6-K 1 formulaq12017.htm FORMULA SYSTEMS REPORTS RECORD-BREAKING REVENUES OF $311 MILLION FOR THE FIRST QUARTER WITH 19% YEAR OVER YEAR GROWTH Converted by FileMerlin

FORM 6-K


SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


Report of Foreign Private Issuer


Pursuant to Rule 13a-16 or 15d-16


of the Securities Exchange Act of 1934


For the Month of May 2017


FORMULA SYSTEMS (1985) LTD.

(Translation of Registrant's Name into English)


5 HaPlada st., Or-Yehuda, Israel

(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

...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): 82- ....................


Attached to Registrant's Form 6-K for the month of May 2017 and incorporated by reference herein is the Registrant's immediate report dated  May 18, 2017.


SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to signed on its behalf by the undersigned, thereunto duly authorized.


FORMULA SYSTEMS (1985) LTD.

(Registrant)


By:/s/ Guy Bernstein

Guy Bernstein CEO

dated:

May 18, 2017



PRESS RELEASE

Formula Systems Reports Record-Breaking Revenues of $311 Million for the First Quarter with 19% Year Over Year Growth


Formula expands portfolio, entering Israeli market for payroll software solutions with acquisition of Michpal Micro Computers


Or Yehuda, Israel, May 18, 2017 – Formula Systems (1985) Ltd. (NASDAQ: FORTY), a global information technology holding company engaged, through its subsidiaries and affiliates, in providing software consulting services and computer-based business solutions and developing proprietary software products, today announced its results for the first quarter ended March 31, 2017, in accordance with International Financial Reporting Standards (IFRS).


Financial Highlights for the First Quarter Ended March 31, 2017

In January 2017, Formula acquired all of the share capital of Michpal Micro Computers (1983) Ltd., an Israeli privately-held company that develops, sells and supports a proprietary on-premise payroll software solution and complementary modules for processing traditional payroll stubs to Israeli enterprises and payroll service providers. The Michpal payroll software solution is recognized throughout Israel, with approximately 8,000 customers, most of which are long-term customers.

As part of its payroll software solution Michpal allows the preparation of employee pay statements, supporting journals, summaries, and management reports and supports monthly and year-end regulatory and legislative payroll tax statements and other forms such as payroll social and income taxes, to its clients and their employees. Formula paid a purchase price of $22.1 million

Consolidated Revenues for the first quarter increased by 19% to a record-breaking $310.9 million, compared to $262.2 million in the same period last year.

Consolidated operating income for the first quarter, decreased by 25% to $16.2 million, compared to $21.5 million in the same period last year. The decrease in operating income is attributable to Sapiens’ operating income decreasing from $ 6.4 million in the first quarter of 2016 to an operating loss of ($1.6) million due to the halt of a software development project with a significant customer of Sapiens and the integration of StoneRiver, Sapiens recent acquisition. In the second quarter, Sapiens will continue restructuring steps to address these developments and remain on track in the second half of 2017. Excluding the negative impact of Sapiens results, Formula operating income increased 17% year over year.   

Consolidated net income attributable to Formula’s shareholders for the first quarter was $0.2 million, or $0.01 per fully diluted share, compared to $4.1 million, or $0.27 per fully diluted share, in the same period last year. The decrease in net income attributable to Formula’s shareholders is primarily attributable to a decrease in Sapiens net income from $5.0 million in the first quarter of 2016 to a loss of ($2.2) million (as detailed above) and to devaluation of long term liabilities to banks and others denominated in New Israeli Shekels following the erosion of the US dollar against the new Israeli shekel amounting to $3.5 million.    

As of March 31, 2017, Formula held 50.0%, 48.8%, 47.2%, 100% 50% and 90% of the outstanding ordinary shares of Matrix IT, Sapiens International Corporation N.V, Magic Software Enterprises Ltd., Michpal Micro Computers (1983) Ltd., TSG IT Advanced Systems, and Insync Staffing Solutions, respectively.

Consolidated cash, short-term and long-term investments in marketable securities and bank deposits totaled approximately $211.1 million as of March 31, 2017.  

Total consolidated equity as of March 31, 2017, was $741.9 million (representing 51% of the total balance sheet).

As of March 31, 2017, Formula was in compliance with all of its financial covenants under the debentures issued by Formula in September 2015 and under loans granted from other financial institutions.


