Ellomay Capital Ltd.

Foreign Filer Report • Feb 21, 2002

6-K 1 form6knurmac2-20.htm FORM 6-K Form 6-K>

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

Report of Foreign Private Issuer Pursuant to Rule 12a-16 or 15d-16 of the Securities Exchange Act of 1934

February 14, 2002

Commission File No. 0-26498

NUR MACROPRINTERS LTD. (Exact Name of Registrant as specified in its Charter) Not Applicable (Translation of Registrant's Name into English)

12 Abba Hilel, Silver Street Lod 71111 Israel (Address and 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

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b).

Attached hereto and incorporated by reference herein is a press release of the registrant dated February 14, 2002.

NUR MACROPRINTERS LTD. ANNOUNCES 2001 FOURTH QUARTER AND YEAR-END RESULTS

» Revenues for 2001 of $120.4 million

» Fourth Quarter Revenues of $28.6 million; Pro forma Net Income of $0.2 million; SG&A expenses down 20%

LOD, Israel; February 14, 2002 — NUR Macroprinters Ltd. (NASDAQ: NURM), a world leading manufacturer of wide - format and superwide digital printing systems and consumables for the out -of-home advertising market, today announced its consolidated financial results for the fourth quarter and year ended December 31, 2001.

Revenues for the year ended December 31, 2001 were $120.4 million compared to $121.9 million for the year ended December 31, 2000. Net income for 2001, excluding restructuring and other one -time charges, was $244,000, or $0.02 per share fully diluted, and a loss of $(7.2) million, or $(0.49) per share including such charges, compared to a net income of $8.5 million, including one-time Salsa acquisition charges, or $0.57 per share fully diluted, in 2000.

Gross profit for the year was $48.5 million excluding one-time inventory write-offs of $4.0 million, and $44.5 million including such charges, compared to $57.8 million for the prior year. Operating income for the year was $3.3 million excluding one-time inventory write-offs of $4.0 million and $3.4 million of restructuring and other one-time expenses, and a loss of $(4.1) million including such charges, as compared to $16.5 million in the prior year.

Revenues for the fourth quarter of 2001 were $28.6 million, as compared to $39.7 million for the fourth quarter last year. Net income for the fourth quarter was $164,000, or $0.01 per share excluding one -time charges, and a net loss of $(764,000), or $(0.05) per share, including such charges, as compared to a net income of $4.1 million, or $0.26 per share fully diluted, in the comparable quarter last year.

Gross profit for the fourth quarter was $11.5 million, compared to $18.8 million in the comparable period last year. Operating expenses for the fourth quarter were $11.0 million excluding restructuring and other one -time charges of approximately $0.9 million, and $11.9 million including such charges, compared to $13.4 million in the comparable period last year. Operating income for the fourth quarter was approximately $534,000 excluding one -time charges, and a loss of $(394,000) including such charges, compared to $5.4 million in the comparable period last year.

Commenting on the results, Erez Shachar, CEO of NUR Macroprinters, said, “Recognizing the implications of the economic slowdown on our industry, we implemented an additional restructuring plan for further reduction of expenses to ensure profitability even at lower revenue levels. We managed to reduce our operating expense levels by $2.4 million per quarter, or a total of 20% of our SG&A costs. We believe that this new cost structure gives us a solid base for profit generation on which to build our future growth. ”

Mr. Shachar continued, “During the fourth quarter we introduced new products – the enhanced NUR Fresco™ HiQ series and the new textile NUR Fabrigraph™ dye sublimation printers, which were enthusiastically received by our customer base. The NUR Fresco™ HiQ is a new product based on the Nur Fresco product line, and was designed to enhance the quality and reliability of the Fresco line. With the introduction of the Fresco HiQ we believe the product will take a leadership position as the premier wide format production printer, truly capable of replacing the conventional wide format printing processes. Our recently commercially released NUR Fabrigraph™ 1500 and 3200 dye sublimation printers round-out the Company’s equipment line with production oriented products optimized for the short run, on demand, digital printing of signage textiles such as flags, banners and tradeshow exhibits.”

Mr. Shachar concluded, “2001 was a year of business stabilization. We maintained a revenue level of over $120 million, while reducing operating expenses and creating a more efficient organization. We invested in the building of infrastructure to support future growth. During 2001, we invested in our IT infrastructure worldwide, in revamping our product lines across the board and building the strongest customer support organization in the industry. We believe that these investments in our ability to better serve our customers will be the base for our future growth, as the wide format digital printing revolution unfolds.”

