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Magic Software Enterprises Ltd. — Interim / Quarterly Report 2013
Nov 6, 2013
6900_rns_2013-11-06_4d31ef1c-0070-473d-bac0-81893e18915e.pdf
Interim / Quarterly Report
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Date: 11/06/2013 03:18 AM User: Justin.Chen Client: v359560_MAGIC SOFTWARE ENTERPRISES LTD_6-K Vintage Filings Project: v359560 Form Type: 6-K
Submission Data File
| General Information | |
|---|---|
| Form Type* | 6-K |
| Contact Name | Matthew Judge |
| Contact Phone | 866-683-5252 |
| Filer File Number | |
| Filer CIK* | 0000876779 [MAGIC SOFTWARE ENTERPRISES LTD] |
| Filer CCC* | *** |
| Confirming Copy | No |
| Notify via Website only | No |
| Return Copy | No |
| SROS* | NASD |
| Period* | |
| (End General Information) | |
| Document Information | |
| --- | --- |
| File Count* | 3 |
| Document Name 1* | v359560_6k.htm |
| Document Type 1* | 6-K |
| Document Description 1 | Form 6-K |
| Document Name 2* | v359560_ex10-1.htm |
| Document Type 2* | EX-10.1 |
| Document Description 2 | Exhibit 10.1 |
| (End Document Information) | |
| Notifications | |
| --- | --- |
| Notify via Website only | No |
| E-mail 1 | [email protected] |
| (End Notifications) |
Date: 11/06/2013 03:18 AM User: Justin.Chen Client: v359560_MAGIC SOFTWARE ENTERPRISES LTD_6-K Vintage Filings Project: v359560 Form Type: 6-K File: v359560_6k.htm Type: 6-K Pg: 1 of 3
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under The Securities Exchange Act of 1934
For the month of November, 2013 Commission File Number: 0-19415
MAGIC SOFTWARE ENTERPRISES LTD.
(Translation of Registrant’s Name into English)
5 HaPlada Street, Or-Yehuda, Israel 60218
(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 ☑ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): N/A
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): N/A
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes ☐ No ☑
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- N/A
CONTENTS
This report on Form 6-K of MAGIC SOFTWARE ENTERPRISES Ltd. consists of the following documents, which are attached hereto and incorporated by reference herein:
- Magic Continues Growth Streak with Record Q3 2013 Non-GAAP Operating Income of $6.0 Million, an Increase of 31% Year over Year; Revenues for Q3 2013 Grew 9% Year over Year to $35.6 Million
Date: 11/06/2013 03:18 AM User: Justin.Chen Client: v359560_MAGIC SOFTWARE ENTERPRISES LTD_6-K Vintage Filings Project: v359560 Form Type: 6-K File: v359560_6k.htm Type: 6-K Pg: 2 of 3
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.
Date: November 06, 2013
Magic Software Enterprises Ltd
By: /s/ Amit Birk
Amit Birk VP, General Counsel
Date: 11/06/2013 03:18 AM User: Justin.Chen Client: v359560_MAGIC SOFTWARE ENTERPRISES LTD_6-K Vintage Filings Project: v359560 Form Type: 6-K File: v359560_6k.htm Type: 6-K Pg: 3 of 3
EXHIBIT INDEX
Exhibit Number Description of Exhibit
10.1 Magic Continues Growth Streak with Record Q3 2013 Non-GAAP Operating Income of $6.0 Million, an Increase of 31% Year over Year; Revenues for Q3 2013 Grew 9% Year over Year to $35.6 Million
Date: 11/06/2013 03:18 AM User: Justin.Chen Client: v359560_MAGIC SOFTWARE ENTERPRISES LTD_6-K Vintage Filings Project: v359560 Form Type: 6-K File: v359560_ex10-1.htm Type: EX-10.1 Pg: 1 of 6
Exhibit 10.1
PRESS RELEASE
Magic Continues Growth Streak with Record Q3 2013 Non-GAAP Operating Income of $6.0 Million, an Increase of 31% Year over Year; Revenues for Q3 2013 Grew 9% Year over Year to $35.6 Million
Non-GAAP operating income for the first nine months increased 17% to a record $15.9 million; Revenues for the first nine months increased 14% year over year to $103.8 million
Or Yehuda, Israel, November 6, 2013 – Magic Software Enterprises Ltd. (NASDAQ and TASE: MGIC), a global provider of mobile and cloud-enabled application and business integration platforms, announced today its financial results for the third quarter and first nine months of 2013.
