SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
F O R M 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 April 2006
RADVISION LTD.
(Name of Registrant)
24 Raoul Wallenberg Street, Tel Aviv 69719, Israel
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will
file annual reports under cover of 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 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 [ ] No [X]
If "Yes" is marked, indicate below the file number assigned to
the registrant in connection with Rule 12g3-2(b): 82-___________
This Form 6-K is being incorporated by reference into the Registrant's Form S-8
Registration Statements File Nos. 333-45422, 333-53814, 333-55130, 333-66250,
333-82488, 333-104377, 333-116964 and 333-127013.
RADVision Ltd.
6-K Items
1. Press release re RADVISION Reports Record First Quarter 2006 Results
dated April 27, 2006.
ITEM 1
Press Release Source: RADVISION Ltd.
RADVISION Reports Record First Quarter 2006 Results
Thursday April 27, 8:00 am ET
EPS of $0.13 Exceeds Forecast
Revenues Are on Target at $20.1 Million
FAIR LAWN, N.J.--(BUSINESS WIRE)--April 27, 2006--RADVISION (Nasdaq: RVSN -
News) today announced that revenues for the first quarter of 2006 were $20.1
million, representing a 24% increase from $16.3 million reported in the first
quarter of 2005 and on target with the Company's forecast.
Operating income for the first quarter of 2006 was $1.9 million. Excluding the
effect of stock-based compensation expense related to the adoption of FAS123R,
the Company reported operating income of $2.9 million. This compares with
operating income of $1.9 million in the first quarter of 2005.
Net income for the 2006 first quarter was $2.9 million, or $0.13 per diluted
share. Excluding the effect of stock-based compensation expense, net income was
$3.9 million or $0.17 per diluted share. This compares with $2.5 million or
$0.11 per diluted share reported in the 2005 first quarter.
The Company had forecast that 2006 first quarter net income would be $2.1
million or $0.09 per diluted share including the effect of stock-based
compensation. The Company's forecast for net income excluding the effect of
stock-based compensation expense was $3.3 million, or $0.14 per diluted share.
Business unit revenues for the first quarter of 2006 consisted of $14.1 million
in Networking Business Unit (NBU) sales and $6.0 million in Technology Business
Unit (TBU) sales, representing increases of 32% and 8%, respectively, over the
first quarter of 2005 and in line with the Company's forecast.
The Company ended the first quarter of 2006 with approximately $135.7 million in
cash and liquid investments, an increase of $10.7 million from December 31,
2005, and equivalent to $6.17 per basic share. The increase reflects cash flow
of $8.5 million from operations and income of $3.0 million from the exercise of
options, offset by $800,000 in capital expenditures.
Boaz Raviv, Chief Executive Officer, commented: "The 23% increase in our
revenues led to a record first quarter for RADVISION. This included an
additional $1.8 million in revenues from the Defense Information Systems Agency
(DISA) DVS-II project for the U.S. Department of Defense that we won with
Northrop Grumman and Cisco in the fourth quarter of 2005. These revenues related
to sales of key network access components and were made through Cisco. We also
saw strong growth in total revenues in the first quarter from Cisco, our largest
channel partner.
"Our first quarter results also include the contribution of Click to Meet(TM),
our desktop software solution, which we acquired in late March 2005. Our success
with Click to Meet is reflected in a 53% sequential increase in its sales as
well as in our announcement today that we have partnered with leading
conferencing service provider, InterCall, and with Glowpoint, the leader in
IP-based video communications services, to deliver an advanced video
conferencing service for use with the Microsoft(R) Office Live Meeting web
collaboration application by pairing it with Click to Meet. This follows our
first quarter announcement that Allstream, a leading Canadian communications
service provider, licensed Click to Meet to upgrade Live Meeting to video.
"3G revenues in our NBU grew 84% from the 2005 first quarter due to five
important wins in Asia Pacific and the contribution from a major deal in Europe
that was reported previously. In total, our 3G and desktop solutions represented
nearly half of our first quarter NBU revenues and we expect that they will be
significant levers for our future growth. We took an important step forward in
this regard with the expansion of our partnership with AETHRA, which will make
both our 3G and Click to Meet solutions available to their customers under the
AETHRA name.