THE COMPANY WILL HOST A CONFERENCE CALL TO DISCUSS THESE RESULTS ON THURSDAY FEBRUARY 14TH, AT 10:00AM, EDT/5:00 PM, ISRAEL TIME. TO PARTICIPATE, PLEASE CALL; 1-800-547-8913 (U.S. TOLL FREE), 1-800-270-077 (ISRAEL TOLL FREE), 1-785-832-2041 (INTERNATIONAL), ID CODE: NUR. THE CONFERENCE CALL WILL ALSO BE WEBCAST LIVE AT: WWW.NUR.COM/INVESTORS, AND WILL BE AVAILABLE FOR REPLAY AT THAT SITE STARTING 2PM EDT ON THE DAY OF THE CALL, OR BY CALLING 1-800-753-6120 (U.S.) / 1-402-220-0684 (INTERNATIONAL). THE CALL WILL ALSO BE AVAILABLE FOR REPLAY IN ISRAEL FOR 48 HOURS STARTING 08:00, SUNDAY, FEBRUARY 17, BY CALLING 1-800-250-022.

ABOUT NUR MACROPRINTERS LTD.

NUR Macroprinters (NASDAQ: NURM) is a global market leader in wide and super wide digital printing solutions for the out-of-home advertising market. From its photorealistic printers to its high throughput production presses, NUR’s comprehensive line of digital printers and consumables address the complete range of wide and super wide format digital printing requirements. NUR’s fully digital printing solutions help customers worldwide deliver the high quality and fast turnaround they need to meet their customers’ wide ranging printing requirements. NUR Macroprinters Ltd. can be found on the Internet at www.nur.com.

SAFE HARBOR:

CERTAIN STATEMENTS MADE HEREIN THAT USE THE WORDS “ESTIMATE,” “PROJECT,” “INTEND,” “EXPECT,” “BELIEVE” AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. THESE FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS AND UNCERTAINTIES WHICH COULD CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF NUR MACROPRINTERS LTD. TO BE MATERIALLY DIFFERENT FROM THOSE WHICH MAY BE EXPRESSED OR IMPLIED BY SUCH STATEMENTS, INCLUDING, AMONG OTHERS, CHANGES IN GENERAL ECONOMIC AND BUSINESS CONDITIONS AND SPECIFICALLY, DECLINE IN DEMAND FOR NUR MACROPRINTERS LTD’S PRODUCTS, INABILITY TO TIMELY DEVELOP AND INTRODUCE NEW TECHNOLOGIES, PRODUCTS AND APPLICATIONS AND LOSS OF MARKET SHARE AND PRESSURE ON PRICES RESULTING FROM COMPETITION. FOR ADDITIONAL INFORMATION REGARDING THESE AND OTHER RISKS AND UNCERTAINTIES ASSOCIATED WITH THE COMPANY’S BUSINESS, REFERENCE IS MADE TO NUR MACROPRINTERS LTD.’S REPORTS FILED FROM TIME TO TIME WITH THE SECURITIES AND EXCHANGE COMMISSION. This press release is available at http://www.nur.com/ and http:// www.portfoliopr.com/

• NUR MACROPRINTERS LTD

• Consolidated Statements Of Operations

• U.S. $ in thousands, except per share data

Twelve months ended 12/31/01 12/31/01 12/31/00 As reported Pro forma(1) As reported Revenues Sales of printers and related products $120,377 $120,377 $121,924 120,377 120,377 121,924 Cost of revenues Cost of sales of printers and related products 71,928 71,928 64,107 One time inventory write-offs 3,989 0 0 75,917 71,928 64,107 Gross profit 44,460 48,449 57,817 36.93% 40.25% 47.42% Research & Development expenses 10,883 10,883 10,777 Less-Grants (649) (649) (451) Research & Development expenses, net 10,234 10,234 10,326 Selling expenses, net 18,666 18,666 17,385 General and administrative expenses 13,321 13,321 12,165 Amortization of goodwill and other intangible assets 2,904 2,904 1,452 Restructuring and other one time expenses 3,471 0 0 38,362 34,891 31,002 Operating income (loss) (4,136) 3,324 16,489 Financial expenses net (3,331) (3,331) (1,423) Other income net (90) (90) 25 Income (loss) before taxes on income and equity losses (7,557) (97) 15,091 Taxes on income 191 191 (1,244) Equity in profits (losses) of affiliates, net of taxes 150 150 (454) Net income (loss) before one time Salsa acquisition related items (7,216) 244 13,393 One time acquisition related items Business integration Costs 0 0 600 In-process R&D 0 0 4,300 0 0 4,900 Net income (loss) for the period $(7,216) $ 244 $ 8,493 -5.99% 0.20% 6.97% Earning (loss) per share $(0.49) $ 0.02 $ 0.65 Diluted earnings (loss) per share $(0.49) $ 0.02 $ 0.57 Weighted average number of shares outstanding during the period 14,655,048 14,655,048 13,150,110 Weighted average number of shares outstanding during the period used for diluted earnings (loss) per share - 15,138,991 14,793,327