Financial Highlights for the Third Quarter Ended September 30, 2013
- Revenues for the third quarter increased 9% year over year to $35.6 million from $32.6 million.
- Non-GAAP operating income for the third quarter increased 31% to $6.0 million, compared to $4.6 million in the same period last year; Operating income increased 21% to $5.0 million, compared to $4.1 million in the same period last year.
- Non-GAAP net income for the third quarter increased 23% to $5.5 million, compared to $4.5 million in the same period last year; Net income increased 2% to $4.2 million (or $0.11 per fully diluted share) compared to $4.1 million (or $0.11 per fully diluted share) in the same period last year. The increase in net income was negatively impacted by tax expenses recorded with respect to utilization of deferred tax assets. In accordance with U.S. generally accepted accounting principles, the Company records deferred tax expenses on utilization of carry-forward tax losses.
Financial Highlights for the Nine-Month Period Ended September 30, 2013
- Revenues for the first nine months of 2013 increased 14% to $103.8 million compared to $90.7 million in the same period last year.
- Non-GAAP operating income for the first nine months of 2013 increased 17% to $15.9 million compared to $13.6 million in the same period last year; Operating income for the first nine months of 2013 increased 13% to $13.7 million compared to $12.2 million in the same period last year.
- Non-GAAP net income for the first nine months of 2013 increased 3% to $13.5 million compared to $13.1 million in the same period last year; Net income for the first nine months of 2013 decreased 6% to $11.2 million (or $0.30 per fully diluted share), compared to $11.9 million (or $0.32 per fully diluted share) in the same period last year. The decrease in net income was mainly attributable to tax expenses recorded with respect to utilization of deferred tax assets.
- Operating cash flow for the first nine months of 2013 totaled $13.1 million.
- Total cash, cash equivalents and short-term investments as of September 30, 2013, amounted to $39.2 million, with no debt.
Date: 11/06/2013 03:18 AM User: Justin.Chen Client: v359560_MAGIC SOFTWARE ENTERPRISES LTD_6-K Vintage Filings Project: v359560 Form Type: 6-K File: v359560_ex10-1.htm Type: EX-10.1 Pg: 2 of 6
Comments of Management
Guy Bernstein, Chief Executive Officer of Magic Software Enterprises, said, “We are pleased to report another record quarter with strong year-over-year growth across all areas of our business and all regions. We are seeing great interest in the recent enhancements we have made to enrich our enterprise mobility, integration and services offerings. We are committed to maximizing our opportunities by continuing to strengthen our positions in these growth markets now and in the years to come.”
Non-GAAP Financial Measures
This release includes non-GAAP operating income, net income, basic and diluted earnings per share and other non-GAAP financial measures. These non-GAAP measures exclude the following items:
- Amortization of purchased intangible assets
- In-process research and development capitalization and amortization
- Equity-based compensation expense
- Unwinding of discount in connection with liabilities due to acquisitions
- Related tax effects of the above items
Magic Software’s management believes that the presentation of non-GAAP measures provides useful information to investors and management regarding financial and business trends relating to the Company’s financial condition and results of operations as well as the net amount of cash generated by its business operations after taking into account capital spending required to maintain or expand the business.
These non-GAAP financial measures are not in accordance with, or an alternative for, generally accepted accounting principles and may be different from non-GAAP financial measures used by other companies. In addition, these non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles. Magic Software believes that non-GAAP financial measures have limitations in that they do not reflect all of the amounts associated with Magic Software’s results of operations as determined in accordance with GAAP and that these measures should only be used to evaluate Magic Software’s results of operations in conjunction with the corresponding GAAP measures.
Refer to the Reconciliation of Selected Financial Metrics from GAAP to Non-GAAP tables below.
