SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For May 4,, 2005
NICE-SYSTEMS LTD.
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(Translation of Registrant's Name into English) |
8 Hapnina Street, P.O. Box 690, Ra'anana, Israel
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(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 if the Registrant is submitting this Form 6-K in paper as
permitted by Regulations S-T Rule 101(b)(1):
Yes ____ No X
Indicate by check mark if the Registrant is submitting this Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7):
Yes ____ No X
Indicate by check mark whether by fur-nishing the information contained in this Form 6-K, 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 as-signed to the Registrant in connection with Rule 12g3-2(b): 82- _N/A__
Page 1 of 8 Pages
THIS REPORT ON FORM 6-K IS HEREBY INCORPORATED BY REFERENCE INTO NICE-SYSTEMS LTD.`S ("NICE") REGISTRATION STATEMENTS ON FORM F-3 (REGISTRATION STATEMENT NOS. 333-12350 AND 333-12996) AND NICE`S REGISTRATION STATEMENTS ON FORM S-8 (REGISTRATION STATEMENT NOS. 333-6784, 333-8146, 333-9350, 333-11842, 333-7414, 333-9352, 333-11154 , 333-13686, 333-111112 ,333-111113 AND 333-109766), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.
CONTENTS
This Report on Form 6-K of NICE consists of the following documents, which are attached hereto and incorporated by reference herein:
Press Release: Nice Systems Reports 2005 first Quarter Results.
____ 1 ____
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.
NICE-SYSTEMS LTD.
By: /s/ Ran Oz
Name: Ran Oz
Title: Corporate Vice President
And Chief Financial Officer
Dated: May 4, 2005
____ 2 ____
NICE Reports 2005 First Quarter Results
Highlights:
Q1 revenue at $66.1 million, up 13.3% from Q1 2004
Q1 gross margin improved to 55.3%
EPS was $0.29, up 107% from Q1 2004
Acquisition of Dictaphones CRS business on track
Ra'anana, Israel, May 4, 2005 - NICE Systems (NASDAQ: NICE), the global provider of advanced solutions that enable organizations to extract insight from interactions to drive performance, today announced results for the first quarter ending March 31, 2005.
First quarter 2005 revenue was $66.1 million, at the upper end of the Company's guidance range. First quarter revenue represents a 13.3% increase over $58.3 million in the same quarter of 2004.
First quarter gross margin was 55.3%, an improvement from the 53.8% reported in the first quarter of 2004.
The company reported a first quarter operating profit of $5.4 million and operating margins of 8.2%, compared with $2.0 million and 3.5% in the first quarter of 2004.
Net income from continuing operations, which excludes income from discontinued operations, was $5.8 million or $0.29 per fully diluted share in the first quarter of 2005, up from $2.6 million or $0.14 per fully diluted share in the same quarter of 2004. First quarter net income was $5.8 million, or $0.29 per fully diluted share, compared with net income of $5.9 million, or $0.32 per share, on a fully diluted basis, in the first quarter of 2004.
Total cash and equivalents at March 31, 2005 rose to $185.1 million, up from $165.9 million at December 31, 2004. DSO`s for the first quarter stood at 69 days.
Commenting on the quarter, Haim Shani, Chief Executive Officer of NICE, said, "After a great year in fiscal 2004, we got off to an outstanding start in fiscal 2005. We are seeing a general growth in demand for our Insight from Interactions solutions, both in the enterprise and security sector. And as a result of the increase in demand and further to the Company`s strong operating platform and business model we have achieved significant earnings growth rate and bottom line leverage."
"Last month we announced our acquisition of Dictaphone`s Communications Recording Systems business, which strengthens our leadership positions in each of our key sectors, and the transaction is progressing according to plan."
"We reiterate our annual guidance, with revenues at $295 - $300 million and pro-forma EPS at $1.50 - 1.60. For the second quarter of 2005, we expect to see 9%-14% growth in revenues to $67-$70 million from the $61.3 million reported in the second quarter of last year. In terms of earnings, we expect a 33%-50% increase over second quarter 2004 EPS of $0.24, to between $0.32 and $0.36 per share."
Conference Call
NICE will host a conference call to discuss the results and its business outlook today at 8:30 a.m. EST (15:30 Israel). The call will be broadcast live on the internet via NICE's website at www.nice.com. A telephone replay will be available for up to 72 hours after the call. The replay information: US Toll-free: 1-866-276-1485; International: +972-3-925-5930; Israel: 03-925-5930.
