FORM
6-K
SECURITIES
AND EXCHANGE COMMISSION
Washington
D.C. 20549
Report of
Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16 Under
The
Securities Exchange Act of 1934
For the
month of May, 2009
Commission
File Number: 0-19415
MAGIC
SOFTWARE ENTERPRISES LTD.
(Translation
of Registrant’s Name into English)
5
HaPlada Street, Or-Yehuda, Israel 60218
(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 o
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by RegulationS-T Rule
101(b)(1): N/A
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by RegulationS-T Rule
101(b)(7): N/A
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 o No x
If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82- N/A
CONTENTS
This
report on Form 6-K of MAGIC SOFTWARE ENTERPRISES Ltd. consists of the following
documents, which are attached hereto and incorporated by reference
herein:
1. Magic
Software Reports Results for the First Quarter 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.
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Date:
May 11, 2009
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Magic
Software Enterprises Ltd
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By: /s/ Amit Birk
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Amit
Birk
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|
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VP, General Counsel
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EXHIBIT
INDEX
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Exhibit Number
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Description
of Exhibit
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10.1
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Magic
Software Reports Results for the First Quarter
2009
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Exhibit
10.1
PRESS
RELEASE
Magic
Software Reports Results for the First Quarter 2009
—
COMPANY REPORTS INCREASED PROFIT DESPITE CHALLENGING ECONOMIC CONDITIONS
—
Or Yehuda, Israel, May 11,
2009 — Magic
Software Enterprises Ltd. (NASDAQ: MGIC), a provider of application platforms
and business and
process integration solutions, today announced its financial results for
the first quarter, ended March 31, 2009. All references to $ are to US
Dollars.
Financial
Highlights
|
·
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Total
revenues were $13.8 million, a decrease of 9% compared to $15.1 million in
the first quarter of 2008. The decrease is primarily a result of a
strengthened dollar rate, which accounted for approximately 6% of the
total revenue decrease. Recession factors in the US and Japan also
accounted for approximately 3% of the decrease in revenue compared to the
parallel period of 2008.
|
|
·
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Operating
income amounted to $0.7 million, compared to a loss of $0.1
million recorded in the same period of
2008.
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·
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Net
income totaled $0.7 million compared to $0.1 million in the first
quarter of 2008.
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·
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Net
income on a non-GAAP basis was $0.9 million compared to $0.3 million in
the first quarter of 2008.
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·
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Total
cash and short-term investments as of March 31, 2009 increased by 10% to
$36.0 million compared to $32.6 million as of December 31,
2008.
|
Comments
of Management
Guy
Bernstein, Chairman of Magic Software, commented on the results: “While the
current environment remains challenging with longer sales cycles, our growth
drivers continue to remain in place. We see increasing demand for our
application platform and business integration solutions, especially as these
products can enhance business competitiveness during economic downturns. We plan
to remain cautious and focus on maintaining cost control and business
flexibility that will allow us to react swiftly to market evolutions as they
occur.”
Summary
of the Quarter
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·
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Magic
Software is now listed by Gartner as one of 13 strategic partners
and long-term providers of application infrastructure, [Yefim V.
Natis, Jess Thompson, Massimo Pezzini, Daniel Sholler, Kimihiko Iijima, ‘A
Summary of Magic Quadrants for Application Infrastructure’, 3rd March
2009, ID G00165017].
|
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·
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The
uniPaaS application platform continues to gain recognition among
authoritative media publications such as Forbes.com,
SoftwareCEO and
Computer
Business Review (CBR) in this
quarter.
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·
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Despite
the severe recession in Japan, the company has gained new Japanese
customers now using uniPaaS to develop
RIA.
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·
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Existing
application platform partners worldwide are showing increased interest in
migrating to uniPaaS to prepare for the new opportunities presented by RIA
and SaaS.
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·
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The
iBOLT business and process integration suite has new connectors and
adaptors for HL7 (healthcare), SAP R/3 and the Data Replicator for
Salesforce.com. The expanded iBOLT range has facilitated project wins in
Germany, the Netherlands, the United Kingdom and Japan, and has attracted
significant media attention from specialist IT media publications
including InsideCRM and
E3 in
Germany.
