6-K 1 v443711_6k.htm FORM 6-K

 

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 July, 2016

 

 

 

SUPERCOM LTD.

(Translation of Registrant’s name into English)

 

 

 

1, Shenkar Street,

Hertzliya Pituach,

Israel

 

(Address of principal executive office)

 

 

 

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 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 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): 82-             

 

 

 

 

 

 

 

SuperCom Reports First Quarter 2016 Financial Results

 

Herzliya, Israel, July 6, 2016 – SuperCom (NASDAQ: SPCB), a global provider of secure solutions for the e-Government, Public Safety, HealthCare, and Finance sectors, announced today its results for the quarter ended March 31, 2016.

 

First Quarter 2016 Financial Highlights Compared to the First Quarter of 2015

·Revenue of $5.9 million compared to $7.7 million
·GAAP EPS of $0.01 compared to $0.15
·Non-GAAP EPS of $0.01 compared to $0.15
·GAAP Net Income of $0.1 million compared to $2.1 million
·Non-GAAP Net Income of $0.2 compared to $2.6 million
·Total Assets of $64 million ($4.3 per share) compared to $42 million ($3 per share).
·Working Capital of $28 million compared to $18 million.

 

“As we have previously reported, our first quarter results were impacted by delays associated with macro-economic conditions in certain emerging markets where we are deploying large long-term government systems, which were mostly resolved in the second quarter, as well as a significant increase in the consolidated operating expenses caused by our recent acquisitions, which we are in the process of optimizing as we have done historically.” commented Arie Trabelsi, SuperCom’s President and CEO. “Despite these factors, we are encouraged by both our near- and long-term opportunities and are making progress with customers and potential customers. In addition, we expect our broader product lines and expanded global customer base to provide us with a more robust sales opportunities pipeline in the future, which is less sensitive to macro-economic conditions in specific countries or regions.”

  

First Quarter and YTD Operational Highlights

 

·M2M(IoT) division completed the acquisition of Leaders in Community Alternatives (LCA), adding more than 25 years of electronic monitoring experience and an established base of customers, within the U.S.
·Since the closing of the LCA acquisition, we have integrated SuperCom’s PureSecurity technology solutions into LCA’s existing customer base and have monitored over 200 offenders in California using SuperCom’s proprietary technology
·SuperCom acquired Safend, a Cyber and data security company, giving SuperCom a more established cybersecurity presence with thousands of valuable customers and leading product offerings in their space, and it has since the acquisition reached an annual run-rate of recurring bookings from existing customers of over $2 million
·Subsequent to the end of the quarter, the Secured Payment Solution division acquired PowaPOS, a market-leading point-of-sale platform purpose-built to meet market demand for mobile and tablet-based payments, with potential deployments in more than 20 countries, and it has reached over $1 million in orders in the first month post-acquisition
·Subsequent to the end of the quarter, SuperCom acquired Alvarion, a provider of autonomous Wi-Fi networks with a proven record of reliability and performance in over 25,000 sites in more than 95 countries.
·Since last year, SuperCom grew its experience and relationships with a customer base consisting primarily of over 20 governments to currently over 30,000 customers including governments and banks, telecom providers, retail chains and other enterprises in over 100 countries.

 

 

 

Mr. Trabelsi added, “We continue to advance our stated growth strategy of providing a more integrated offering to customers through complementary and interconnected products and solutions. We believe there is significant opportunity to sell these expanded solutions to both government and enterprise customers using our existing sales channels. These new capabilities and offerings are complementary to, and interconnected with, our core business and should provide us with opportunities to increase our operating leverage”

 

Mr. Trabelsi concluded, “Subsequent to the end of the first quarter, we have made significant progress to integrate our recent acquisitions and are beginning to leverage a number of synergies which we believe will pave the way for improved financial results in the quarters to come.”

 

Results Conference Call

 

The Company will host a conference call, today, Wednesday July 6, 2016, at 10:00 a.m. Eastern time to review the Company's financial results and business outlook.

