-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IZDa/ZD2DKLv7/8BlccTYZ4b1mkKO/UGtbMq0UxCC45En2MSTiFbIL0JxXhQ4JFt dmPUfpizv9lzw31LM+je+g== 0000930413-01-501613.txt : 20020412 0000930413-01-501613.hdr.sgml : 20020412 ACCESSION NUMBER: 0000930413-01-501613 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011203 FILED AS OF DATE: 20011203 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SAPIENS INTERNATIONAL CORP N V CENTRAL INDEX KEY: 0000885740 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] STATE OF INCORPORATION: P8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20181 FILM NUMBER: 1804675 BUSINESS ADDRESS: STREET 1: KAYA RICHARD J BEAUJON STREET 2: WILLEMSTAD CURACAO NETHERLANDS CITY: CURACAO NETHERLANDS STATE: P8 BUSINESS PHONE: 97289382777 MAIL ADDRESS: STREET 1: P O BOX 2211 STREET 2: REHOVOT ISRAEL 76120 CITY: REHOVOT STATE: L3 6-K 1 c22409-6k.txt FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE MONTH OF NOVEMBER 2001 SAPIENS INTERNATIONAL CORPORATION N.V. (translation of registrant's name into English) C/O LANDHUIS JOONCHI KAYA RICHARD J. BEAUJON Z/N P.O. BOX 837 WILLEMSTAD CURACAO, NETHERLANDS ANTILLES (599) (9) 7366277 (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 --- --- 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. SAPIENS INTERNATIONAL CORPORATION N.V. (Registrant) Date: December 2, 2001 By: ------------------------- Steve Kronengold General Counsel EX-99.1 3 c22049-ex99_1.txt FOR ADDITIONAL INFORMATION [Logo Omitted] FOR ADDITIONAL INFORMATION Yuval Hadari Itzick Sharir Chief Financial Officer Chief Executive Officer Sapiens International Sapiens International Tel: +1-877-554-2426 Tel: +44-1895-464 225 +972-8-938-2721 E-mail: yuval.h@sapiens.com E-mail: itzick.s@sapiens.com SAPIENS INTERNATIONAL Q3 RESULTS SHOW CONTINUED IMPROVEMENT COMPANY REPORTS SIGNIFICANT REDUCTIONS IN OPERATING AND NET LOSSES AND FURTHER INCREASE IN GROSS PROFIT MARGIN Research Triangle Park, N.C.--November 5, 2001--Sapiens International Corporation N.V. (NASDAQ: SPNS) today announced its unaudited results of operations for the third quarter ended September 30, 2001. Revenues in the third quarter, traditionally the slowest quarter, totaled $16 million compared with $17 million in the same quarter last year and $15.8 million in the second quarter this year. Improvements in product mix, project delivery and resource utilization contributed to an increase in the gross profit margin to 34% compared with 21.6% in the same quarter last year and 29.6% in the second quarter of this year. Operating losses decreased to $1.3 million from $7.9 million in the same quarter last year and $4.7 million in the second quarter of this year. The marked improvement in operating results is due in large part to aggressive cost-cutting steps that were taken as part of management's turnaround plan. Net loss for the quarter fell to $2.5 million compared with net losses of $7 million in the same quarter last year and $5.8 million in the second quarter of this year. SEQUENTIAL IMPROVEMENT IN KEY FINANCIAL INDICATORS - -------------------------------------------------------------------------------- Q3 2001 Q2 2001 Q1 2001 Q4 2000 - -------------------------------------------------------------------------------- Revenues ($M) 16.0 15.8 14.1 11.6 - -------------------------------------------------------------------------------- Gross profit margin 34% 29.6% 19% (27%) - -------------------------------------------------------------------------------- Operating losses ($M) 1.3 4.7 8.4 27.3 - -------------------------------------------------------------------------------- Net losses ($M) 2.5 5.8 9.8 27.7 - -------------------------------------------------------------------------------- Itzick Sharir, President and Chief Executive Officer of Sapiens, commented: "Our financial results for Q3 2001 show significant improvement from Q3 2000 and, more importantly, a continued positive trend in our business. Since the start of the turnaround program in Q4 2000, operating and net losses have fallen by more than 90%. The gross profit margin has continued to strengthen to 34% from negative territory and we are making all efforts to improve further on this key performance factor. "Our eMerge enabling technologies, on which our core offerings are based, continued to gain acceptance worldwide, and customer satisfaction with our offerings is vastly improved. We signed new orders this quarter with blue-chip customers such as International Paper, PAGE 2 American Association of Retired Persons, Fortis and New Jersey Manufacturers Insurance Co. in the U.S.; with Panasonic and Liverpool Victoria in the UK; and with Renault and 3M in France. "In summary, we are clearly pleased with the trend improvements at Sapiens in the third quarter and the progress of our turnaround plan, particularly in light of the difficult global economic conditions. There remains much room for improvement and we remain focused on expending every effort to continue this positive trend and achieve our performance objectives". ABOUT SAPIENS