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Non-GAAP
Financial Measures
This
release includes non-GAAP operating income, net income, basic and diluted
earnings per share and other non-GAAP financial measures. These non-GAAP
measures exclude the following items:
|
-
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Amortization
of purchased intangible assets;
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-
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In-process
research and development capitalization and amortization
and;
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-
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Equity-based
compensation expense.
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Magic
Software’s management believes that the presentation of non-GAAP measures
provide useful information to investors and management regarding financial and
business trends relating to the Company’s financial condition and results of
operations as well as the net amount of cash generated by its business
operations after taking into account capital spending required to maintain or
expand the business.
These
non-GAAP financial measures are not in accordance with, or an alternative for,
generally accepted accounting principles and may be different from non-GAAP
financial measures used by other companies. In addition, these non-GAAP
financial measures are not based on any comprehensive set of accounting rules or
principles. Magic Software believes that non-GAAP financial measures have
limitations in that they do not reflect all of the amounts associated with Magic
Software’s results of operations as determined in accordance with GAAP and that
these measures should only be used to evaluate Magic Software’s results of
operations in conjunction with the corresponding GAAP measures.
Please
refer to the Reconciliation of Selected Financial Metrics from GAAP to Non-GAAP
tables below.
About
Magic Software
Magic
Software Enterprises Ltd. (NASDAQ: MGIC) is a leading provider of multiple-mode
application platform solutions – including Full Client, Rich Internet
Applications (RIA) or Software-as-a-Service (SaaS) modes - and business and
process integration solutions. Magic Software has offices in 10
countries and a presence in over 50, as well as a global network of ISV’s,
system integrators, value-added distributors and resellers, and consulting and
OEM partners. The company’s award-winning code-free solutions give
partners and customers the power to leverage existing IT resources, enhance
business agility and focus on core business priorities. Magic
Software’s technological approach, product roadmap and corporate strategy are
recognized by leading industry analysts. Magic Software has partnerships with
global IT leaders including SAP AG, salesforce.com, IBM and
Oracle. For more information about Magic Software and its products
and services, visit www.magicsoftware.com.
Except
for the historical information contained herein, the matters discussed in this
news release include forward-looking statements that may involve a number of
risks and uncertainties. Actual results may 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 here and abroad, release and sales of new products by strategic
resellers and customers, and other risk factors detailed in the Company's most
recent annual report and other filings with the Securities and Exchange
Commission.
Contacts
Hadas
Gazit-Kaiser, CFO
Magic
Software Enterprises Ltd.
Tel. +972
(0)3 538 9284
ir@magicsoftware.com
MAGIC
SOFTWARE ENTERPRISES LTD.
CONSOLIDATED
STATEMENTS OF OPERATIONS
U.S.
dollars in thousands (except per share data)
|
Three months ended
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||||||||
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March 31,
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||||||||
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2009
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2008
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|||||||
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Unaudited
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||||||||
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Revenues
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13,770 | 15,069 | ||||||
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Cost
of Revenues
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6,737 | 6,785 | ||||||
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Gross
profit
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7,033 | 8,284 | ||||||
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Research
and development, net
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339 | 560 | ||||||
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Selling,
general and administrative expenses
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5,954 | 7,860 | ||||||
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Total
operating expenses, net
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6,293 | 8,420 | ||||||
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Operating
income (loss)
|
740 | (136 | ) | |||||
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Financial
income, net
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64 | 180 | ||||||
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Other
income, net
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- | 39 | ||||||
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Income
before taxes on income
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804 | 83 | ||||||
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Taxes
on income
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90 | 23 | ||||||
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Income
after taxes on income
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714 | 60 | ||||||
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Equity
in losses of affiliates
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- | (8 | ) | |||||
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Net
income
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714 | 52 | ||||||
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Basic
net earnings per share
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0.02 | 0.00 | ||||||
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Diluted
net earnings per share
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0.02 | 0.00 | ||||||
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Weighted
average number of shares used in computing net earnings per
share
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||||||||
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Basic
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31,894 | 31,763 | ||||||
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Diluted
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31,938 | 32,001 | ||||||
MAGIC
SOFTWARE ENTERPRISES LTD.