 

To participate, interested investors should call one of the following telephone numbers. It is recommended that participants dial in at least five minutes before the start of the call: 

 

US: 1-866-932-0173 at 10 a.m. Eastern Time
Israel: 1-80-925-6145 at 5 p.m. Israel Time
International: 1-785-424-1630  

 

A live and archived webcast of the call will be available on the SuperCom investor relations website at http://www.supercom.com.

 

About SuperCom

 

Since 1988, SuperCom has been a leading global provider of traditional and digital identity solutions, providing advanced safety, identification and security solutions to governments and organizations, both private and public, throughout the world. Through its proprietary e-Government platforms and innovative solutions for traditional and biometrics enrollment, personalization, issuance and border control services, SuperCom has inspired governments and national agencies to design and issue secure Multi-ID documents and robust digital identity solutions to its citizens and visitors. SuperCom offers a unique all-in-one field-proven RFID & mobile technology and product suite, accompanied by advanced complementary services for various industries including healthcare and homecare, security and safety, community public safety, law enforcement, electronic monitoring, livestock monitoring, and building and access automation.

 

SuperCom’s website is http://www.supercom.com

 

 

Investor Relations Contacts:

Brett Maas / Rob Fink

Hayden IR

(646) 536.7331 / (646) 415.8972

[email protected] / [email protected]

Company Contact:

Ordan Trabelsi, President Americas

Tel: 1 212 675 4606

[email protected]

 

 

 

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements preceded or followed by or that otherwise include the words "believes", "expects", "anticipates", "intends", "projects", "estimates", "plans", and similar expressions or future or conditional verbs such as "will", "should", "would", "may" and "could" are generally forward-looking in nature and not historical facts. Forward-looking statements in this release also include statements about business and economic trends. Investors should also consider the areas of risk described under the heading "Forward Looking Statements" and those factors captioned as "Risk Factors" in the Company’s periodic reports under the Securities Exchange Act of 1934, as amended, or in connection with any forward-looking statements that may be made by the Company. These statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company's filings with the Securities and Exchange Commission (SEC), including the Company's Annual Report on Form 20-F filed with the SEC on May 16, 2016. The Company undertakes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise, after the date of this press release.

 

Use of Non-GAAP Financial Information

 

In addition to disclosing financial results calculated in accordance with United States generally accepted accounting principles (GAAP), this release of operating results also contains non-GAAP financial measures, which SuperCom believes are the principal indicators of the operating and financial performance of its business. Management believes the non-GAAP financial measures provided are useful to investors' understanding and assessment of the Company's on-going core operations and prospects for the future, as the charges eliminated are not part of the day-to-day business or reflective of the core operational activities of the Company.  Management uses these non-GAAP financial measures as a basis for strategic decisions, forecasting future results and evaluating the Company's current performance.  However, such measures should not be considered in isolation or as substitutes for results prepared in accordance with GAAP.  Reconciliation of the non-GAAP measures to the most comparable GAAP measures are provided in the schedules attached to this release.

 

 

 

 

[Financial Results and Tables to be embedded]

 

SUPERCOM LTD.

CONSOLIDATED BALANCE SHEETS

(U.S. dollars in thousands)

 

   March 31,   December 31, 
   2016   2015 
   Unaudited   Audited 
         
CURRENT ASSETS          
Cash and cash equivalents   11,222    22,246 
Restricted bank deposits   4,249    3,274 
Trade receivable, net   17,009    15,122 
Deferred tax short term   1,391    2,639 
Other accounts receivable and prepaid expenses   1,504    1,199 
Inventories, net   3,190    3,602 
           
Total current assets   38,565    48,082 
           
LONG-TERM ASSETS          
Severance pay funds   242    216 
Deferred tax long term   4,194    1,433 
Customer Contracts   6,507    4,052 
Software and other IP   4,507    4,595 
Goodwill   6,948    4,688 
Other Intangible assets   2,436    1,988 
Property & equipment, net   992    888 
           