About Magic Software Enterprises
Magic Software Enterprises Ltd. (NASDAQ and TASE: MGIC) is a global provider of mobile and cloud-enabled application and business integration platforms.
For more information, visit www.magicsoftware.com.
Date: 11/06/2013 03:18 AM User: Justin.Chen Client: v359560_MAGIC SOFTWARE ENTERPRISES LTD_6-K Vintage Filings Project: v359560 Form Type: 6-K File: v359560_ex10-1.htm Type: EX-10.1 Pg: 3 of 6
Press Contact:
Tania Amar, VP Global Marketing Magic Software Enterprises Tel: +972 (0)3 538 9300 [email protected]
Except for the historical information contained herein, the matters discussed in this news release include forward-looking statements that may involve a number of risks and uncertainties. Actual results may vary significantly based upon a number of factors including, but not limited to, risks in product and technology development, market acceptance of new products and continuing product conditions, both here and abroad, release and sales of new products by strategic resellers and customers, and other risk factors detailed in the Company's most recent annual report and other filings with the Securities and Exchange Commission. These forward-looking statements are made only as of the date hereof, and the Company undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.
Magic is a registered trademark of Magic Software Enterprises Ltd. All other product and company names mentioned herein are for identification purposes only and are the property of, and might be trademarks of, their respective owners.
Date: 11/06/2013 03:18 AM User: Justin.Chen
Client: v359560_MAGIC SOFTWARE ENTERPRISES LTD_6-K
Vintage Filings
Project: v359560 Form Type: 6-K
File: v359560_ex10-1.htm Type: EX-10.1 Pg: 4 of 6
MAGIC SOFTWARE ENTERPRISES LTD.
CONSOLIDATED STATEMENTS OF INCOME
U.S. dollars in thousands (except per share data)
| Three months ended September 30, | Nine months ended September 30, | |||
|---|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 | |
| Unaudited | Unaudited | |||
| Revenues | 35,596 | 32,578 | 103,766 | 90,650 |
| Cost of Revenues | 20,733 | 19,583 | 61,588 | 52,601 |
| Gross profit | 14,863 | 12,995 | 42,178 | 38,049 |
| Research and development, net | 979 | 892 | 2,781 | 2,134 |
| Selling, marketing and general and administrative expenses | 8,914 | 7,981 | 25,719 | 23,765 |
| Total operating costs and expenses | 9,893 | 8,873 | 28,500 | 25,899 |
| Operating income | 4,970 | 4,122 | 13,678 | 12,150 |
| Financial expenses (income), net | (74) | 15 | (594) | (183) |
| Other income, net | - | 69 | - | 136 |
| Income before taxes on income | 4,896 | 4,206 | 13,084 | 12,103 |
| Taxes on income (benefit), net | 357 | (25) | 1,134 | 42 |
| Net income | 4,539 | 4,231 | 11,950 | 12,061 |
| Change in redeemable non-controlling interests | (208) | - | (401) | - |
| Net income attributable to non-controlling interests | (142) | (116) | (359) | (131) |
| Net income attributable to Magic's shareholders | 4,189 | 4,115 | 11,190 | 11,930 |
| Net earnings per share | ||||
| Basic | 0.11 | 0.11 | 0.30 | 0.33 |
| Diluted | 0.11 | 0.11 | 0.30 | 0.32 |
| Weighted average number of shares used in computing net earnings per share | ||||
| Basic | 36,877 | 36,541 | 36,753 | 36,485 |
| Diluted | 37,405 | 37,062 | 37,240 | 37,129 |
Date: 11/06/2013 03:18 AM User: Justin.Chen
Client: v359560_MAGIC SOFTWARE ENTERPRISES LTD_6-K
Vintage Filings
Project: v359560 Form Type: 6-K
File: v359560_ex10-1.htm Type: EX-10.1 Pg: 5 of 6
MAGIC SOFTWARE ENTERPRISES LTD.