Comments of Management


Commenting on the results, Guy Bernstein, CEO of Formula Systems, said, “We are pleased to report another quarter of double-digit revenue growth across our entire portfolio. While our top-line growth was strong, our profitability was impacted mostly by certain aspects of Sapiens’ business activities. Sapiens revenues reached $56.5 million for the quarter, driven by a mix of organic growth and its recent StoneRiver acquisition. Sapiens operational profitability was affected by the loss of a significant customer and the integration of StoneRiver activities. Sapiens is taking steps to address and overcome these developments and has declared that it is on track to return to double-digit operating margins in the second half of 2017. Sapiens is maintaining its recently revised 2017 full-year revenue guidance of $265-$275 million. Matrix achieved another quarter of double-digit revenue growth, showing continued growth across all financial indicators. Matrix’s consistent growth in revenues and profitability is a result of both organic growth and ongoing acquisitions. Magic had a strong start to the year with $61 million in Q1 revenues, reflecting 36% growth year over year, and record-breaking non-GAAP operating income for the quarter of $8.4 million, reflecting 26% year over year growth. Magic showed positive results across all financial metrics due to continued solid demand for its products and professional services. We are very excited about the opportunities provided by our Michpal acquisition, which enables us entry to the Israeli payroll market. The highly regulated market means that employers need to find advanced solutions to keep up with new requirements. Formula’s Group capabilities allow us to create even more advanced software and services to serve the needs of this market.”

 

About Formula

Formula Systems (1985) Ltd. is a global information technology company engaged, through its subsidiaries and affiliates, in providing software consulting services and computer-based business solutions and developing proprietary software products.

For more information, visit www.formulasystems.com.

Press Contact:

Formula Systems (1985) Ltd.

+972-3-5389487

ir@formula.co.il


Except for any historical information contained herein, matters discussed in this press release might include forward-looking statements that involve a number of risks and uncertainties. Regarding any financial statements, actual results might 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 locally and abroad, release and sales of new products by strategic resellers and customers, and other risk factors detailed in Formula'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.




 

 

 

 

 

 

 

 

 

FORMULA SYSTEMS (1985) LTD.

 

 

 

 

 

 

 

CONSOLIDATED CONDENSED STATEMENTS OF PROFIT OR LOSS

 

 

 

 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months  ended

 

 

 

 

 

March 31,

 

 

 

 

 

2017

 

2016

 

 

 

 

 

Unaudited

 

 

 

 

Revenues

310,878

 

262,170

 

 

 

 

Cost of revenues

244,549

 

201,397

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

66,329

 

60,773

 

 

 

 

Research and development costs, net

7,811

 

4,516

 

 

 

 

Selling, general and administrative expenses

42,280

 

34,709

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

16,238

 

21,548

 

 

 

 

 

 

 

 

 

 

 

 

Financial expenses, net

(7,962)

 

(3,916)

(*)

 

 

 

 

 

 

 

 

 

 

Income before taxes on income

8,276

 

17,632

(*)

 

 

Taxes on income

2,933

 

5,437

 

 

 

 

 

 

 

 

 

 

 

 

Income after taxes

5,343

 

12,195

(*)

 

 

Equity in gains of affiliated companies, net

212

 

-

 

 

 

 

 

 

 

 

 

 

 

 

Net income

5,555

 

12,195

(*)

 

 

Change in redeemable non-controlling interests

458

 

315

 

 

 

 

Net income attributable to non-controlling interests

4,945

 

7,789

(*)

 

 

 

 

 

 

 

 

 

 

Net income attributable to Formula's shareholders

152

 

4,091

(*)

 

 

 

 

 

 

 

 

 

 

Earnings per share (basic)

0.01

 

0.28

 

 

 

 

Earnings per share (diluted)

0.01

 

0.27

 

 

 

 

 

 

 

 

 

 

 

 

Number of shares used in computing earnings per share (basic)

14,303,051

 

14,177,747

 

 

 

 

Number of shares used in computing earnings per share (diluted)

14,707,786

 

15,479,736

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(*) Immaterial adjustment of comparative data

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

FORMULA SYSTEMS (1985) LTD.