Total Assets   64,391    65,942 
CURRENT LIABILITIES          
Trade payables   3,131    3,705 
Employees and payroll accruals   1,884    1,488 
Related parties   33    77 
Accrued expenses and other liabilities   2,848    2,917 
Advances from customers   69    - 
Short-term liability for future earn-out   2,445    2,051 
           
Total current liabilities   10,410    10,238 
           
LONG-TERM LIABILITIES          
Long-term liability for future earn-out   719    931 
Deferred tax liability long term   198    - 
Accrued severance pay   435    341 
           
Total long-term liabilities   1,352    1,272 
           
SHAREHOLDERS' EQUITY:          
Ordinary shares   1,023    1,053 
Additional paid-in capital   81,349    83,201 
Accumulated deficit   (29,743)   (29,822)
           
Total shareholders' equity   52,629    54,432 
           
    64,391    65,942 

 

 

 

SUPERCOM LTD.

CONSOLIDATED STATEMENTS OF OPERATIONS

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

 

     
  

Three months ended

March 31,

 
   2016   2015 
   Unaudited   Unaudited 
         
REVENUES   5,867    7,700 
COST OF REVENUES   5,003    2,302 
           
GROSS PROFIT   864    5,398 
           
OPERATING EXPENSES:          
   Research and development   1,189    677 
   Selling and marketing   1,931    1,401 
   General and administrative   1,596    716 
   Other expenses   (2,606)   - 
           
Total operating expenses   2,110    2,794 
           
OPERATING  INCOME (LOSS)   (1,246)   2,604 
FINANCIAL EXPENSES (INCOME) , NET   56    (6)
           
INCOME BEFORE INCOME TAX   1,302    2,610 
INCOME TAX EXPENSES   1,381    548 
           
NET INCOME FOR THE PERIOD   79    2,062 
           
           
Basic   0.01    0.15 
           
Diluted   0.01    0.15 
           
Weighted average number of ordinary shares
used in computing basic income per share
   15,130,490    13,742,586 
           
Weighted average number of ordinary shares
used in computing diluted income per share
   15,219,619    13,875,938 

 

 

 

 

SUPERCOM LTD.

Reconciliation Table of GAAP to Non-GAAP figures and EBITDA to Net Income

(U.S. dollars in thousands)

  

Three months ended

March 31,

 
   2016   2015 
   Unaudited   Unaudited 
         
GAAP gross profit   864    5,398 
Amortization of Software and IP   89    89 
Stock-based compensation expenses   86    37 
           
Non-GAAP gross profit   1,039    5,524 
           
GAAP operating income (expense)   (1,246)   2,604 
Amortization of Software and IP   89    89 
Amortization of Customer Contracts   191    230 
Stock-based compensation expenses   489    175 
Expense related transaction DD   108    - 
Expense for doubtful debt   (800)   - 
           
Non-GAAP operating income (loss)   (1,169)   3,098 
           
GAAP net income   79    2,062 
 Amortization of Software and IP   89    89 
 Amortization of Customer Contracts   191    230 
 Stock-based compensation expenses   489    175 
 Expense related transaction DD   108    - 
 Expense for doubtful debt   (800)   - 
           
Non-GAAP net income   156    2,556 
           
Non-GAAP EPS   0.01    0.15 
           
NET INCOME FOR THE PERIOD   79    2,062 
 Income tax  expenses (income), net   (1,381)   548 
 Financial  expenses (income), net   56    (6)
 Depreciation , amortization and stock-based compensation expenses   988    510 
 Expense related transaction DD   108    - 
 Expense for doubtful debt   (800)   - 
           
EBITDA *   (950)   3,114 

 

 

* EBITDA is a non-GAAP financial measure generally defined as earnings before interest, taxes, depreciation and amortization

 

(U.S. dollars in thousands)

 

 

 

 

This report on Form 6-K incorporated by reference into all effective registration statements filed by the registrant under the securities Act of 1933.

 

 

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.

 

  SuperCom Ltd.
   
  By: /s/ Arie Trabelsi
  Name: Arie Trabelsi
  Title:   Chief Executive Officer

 

Date: July 6, 2016