RECONCILIATION
BETWEEN GAAP AND NON-GAAP
STATEMENTS
OF OPERATIONS FOR COMPARATIVE PURPOSES
U.S.
dollars in thousands (except per share data)
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Three months ended
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||||||||
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March 31,
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||||||||
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2009
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2008
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|||||||
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Unaudited
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||||||||
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GAAP
operating income (loss)
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740 | (136 | ) | |||||
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Amortization
of intangibles
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869 | 578 | ||||||
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Capitalization
of software development
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(755 | ) | (856 | ) | ||||
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Stock-based
compensation
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56 | 491 | ||||||
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Total
adjustments to GAAP
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170 | 213 | ||||||
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Non-GAAP
operating income
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910 | 77 | ||||||
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GAAP
net income
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714 | 52 | ||||||
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Total
adjustments to GAAP as above
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170 | 213 | ||||||
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Non-GAAP
net income
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884 | 265 | ||||||
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Non-GAAP
basic net earnings per share
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0.03 | 0.01 | ||||||
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Weighted
average number of shares used in computing basic net earnings per
share
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31,894 | 31,763 | ||||||
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Non-GAAP
diluted net earnings per share
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0.03 | 0.01 | ||||||
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Weighted
average number of shares used in computing diluted net earnings per
share
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31,947 | 32,001 | ||||||
MAGIC
SOFTWARE ENTERPRISES LTD.
CONSOLIDATED
BALANCE SHEETS
U.S.
dollars in thousands
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March 31,
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December 31,
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|||||||
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2009
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2008
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|||||||
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(Unaudited)
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||||||||
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ASSETS
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||||||||
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CURRENT
ASSETS:
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||||||||
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Cash
and cash equivalents
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20,447 | 27,309 | ||||||
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Short-term
bank deposits
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12,645 | 1,810 | ||||||
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Available
for sale marketable securities
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2,918 | 3,469 | ||||||
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Trade
receivable, net
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11,746 | 13,140 | ||||||
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Other
accounts receivable and prepaid expenses
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2,152 | 1,933 | ||||||
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Current
assets of discontinued operations
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29 | 31 | ||||||
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Total
current Assets
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49,937 | 47,692 | ||||||
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LONG-TERM
INVESTMENTS:
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||||||||
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Severance
pay fund
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169 | 188 | ||||||
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Long-term
lease deposits
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326 | 290 | ||||||
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Total
long-term investments
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495 | 478 | ||||||
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Property
and equipment, net
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5,279 | 5,436 | ||||||
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Goodwill
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16,267 | 16,829 | ||||||
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Other
intangible assets, net
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10,542 | 10,656 | ||||||
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TOTAL
ASSETS
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82,520 | 81,091 | ||||||
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LIABILITIES
AND SHAREHOLDERS' EQUITY
|
||||||||
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CURRENT
LIABILITIES:
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||||||||
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Short-term
credit and current maturities of long term loans
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115 | 147 | ||||||
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Trade
payables
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2,943 | 2,988 | ||||||
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Deferred
revenues
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4,996 | 1,643 | ||||||
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Accrued
expenses and other accounts payable
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7,387 | 8,779 | ||||||
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Current
liabilities of discontinued operations
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355 | 372 | ||||||
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Total
current liabilities
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15,796 | 13,929 | ||||||
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Long-term
loans
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77 | 33 | ||||||
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Accrued
severance pay
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341 | 374 | ||||||
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Total
non-current Liabilities
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418 | 407 | ||||||
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SHAREHOLDERS'
EQUITY
|
66,306 | 66,755 | ||||||
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TOTAL
LIABILITIES AND SHAREHOLDERS' EQUITY
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82,520 | 81,091 | ||||||