About NICE
NICE Systems (NASDAQ: NICE) is the leading provider of Insight from Interactions, based on advanced content analytics of telephony, web, radio and video communications. NICE's solutions improve business and operational performance, as well as security. NICE has over 15,000 customers in 100 countries, including the world's top 10 banks and 65% of the Fortune 100. More information is available at www.nice.com.
Trademark Note: 3600 View, Agent@home, Big Picture
Technology, Executive Connect, Executive Insight*, Experience Your Customer,
Investigator, Lasting Loyalty, Listen Learn Lead, MEGACORDER, Mirra, My
Universe, NICE, NiceAdvantage, NICE Analyzer, NiceCall, NiceCLS, NiceCMS, NICE
Feedback, NiceFix, NiceGuard, NICE Learning, NICE Link, NiceLog, NICE Perform,
ScreenSense, NiceScreen, NiceSoft, NICE Storage Center, NiceTrack,
NiceUniverse, NiceUniverse LIVE, NiceVision, NiceVision Harmony, NiceVision
Mobile, NiceVision Pro, NiceVision Virtual, NiceWatch, Renaissance, Secure Your
Vision, Tienna, Wordnet and other product names and services mentioned herein
are trademarks and registered trademarks of NICE Systems Ltd. All other
registered and unregistered trademarks are the property of their respective
owners.
*Only in Australia
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Media |
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Galit Sadan |
NICE Systems galit.sadan@nice.com |
972-9-775-3745 |
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Investors |
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Amit Scheinmann |
NICE Systems ir@nice.com |
972-9-775-3026 |
This press release contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are based on the current expectations of the management of NICE Systems Ltd. (the Company) only, and are subject to a number of risk factors and uncertainties, including but not limited to changes in technology and market requirements, decline in demand for the Company's products, inability to timely develop and introduce new technologies, products and applications, difficulties or delays in absorbing and integrating acquired operations, products, technologies and personnel, loss of market share, pressure on pricing resulting from competition, and inability to maintain certain marketing and distribution arrangements, which could cause the actual results or performance of the Company to differ materially from those described therein. We undertake no obligation to update these forward-looking statements. For a more detailed description of the risk factors and uncertainties affecting the company, refer to the Company's reports filed from time to time with the Securities and Exchange Commission.
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NICE SYSTEMS LTD. AND SUBSIDIARIES |
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CONSOLIDATED STATEMENTS OF OPERATIONS |
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U.S. dollars in thousands (except per share amounts) |
||||
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Three months ended |
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March 31, |
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2004 |
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2005 |
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Unaudited |
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Unaudited |
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Revenue |
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Product |
$ 41,397 |
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$ 47,277 |
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Services |
16,946 |
|
18,845 |
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Total revenue |
58,343 |
|
66,122 |
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|
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Cost of revenue |
|
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Product |
14,855 |
|
15,557 |
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Services |
12,123 |
|
13,991 |
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Total cost of revenue |
26,978 |
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29,548 |
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Gross Profit |
31,365 |
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36,574 |
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Operating Expenses: |
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Research and development, net |
6,215 |
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6,756 |
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Selling and marketing |
15,261 |
|
16,069 |
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General and administrative |
7,865 |
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8,340 |
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Total operating expenses |
29,341 |
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31,165 |
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Operating income |
2,024 |
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5,409 |
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Financial income, net |
901 |
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1,052 |
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Income before taxes on income |
2,925 |
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6,461 |
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Taxes on income |
310 |
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685 |
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|
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Net income from continuing operations |
2,615 |
|
5,776 |
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|
|
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Net income from discontinued operation |
3,236 |
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- |
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|
|
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Net income |
$ 5,851 |
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$ 5,776 |
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Basic income per share from continuing operations |
$ 0.15 |
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$ 0.31 |
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Basic income per share from discontinued operation |
$ 0.19 |
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- |
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Basic income per share |
$ 0.34 |
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$ 0.31 |
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Diluted income per share from continuing operations |
$ 0.14 |
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$ 0.29 |
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Diluted income per share from discontinued operation |
$ 0.17 |
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- |
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Diluted income per share |
$ 0.32 |
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$ 0.29 |
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Weighted average number of shares |
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outstanding used to compute: |
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Basic income per share |
17,107 |
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18,411 |
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Diluted income per share |
18,568 |
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19,861 |
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NICE SYSTEMS LTD. AND SUBSIDIARIES |
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CONDENSED CONSOLIDATED BALANCE SHEETS |
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U.S. dollars in thousands |
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|||
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December 31, |
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March 31, |
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2004 |
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2005 |
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Audited |
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Unaudited |
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ASSETS |
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CURRENT ASSETS: |
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Cash and cash equivalents |
$ 26,579 |
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$ 25,420 |
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Short-term bank deposits |
175 |
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161 |
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Marketable securities |
24,348 |
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41,486 |
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Trade receivables |
46,407 |
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49,365 |
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Other receivables and prepaid expenses |
7,937 |
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8,617 |
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Inventories |
12,615 |
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11,306 |