RECONCILIATION BETWEEN GAAP AND NON-GAAP
STATEMENTS OF INCOME FOR COMPARATIVE PURPOSES
U.S. dollars in thousands (except per share data)
| Three months ended September 30, | Nine months ended September 30, | |||
|---|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 | |
| Unaudited | Unaudited | |||
| GAAP operating income | 4,970 | 4,122 | 13,678 | 12,150 |
| Amortization of capitalized software and other intangible assets | 1,982 | 1,418 | 5,510 | 4,311 |
| Capitalization of software development | (1,066) | (1,131) | (3,566) | (3,344) |
| Stock-based compensation | 70 | 143 | 255 | 440 |
| Total adjustments to GAAP | 986 | 430 | 2,199 | 1,407 |
| Non-GAAP operating income | 5,956 | 4,552 | 15,877 | 13,557 |
| GAAP net income | 4,189 | 4,115 | 11,190 | 11,930 |
| Adjustments to GAAP as above | 986 | 430 | 2,199 | 1,407 |
| Unwinding of discount in connection with liabilities due to acquisitions | 50 | - | 265 | - |
| Amortization expenses attributed to redeemable non-controlling interests | (55) | - | (115) | - |
| Deferred taxes on the above items | 334 | (62) | (3) | (219) |
| Total adjustments to GAAP | 1,315 | 368 | 2,346 | 1,188 |
| Non-GAAP net income | 5,504 | 4,483 | 13,536 | 13,118 |
| Non-GAAP basic net earnings per share | 0.15 | 0.12 | 0.37 | 0.36 |
| Weighted average number of shares used in computing basic net earnings per share | 36,877 | 36,541 | 36,753 | 36,485 |
| Non-GAAP diluted net earnings per share | 0.15 | 0.12 | 0.36 | 0.35 |
| Weighted average number of shares used in computing diluted net earnings per share | 37,437 | 37,129 | 37,287 | 37,234 |
Date: 11/06/2013 03:18 AM User: Justin.Chen
Client: v359560_MAGIC SOFTWARE ENTERPRISES LTD_6-K
Vintage Filings
Project: v359560 Form Type: 6-K
File: v359560_ex10-1.htm Type: EX-10.1 Pg: 6 of 6
MAGIC SOFTWARE ENTERPRISES LTD.
CONSOLIDATED BALANCE SHEETS
U.S. dollars in thousands
| | September 30, 2013 Unaudited | December 31, 2012 | | --- | --- | --- | | ASSETS | | | | CURRENT ASSETS: | | | | Cash and cash equivalents | 38,300 | 37,744 | | Available-for-sale marketable securities | 861 | 890 | | Trade receivables, net | 30,595 | 28,367 | | Other accounts receivable and prepaid expenses | 6,258 | 6,696 | | Total current assets | 76,014 | 73,697 | | LONG-TERM RECEIVABLES: | | | | Severance pay fund | 410 | 351 | | Other long-term receivables | 3,381 | 2,287 | | Total long-term receivables | 3,791 | 2,638 | | PROPERTY AND EQUIPMENT, NET | 1,889 | 1,898 | | IDENTIFIABLE INTANGIBLE ASSETS AND | | | | GOODWILL, NET | 79,516 | 74,721 | | TOTAL ASSETS | 161,210 | 152,954 | | LIABILITIES AND EQUITY | | | | CURRENT LIABILITIES: | | | | Trade payables | 3,597 | 4,722 | | Accrued expenses and other accounts payable | 17,526 | 17,188 | | Deferred tax liabilities | 2,857 | 3,422 | | Deferred revenues | 7,447 | 4,160 | | Total current liabilities | 31,427 | 29,492 | | NON CURRENT LIABILITIES: | | | | Long term liabilities | 1,874 | 750 | | Liability due to acquisition activities | 1,389 | 1,192 | | Accrued severance pay | 1,271 | 1,245 | | Total non-current liabilities | 4,534 | 3,187 | | Redeemable non-controlling interest | 2,344 | 1,914 | | EQUITY: | | | | Magic Shareholders' equity | 121,971 | 117,786 | | Non-controlling interests | 934 | 575 | | Total equity | 122,905 | 118,361 | | TOTAL LIABILITIES AND EQUITY | 161,210 | 152,954 |