based payment reserve   4,560       4,360  
Currency Translation Adjustments   (2,188 )     (2,188 )
Accumulated deficit   (101,191 )     (101,302 )
    41,997       41,581  
       
  $ 65,143     $ 62,972  
       



 

 

BRAINSWAY LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
U.S. dollars in thousands (except per share data)
       
  For the three months ended
March 31,
  2024   2023
  (Unaudited)
Revenues $ 9,095   $ 6,625  
Cost of revenues   2,283     1,792  
Gross income   6,812     4,833  
       
       
Research and development expenses, net   1,626     1,785  
Selling and marketing expenses   3,827     4,912  
General and administrative expenses   1,266     1,803  
Total operating expenses   6,719     8,500  
       
Operating income (loss)   93     (3,667 )
       
Finance income   618     1,424  
Finance expenses   428     17  
Income (loss) before income taxes   283     (2,260 )
Taxes on income   172     171  
Net income (loss) and total comprehensive income (loss) $ 111   $ (2,431 )
       
Basic and diluted net income (loss) per share $ 0.00   $ (0.07 )
       


 

 

BRAINSWAY LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
U.S. dollars in thousands
       
  For the three months ended March 31,
  2024   2023
  (Unaudited)
Cash flows from operating activities:      
Total comprehensive income (loss) $ 111     $ (2,431 )
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:      
Adjustments to profit or loss items:      
Depreciation and amortization   62       93  
Depreciation of leased systems   255       233  
Impairments and disposals   251       246  
Finance expenses, net   (190 )     (1,407 )
Cost of share based payment   305       (51 )
Income taxes   172       171  
Total adjustments to reconcile income (loss)   855       (715 )
Changes in asset and liability items:      
Increase in trade receivables   (574 )     (493 )
Increase in inventory   (53 )     (928 )
Decrease (increase) in other current assets   264       (222 )
Increase (decrease) in trade payables   150       (535 )
Increase (decrease) in other accounts payable   (365 )     447  
Increase in deferred revenues and other liabilities   1,924       700  
Total changes in asset and liability   1,346       (1,031 )
Cash paid and received during the period for:      
Interest paid   (11 )     (31 )
Interest received   877       674  
Income taxes paid   -       (7 )
Total cash paid and received during the period   866       636  
Net cash provided by (used in) operating activities:   3,178       (3,541 )
       
Cash flows from investing activities:      
Proceeds from (purchase of) property and equipment and system components, net   (724 )     66  
Proceeds from sub-lease assets   20       -  
Investment in long-term deposits, net   (6 )     (2 )
Net cash provided by (used in) investing activities   (710 )     64  
       
Cash flows from financing activities:      
Repayment of liability in respect of research and development grants   (532 )     -  
Repayment of lease liability   (57 )     (66 )
Net cash used in financing activities   (589 )     (66 )
Exchange rate differences on cash and cash equivalents   (17 )     13  
       
Increase (decrease) in cash and cash equivalents   1,862       (3,530 )
Cash and cash equivalents at the beginning of the period   10,520       47,581  
Cash and cash equivalents at the end of the period $ 12,382     $ 44,051  
       
(a) Significant non cash transactions:      
Recognition of new lease liability and right-of-use   72       24  
Termination of lease liability and right-of-use   -       11  
       

 


 

 

BRAINSWAY LTD.
A reconciliation of Adjusted EBITDA to net income (loss), the most directly comparable IFRS measure, is set forth below:
U.S. dollars in thousands (except share and per share data)
       
  For the three months ended March 31,
  2024   2023
  (Unaudited)
Net income (loss) and total comprehensive income (loss) $ 111     $ (2,431 )
       
Finance income, net   (190 )     (1,407 )
Income taxes   172       171  
Depreciation and amortization   62       93  
Depreciation of leased systems   255       233  
Cost of share based payment   305       (51 )
Restructuring and litigation Cost   -       535  
Adjusted EBITDA $ 715     $ (2,857 )