Sapiens International (NASDAQ: SPNS) is a global provider of enterprise-wide solutions for business-critical software applications. Sapiens' strategic solutions integrate its proven rapid application development (RAD) methodology, efficient rule-based object technology, and extensive consulting expertise. Applying proven technologies, including its core eMerge(TM) offering, Sapiens ensures a rapid return-on-investment and fast time-to-market. In addition, the Company provides its customers in the insurance/finance and supply chain markets with field-tested, reusable, business components, to expedite deployment of certain applications, as well as dedicated practice groups, which provide business domain expertise. Sapiens serves its growing customer base directly and through partnerships with such industry leaders as IBM. The Company's installed base of customers includes 3M, AXA Insurance, Argos, Honda, IBM, Liverpool Victoria Insurance, Panasonic UK, Principal Financial, Prudential, Siemens Energy and Automation and other multinational corporations. You are invited to visit us on the World Wide Web at http://www.sapiens.com. # # # Except for historical information contained herein, the matters set forth in this release are forward-looking statements that are dependent on certain risks and uncertainties, including such factors, among others, as market acceptance, market demand, pricing, changing regulatory environment, changing economic conditions, risks in new product and service development, the effect of the company's accounting policies and other risk factors detailed in the Company's SEC filings. PAGE 3 SAPIENS INTERNATIONAL CORPORATION N.V. Condensed Consolidated Statements of Income (U.S. Dollars in thousands, except per share amounts)
For the three months ended For the nine months ended ------------------------------ ----------------------------- 9/30/2001 9/30/2000 9/30/2001 9/30/2000 ------------ ------------- ------------- ------------ (Unaudited) (Unaudited) (Unaudited) (Unaudited) REVENUES Products $ 6,868 $ 9,011 $ 19,318 $ 34,657 Consulting and other services 9,174 8,047 26,639 26,528 -------- -------- -------- -------- Total revenues 16,042 17,058 45,957 61,185 -------- -------- -------- -------- COST OF REVENUES Products 4,607 6,915 15,315 17,062 Consulting and other services 5,989 6,465 17,816 19,781 -------- -------- -------- -------- Total cost of revenues 10,596 13,380 33,131 36,843 -------- -------- -------- -------- GROSS PROFIT 5,446 3,678 12,826 24,342 EXPENSES Research and development, net 839 1,686 3,637 6,080 Selling, general and administrative 5,589 9,621 22,511 29,180 Amortization of goodwill 286 282 1,058 828 -------- -------- -------- -------- OPERATING INCOME/(LOSS) (1,268) (7,911) (14,380) (11,746) Financial income/(expenses), net (864) (149) (2,982) (371) Other income/(expenses), net (b) (404) 1,103 (784) 1,728 -------- -------- -------- -------- NET INCOME/(LOSS) $ (2,536) $ (6,957) $(18,146) $(10,389) ======== ======== ======== ======== Preferred stock dividend -- (17) -- (107) -------- -------- -------- -------- Net income/(loss) to common shareholders $ (2,536) $ (6,974) $(18,146) $(10,496) ======== ======== ======== ======== Basic earnings/(loss) per share $ (0.10) $ (0.31) $ (0.76) $ (0.46) ======== ======== ======== ======== Diluted earnings/(loss) per share (c) $ (0.10) $ (0.31) $ (0.76) $ (0.46) ======== ======== ======== ======== Weighted average shares used to compute: Basic earnings/(loss) per share 24,505 22,764 23,987 22,745 Diluted earnings/(loss) per share (c) 24,505 22,764 23,987 22,745
Note a: Certain prior year's amounts have been reclassified to conform with current year presentation. b: Includes other expenses, taxes and minority interest c: Due to the net loss in 2001 and 2000 the inclusion of dilutive securities would be antidilutive. PAGE 4 SAPIENS INTERNATIONAL CORPORATION N.V. Condensed Consolidated Balance Sheets (U.S. Dollars in thousands) 9/30/2001 12/31/2000 ----------- ---------- (Unaudited) (Audited) ASSETS Cash $ 16,612 $ 17,038 Short-term investments 38 2,872 -------- -------- 16,650 19,910 Trade receivables 17,965 31,663 Other current assets 8,213 7,713 -------- -------- TOTAL CURRENT ASSETS 42,828 59,286 -------- -------- Property and equipment, net 4,572 6,707 Other assets 24,204 26,407 -------- -------- TOTAL ASSETS $ 71,604 $ 92,400 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Short-term loans and current maturities of long-term debt $ 15,222 $ 16,981 Trade payables 3,216 6,112 Other liabilities and accrued expenses 20,404 25,131 Deferred revenue 3,029 3,172 -------- -------- TOTAL CURRENT LIABILITIES 41,871 51,396 -------- -------- Long-term debt and other liabilities 7,686 7,433 Redeemable shares in a subsidiary 10,441 14,675 Shareholders' equity 11,606 18,896 -------- -------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 71,604 $ 92,400 ======== ======== Note: Certain prior year's amounts have been reclassified to conform with current year presentation # # # -----END PRIVACY-ENHANCED MESSAGE-----