Perion Network — Interim / Quarterly Report 2009

Aug 6, 2009

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 August 2009

Commission File Number: 000-51694

IncrediMail Ltd.

(Translation of registrant's name into English)

• 4 HaNechoshet St., Tel Aviv, Israel 69710

(Address of principal executive offices)

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

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): ____

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): ____

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 [X]

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________

IncrediMail Ltd.

On August 6, 2009, the registrant issued a press release announcing its financial results for the quarter ended June 30, 2009. A copy of the press release is annexed hereto as Exhibit 1 and is incorporated herein by reference.

Exhibits

Exhibit 1 Press release dated August 6, 2009, announcing the financial results of the registrant, for the quarter ended June 30, 2009.

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.

IncrediMail Ltd.

By: /s/ Yacov Kaufman Name: Yacov Kaufman Title: Chief Financial Officer

Date: August 6, 2009

Exhibit 1

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INCREDIMAIL REPORTS RECORD QUARTER; $6.7 MILLION REVENUES AND $2.4 MILLION NET INCOME IN SECOND QUARTER OF 2009

Net Income first half of 2009 $3.8 Million

TEL AVIV, ISRAEL – August 6, 2009 - IncrediMail Ltd. (NASDAQ: MAIL, - www.incredimail corp.com), an Internet company, today reported financial results for the second quarter ended June 30, 2009.

Total revenue for the second quarter of 2009 rose $1.5 million, or 29%, to $6.7 million, from $5.2 million in the same quarter in 2008. Net income for the second quarter of 2009 was $2.4 million, or $0.26 per diluted share, compared to $0.6 million, or $0.07 per diluted share in the same quarter last year.

In the first half of 2009, revenues were $13.1 million, increasing 31%, from $10 million in the same period last year. Net income in the first half of 2009 was $3.8 million, or $0.41 per diluted share, compared to a $48 thousand loss in the first half of 2008.

Commenting on the results, Mr. Ofer Adler, IncrediMail’s CEO, said, “Our second quarter results demonstrate the success of our growth strategy coupled with our ability to increase profitability. This quarter, our strong growth more than offset the historically seasonal effect on sales, providing for yet another record quarter. The effective management of our costs, pushed this revenue growth straight to the bottom line.”

Gross profit increased 33% to $6.4 million in the second quarter of 2009, from $4.8 million reported for the second quarter last year, as a result of the higher revenues and an increase in gross profit margin to 95%, from 92% in the second quarter of 2008. The increased profitability was due to the growing portion of search related revenues, which have no associated direct costs, and accounted for over 75% of revenues this quarter.

Total operating expenses for the second quarter of 2009 were $3.2 million, down $1.0 million, or 24%, from the second quarter of 2008.

R&D expenses decreased 29%, to $1.3 million in the second quarter of 2009 from $1.9 million in the same quarter last year. Sales and Marketing expenses were $1.2 million in the second quarter of 2009, decreasing by $0.4 million, or 25%. These decreases were primarily a result of a successful reorganization and shifting focus towards search related revenues.

In the first quarter of 2009, EBITDA was $3.4 million and in the first half of 2009 it was $6.3 million, a robust 48% of revenue, representing a rate of EBITDA exceeding $1 million a month. Operating income in the first half of 2009 was $5.6 million, compared to an operating loss in the first half of 2008.

Taxes on income in the second quarter of 2009 were $1.0 million, representing an

effective tax rate of approximately 29% for the quarter of 2009. This reflects the Company’s decision to institute a dividend policy beginning 2009 and as a result forgo some of its Israeli tax benefits.

“We are pleased with IncrediMail’s execution in the second quarter and the first half of 2009. Looking ahead, we believe we can sustain this level of sales with high profits. Although the third quarter is expected to be effected by seasonality, we expect this to be more than offset in the fourth quarter. We believe that the introduction of IncrediMail 2 during the third quarter of 2009, together with other initiatives we have taken, should provide us with the momentum to attain record results again in the fourth quarter,” concluded Mr. Ofer Adler.

Conference Call

IncrediMail will host a conference call to discuss the results today, August 6[th] at 9:30 AM EDT (16:30 PM Israel Time). We invite all those interested in participating in the call to dial 1-(888)-668-9141. Callers from Israel may access the call by dialing (03) 918-0650. Participants may also access a live webcast of the conference call through the Investor Relations section of IncrediMail's website at www.incredimail-corp.com. The webcast will be archived on the company’s website for seven days.

About IncrediMail Ltd.

IncrediMail Ltd. (NASDAQ: MAIL) is an internet company that develops customized, downloadable graphic consumer applications used to generate search related revenues and designs, markets and delivers high end personal desktop software. The company’s award winning e-mail client product, IncrediMail Premium , is sold in over 100 countries in 10 different languages. Other products include, HiYo a graphic add-on to instant messaging software, Magentic , a wallpaper and screensaver software, and PhotoJoy , software for presenting digital personal photos.