• NUR MACROPRINTERS LTD

• Consolidated Statements Of Operations

• U.S. $ in thousands, except per share data

Three months ended 12/31/01 12/31/01 12/31/00 As reported Pro forma(2) As reported Revenues Sales of printers and related products $28,552 $28,552 $39,695 28,552 28,552 39,695 Cost of revenues Cost of sales of printers and related products 17,015 17,015 20,883 One time inventory write-offs 17,015 17,015 20,883 Gross profit 11,537 11,537 18,812 40.41% 40.41% 47.39% Research & Development expenses 2,070 2,070 2,644 Less-Grants (45) (45) (236) Research & Development expenses, net 2,025 2,025 2,408 Selling expenses, net 4,800 4,800 6,199 General and administrative expenses 3,452 3,452 4,101 Amortization of goodwill and other intangible assets 726 726 726 Restructuring and other one time expenses 928 0 0 9,906 8,978 11,026 Operating income (loss) (394) 534 5,378 Financial expenses net (661) (661) (526) Other income net (36) (36) 17 Income (loss) before taxes on income and equity losses (1,091) (163) 4,869 Taxes on income 191 191 (467) Equity in profits (losses) of affiliates, net of taxes 136 136 (336) Net income (loss) before one time Salsa acquisition related items (764) 164 4,066 One time acquisition related items Business integration Costs 0 0 0 In-process R&D 0 0 0 0 0 0 Net income (loss) for the period $(764) $ 164 $ 4,066 -2.68% 0.57% 10.24% Earning (loss) per share $(0.05) $ 0.01 $ 0.28 Diluted earnings (loss) per share $(0.05) $ 0.01 $ 0.26 Weighted average number of shares outstanding during the period 14,739,476 14,739,476 14,508,529 Weighted average number of shares outstanding during the period used for diluted earnings (loss) per share - 14,984,768 5,780,136 (1) Excluding one time inventory write-offs of $4 million and $3.5 million of restructuring and other one time expenses (2) Excluding restructuring and other one time expenses of $ 0.9 million

NUR MACROPRINTERS LTD. Condensed Balance Sheets, US$ in thousands

31.12.01 31.12.00 Current Assets: Cash and cash equivalent 12,486 19,219 Accounts receivable - trade 36,262 43,126 Other receivables and prepaid expenses 6,783 6,469 Inventories 24,998 23,547 Total Current Assets 80,529 92,361 Investments and other non-current assets Long-term accounts receivables - trade 2,674 2,387 Investments and other non-current assets 1,137 1,443 Severance pay funds 751 696 4,562 4,526 Property and Equipment, net 12,578 7,046 Other assets, net 13,739 15,994 Total assets 111,408 119,927 Liabilities and Shareholders' Equity Current Liabilities: Short - term bank credit 5,061 667 Current maturities of long - term loans 2,057 864 Trade payables 19,667 20,222 Accrued expenses and other liabilities 10,465 13,423 Advances from customers 433 1,999 Total Current Liabilities 37,683 37,175 Long -Term Liabilities: Long - Term loans 31,720 33,847 Accrued severance pay 1,008 980 32,728 34,827 Shareholders' Equity: Share capital 3,674 3,618 Capital surplus 39,493 39,057 Cumulative translation adjustment (782) (578) Accumulated Earnings (Deficit) (1,388) 5,828 Total Shareholders' Equity 40,997 47,925 Total Liabilities and Shareholders' Equity 111,408 119,927

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.

NUR MACROPRINTERS LTD

Date: February 20, 2002 By: /s/ EREZ SHACHAR Erez Shachar Chief Executive Officer