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Assets of discontinued operation |
652 |
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652 |
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Total current assets |
118,713 |
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137,007 |
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LONG-TERM INVESTMENTS: |
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Long-term marketable securities |
114,805 |
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118,024 |
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Other long-term investments |
9,410 |
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9,324 |
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Total long-term investments |
124,215 |
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127,348 |
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PROPERTY AND EQUIPMENT, NET |
16,981 |
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16,247 |
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OTHER ASSETS, NET |
38,410 |
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36,064 |
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TOTAL ASSETS |
$ 298,319 |
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$ 316,666 |
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LIABILITIES AND SHAREHOLDERS' EQUITY |
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CURRENT LIABILITIES: |
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Trade payables |
$ 11,975 |
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$ 15,037 |
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Accrued expenses and other liabilities |
55,302 |
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59,860 |
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Liabilities of discontinued operation |
8 |
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8 |
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Total current liabilities |
67,285 |
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74,905 |
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LONG-TERM LIABILITIES |
8,163 |
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8,068 |
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SHAREHOLDERS' EQUITY |
222,871 |
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233,693 |
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TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY |
$ 298,319 |
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$ 316,666 |
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NICE SYSTEMS LTD. AND SUBSIDIARIES |
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CONSOLIDATED CASH FLOW STATEMENTS |
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U.S. dollars in thousands |
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Three months ended |
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March 31, |
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2004 |
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2005 |
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Unaudited |
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Unaudited |
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Cash flows from operating activities: |
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Net income |
$ 5,851 |
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$ 5,776 |
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Less income for the period from discontinued operation |
(3,236) |
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- |
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Adjustments required to reconcile net income to net cash |
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provided by operating activities: |
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Depreciation and amortization |
3,510 |
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3,009 |
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Accrued severance pay, net |
(9) |
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(49) |
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Amortization of discount (premium) and accrued interest |
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on marketable securities |
303 |
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280 |
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Decrease (increase) in trade receivables |
1,541 |
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(3,477) |
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Decrease (increase) in other receivables and prepaid expenses |
1,145 |
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(759) |
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Decrease in inventories |
285 |
|
229 |
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Increase (decrease) in trade payables |
(1,598) |
|
3,097 |
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Increase (decrease) in accrued expenses and other liabilities |
(99) |
|
4,700 |
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Other |
11 |
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37 |
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Net cash provided by operating activities from continuing operations |
7,704 |
|
12,843 |
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Net cash provided by operating activities from discontinued operation |
204 |
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- |
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Net cash provided by operating activities |
7,908 |
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12,843 |
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Cash flows from investing activities: |
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Purchase of property and equipment |
(1,838) |
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(1,378) |
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Investment in short-term bank deposits |
(7) |
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(21) |
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Proceeds from short-term bank deposits |
47 |
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33 |
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Proceeds from maturity of short-term marketable securities |
7,300 |
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83,485 |
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Investment in short-term marketable securities |
- |
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(95,050) |
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Proceeds of call of long-term held-to-maturity marketable securities |
15,800 |
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- |
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Investment in long-term held-to-maturity marketable securities |
(35,355) |
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(9,072) |
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Capitalization of software development costs |
(443) |
|
(217) |
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Decrease in accrued acquisition costs |
(75) |
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- |
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Payment in respect of terminated contract from TCS acquisition |
(1,483) |
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- |
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Proceeds from related party in respect of TCS acquisition |
4,013 |
|
2,531 |
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Net cash used by investing activities from continuing operations |
(12,041) |
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(19,689) |
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Net cash provided by investing activities from discontinued operation |
4,136 |
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- |
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Net cash used by investing activities |
(7,905) |
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(19,689) |
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Cash flows from financing activities: |
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Proceeds from issuance of shares and exercise of share options, net |
8,022 |
|
5,703 |
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Net cash provided by financing activities |
8,022 |
|
5,703 |
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|
|
|
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Effect of exchange rate changes on cash |
(6) |
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(16) |
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|
|
|
|
|
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Increase (decrease) in cash and cash equivalents |
8,019 |
|
(1,159) |
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Cash and cash equivalents at beginning of period |
29,859 |
|
26,579 |
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|
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Cash and cash equivalents at end of period |
$37,878 |
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$25,420 |
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____ 3 ____