Non-GAAP measures

Use of Non-GAAP Financial Information - In addition to reporting financial results in accordance with generally accepted accounting principles, or GAAP, IncrediMail uses non-GAAP measures of net income and earnings per share, which are adjustments from results based on GAAP to exclude reorganization expenses and non-cash stock-based compensation expenses. IncrediMail also uses EBITDA as a non-GAAP financial performance measurement. EBITDA is calculated by adding back to net income; interest, taxes, stock-based compensation and depreciation and amortization. IncrediMail's management believes the non-GAAP financial information provided in this release is useful to investors' understanding and assessment of IncrediMail’s on-going core operations and prospects for the future. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for results prepared in accordance with GAAP. Management uses both GAAP and nonGAAP information as presented in this press release in evaluating and operating business internally and as such deemed it important to provide all this information to investors. These non-GAAP financial measures may differ materially from the non-GAAP financial measures used by other companies. Reconciliation between results on a GAAP and non-GAAP basis is provided in tables immediately following IncrediMail's Statement of Operations in this press release.

Forward Looking Statements

This press release contains historical information and forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995 with respect to the business, financial condition and results of operations of the Company. The words “believe,” “expect,” “intend,” “plan,” “should” and similar expressions are intended to identify forward-looking statements. Such statements reflect the current views, assumptions and expectations of the Company with respect to future events and are subject to risks and uncertainties. Many factors could cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including, among others, changes in the markets in which the Company operates and in general economic and business conditions, loss of key customers and unpredictable sales cycles, competitive pressures, market acceptance of new products, inability to meet efficiency and cost reduction objectives, changes in business strategy and various other factors, both referenced and not referenced in this press release. Various risks and uncertainties may affect the Company and its results of operations, as described in reports filed by the Company with the Securities and Exchange Commission from time to time. The Company does not assume any obligation to update these forward-looking statements.

Contact Information

For further information please contact:

Jeff Holzmann IncrediMail NY, President Jeff@IncrediMail.com

Todd Fromer / Marybeth Csaby KCSA Strategic Communications (212) 896-1215 / 212-896-1236 tfromer@kcsa.com/ mcsaby@kcsa.com

Tables Follow

INCREDIMAIL LTD. CONDENSED BALANCE SHEETS

U.S. dollars in thousands (except share data)

ASSETSCURRENT ASSETS:Cash and cash equivalentsShort-term bank depositsMarketable securitiesTrade receivablesDeferred taxesOther receivables and prepaid expensesTotal current assetsLONG-TERM ASSETS:Severance pay fundDeferred taxesOther long-term assetsProperty and equipment, netOther intangible assets, netTotal long-term assetsTotal assetsLIABILITIES AND SHAREHOLDERS' EQUITYCURRENT LIABILITIES:Trade payablesDividend payableDeferred revenuesAccrued expenses and other liabilitiesTotal current liabilitiesLONG-TERM LIABILITIES:Deferred revenuesAccrued severance payTotal long-term liabilitiesSHAREHOLDERS' EQUITYSharesissuedandoutstanding:9,268,081and9,271,159 at June 30, 2009 and December 31, 2008,respectivelyTotal liabilities and shareholders' equity	June 30,2009Unaudited$ 15,0121,01213,8252,3764394,50137,1659643244381,3261363,188$ 40,353$ 967 4,6342,3664,01711,9841,6911,3823,07325,296$ 40,353	December 31,2008
		$ 7,835--18,7902,1943624,941
		34,122
		9553286191,478149
		3,529
		$ 37,651
		$ 1,948--2,6054,426
		8,979
		1,7431,385
		3,128
		25,544
		$ 37,651

INCREDIMAIL LTD. CONDENSED STATEMENTS OF OPERATIONS

U.S. dollars in thousands (except per share data), unaudited

Quarter ended June 30, 20092008Revenues$ 6,746$ 5,217Cost of revenues367437Gross profit6,3794,780Operating expenses:Research and development1,3361,891Selling and marketing1,1501,537General and administrative747817Total operating expenses3,2334,245Operating income (loss)3,146535Financial income (expense), net274193Income (loss) before taxes onincome3,420728Taxes on income1,003 100Net income (loss)$2,417$ 628Net earnings (loss) per Ordinaryshare:Basic$ 0.26$ 0.07Diluted$ 0.26$ 0.07Diluted weighted number ofshares (in thousands)9,3789,584RECONCILIATION OF GAAP TO NON-GAAPRESULTS:GAAP Net income (loss)$ 2,417$ 628Reorganization expenses----Stock based compensation99$ 141Non-GAAP net income$ 2,516$ 769Non-GAAP net earnings per share :Basic$ 0.27$ 0.08Diluted$ 0.27$ 0.08GAAP net income$ 2,417$ 628Income tax expense1,003 100Interest (income) expense, net(274)(193)Depreciation, Amortization and265342	Six months ended June30,20092008$ 13,122$ 9,98075488812,3689,0922,6944,0752,3192,9531,7462,4046,7599,4325,609(340)(124)3355,485(5)1,64543$ 3,840$ (48)$ 0.41$ (0.01)$ 0.41$ (0.01)9,3299,476$ 3,840$ (48)--745319523$ 4,159$ 1,220$ 0.45$ 0.13$ 0.45$ 0.13$ 3,840$ (48)1,64543124(335)672905
	2009$ 13,12275412,3682,6942,3191,7466,7595,609(124)
	5,4851,645$ 3,840$ 0.41$ 0.419,329$ 3,840--319$ 4,159$ 0.45$ 0.45$ 3,8401,645124672

Stock-based CompensationEBITDA	$ 3,411	$ 877	$ 6,281
				$ 565