 

 

 

 

 

 

 

 

 

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

 

 

 

 

 

 

 

 

U.S. dollars in thousands

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31,

 

 

 

December 31,

 

 

 

 

 

 

2017

 

 

 

2016

 

 

 

 

 

 

(Unaudited)

 

 

 

 

 

 

 ASSETS

 

 

 

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

193,466

 

 

 

238,161

 

 

 

Marketable securities

 

 

17,604

 

 

 

37,516

 

 

 

Short-term deposits

 

 

13

 

 

 

13

 

 

 

Trade receivables

 

 

325,041

 

 

 

308,338

 

 

 

Other accounts receivable

 

 

50,375

 

 

 

45,678

 

 

 

Inventories

 

 

3,072

 

 

 

3,953

 

 

Total current assets

 

 

589,571

 

 

 

633,659

 

 

 

 

 

 

 

 

 

 

 

 

 

LONG-TERM ASSETS:

 

 

 

 

 

 

 

 

 

 

Marketable securities

 

 

-

 

 

 

17,228

 

 

 

Deferred taxes

 

 

16,569

 

 

 

15,227

 

 

 

Prepaid expenses and other assets

 

 

13,935

 

 

 

14,390

 

 

Total long-term assets

 

 

30,504

 

 

 

46,845

 

 

 

 

 

 

 

 

 

 

 

 

 

INVESTMENTS IN COMPANIES ACCOUNTED FOR

 

 

 

 

 

 

 

 

 

   AT EQUITY METHOD

 

 

24,392

 

 

 

24,080

 

 

 

 

 

 

 

 

 

 

 

 

 

PROPERTY, PLANTS AND EQUIPMENT, NET

 

 

28,203

 

 

 

26,130

 

 

 

 

 

 

 

 

 

 

 

 

 

INTANGIBLE ASSETS, NET AND GOODWILL

 

 

784,016

 

 

 

627,605

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

 

1,456,686

 

 

 

1,358,319

 

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

 

 

 

Liabilities to banks and other financial institutions

 

 

86,574

 

 

 

84,760

 

 

 

Debentures

 

 

3,687

 

 

 

3,274

 

 

 

Trade payables

 

 

74,109

 

 

 

80,114

 

 

 

Deferred revenues

 

 

54,111

 

 

 

37,030

 

 

 

Employees and payroll accruals  

 

 

95,891

 

 

 

90,709

 

 

 

Other accounts payable

 

 

53,389

 

 

 

41,889

 

 

 

Dividend payable

 

 

-

 

 

 

7,070

 

 

 

Liabilities related to business combinations

 

 

5,302

 

 

 

8,119

 

 

 

Redeemable non-controlling interests

 

 

6,107

 

 

 

6,073

 

 

Total current liabilities

 

 

379,170

 

 

 

359,038

 

 

 

 

 

 

 

 

 

 

 

 

 

LONG-TERM LIABILITIES:

 

 

 

 

 

 

 

 

 

 

Liabilities to banks and other financial institutions

 

 

112,239

 

 

 

115,529

 

 

 

Other long-term liabilities

 

 

45,044

 

 

 

9,384

 

 

 

Debentures, net of current maturities

 

 

57,070

 

 

 

55,441

 

 

 

Deferred taxes

 

 

48,217

 

 

 

30,939

 

 

 

Deferred revenues

 

 

12,530

 

 

 

4,697

 

 

 

Liabilities related to business combinations

 

 

5,552

 

 

 

9,611

 

 

 

Liability in respect to capital lease

 

 

-

 

 

 

108

 

 

 

Employee benefit liabilities

 

 

8,564

 

 

 

6,174

 

 
 

Redeemable non-controlling interests

 

 

46,362

 

 

 

43,556

 

 

Total long-term liabilities

 

 

335,578

 

 

 

275,439

 

 

 

 

 

 

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

 

 

 

 

Formula Systems (1985) equity

 

 

345,498

 

 

 

336,387

 

 

 

Non-controlling interests

 

 

396,440

 

 

 

387,455

 

 

Total equity

 

 

741,938

 

 

 

723,842

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

 

1,456,686

 

 

 

1,358,319

 

 

 

 

 

 

 

 

 

 

 

 

 




FORMULA SYSTEMS (1985) LTD.

 

 

 

 

 

 

STANDALONE FINANCIAL DATA HIGHLIGHTS

 

 

 

 

 

U.S. dollars in thousands

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31,

 

December 31,

 

 

 

 

 

 

2017

 

2016

 

 

 

 

 

 

(Unaudited)

 

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debentures

 

 

 

 

60,757

 

58,715

 

 

 

 

 

 

 

 

 

 

Other financial liabilities

 

 

 

36,631

 

46,564

 

 

 

 

 

 

 

 

 

 

Formula shareholders' equity

 

 

 

345,498

 

336,387

 

 

 

 

 

 

 

 

 

 

Cash, cash equivalents and short-term marketable securities

 

 

6,394

 

43,537

 

 

 

 

 

 

 

 

 

 

Fair market value of equity holdings in publicly traded subsidiaries

 

757,364

 

725,860