"We also achieved continued growth in our TBU in the first quarter with strong
license sales for our 3G-324M and SIP toolkits, which are used by equipment
designers to develop products both for today's and tomorrow's technology for
video and multimedia services over wireless broadband. We introduced a Java
version of our SIP toolkit in the first quarter and were also pleased to win the
exclusive license from Microsoft to provide Live Communications
Server-Compatible SIP toolkits."
Mr. Raviv concluded: "Our accomplishments in the first quarter were built upon
our Company's distinctive vision and the path we have followed towards the
convergence of voice, video and data."
Guidance
The following statements are forward-looking, and actual results may differ
materially.
The Company expects revenues for the second quarter 2006 to be approximately
$21.5 million and net income to approximate $3.1 million or $0.14 per diluted
share. This includes stock-based compensation expense related to the adoption of
FAS123R of $1.2 million or $0.05 per diluted share. Excluding this item, second
quarter 2006 net income is expected to be $4.3 million or $0.19 per diluted
share. That compares to second quarter 2005 revenues of $17.5 million and net
income of $2.9 million or $0.13 per diluted share.
(Full details are available on the Company's web site at www.radvision.com.)
First Quarter 2006 Earnings Conference Call/Webcast
RADVISION will hold a conference call to discuss its first quarter 2006 results
and second quarter outlook, today, Thursday, April 27, 2006 at 9:00 a.m.
(Eastern). To access the conference call, please dial 1-888-323-2711
(International dialers can call +1-212-547-0460) by 8:45 a.m. The passcode
"RADVISION" will be required to access the live conference call. A live webcast
of the conference call also will be available in the Investor Relations section
of the company's website at www.radvision.com.
Simply click on the following link or copy it onto your browser:
www.radvision.com/CorporateInformation/Investors/IR_1Q06_webcast.htm.
A PowerPoint presentation highlighting key financial metrics as well as the
second quarter 2006 estimate also will be available in the Investor Relations
section of the company's website. The presentation will be available beginning
at 8:00 a.m. (Eastern) on April 27th and will be archived on the website until
the end of the second quarter. A replay of the call will be available beginning
approximately one hour after the conclusion of the call through 11:00 p.m.
(Eastern) on May 4th. To access the replay, please dial 1-800-294-50874
(International dialers can call +1-402-220-9780).
About RADVISION
RADVISION Ltd. (Nasdaq: RVSN - News) is the industry's leading provider of high
quality, scalable and easy-to-use products and technologies for
videoconferencing, video telephony, and the development of converged voice,
video and data over IP and 3G networks. For more information, please visit our
website at www.radvision.com
This press release contains forward-looking statements that are subject to risks
and uncertainties. Factors that could cause actual results to differ materially
from these forward-looking statements include, but are not limited to, general
business conditions in the industry, changes in demand for products, the timing
and amount or cancellation of orders and other risks detailed from time to time
in RADVISION's filings with the Securities Exchange Commission, including its
Annual Report on Form 20-Fj. These documents contain and identify other
important factors that could cause actual results to differ materially from
those contained in our projections or forward-looking statements. Stockholders
and other readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date on which they are
made. We undertake no obligation to update publicly or revise any
forward-looking statement.
RADVISION LTD.
Consolidated Statements of Income
Reconciliation of GAAP to NON-GAAP Operating Results(1)
(U.S. Dollars in thousands, except per share data)
Three months ended
March 31,
----------------------------------------------------
2006 2005
-------------------------------------- -----------
(Unaudited)
----------------------------------------------------
Non GAAP
adjustment
GAAP results share-based Non GAAP GAAP results
(as compensation results (as
reported) (1) Pro Forma reported)
------------ ------------- ------------ ------------
Revenues $ 20,136 $ - $ 20,136 $ 16,280
Cost of revenues 3,651 69 3,582 2,776
----------- ------------ ----------- -----------
Gross profit 16,485 69 16,554 13,504
----------- ------------ ----------- -----------
Operating costs
and expenses:
Research and
development 5,745 299 5,446 4,655
Marketing and
selling 7,399 439 6,960 5,757
General and
administrative 1,461 221 1,240 1,159
----------- ------------ ----------- -----------
Total operating
costs and
expenses 14,605 959 13,646 11,571
----------- ------------ ----------- -----------
Operating income 1,880 1,028 2,908 1,933
Financial income,
net 1,271 - 1,271 561
----------- ------------ ----------- -----------
Income before
taxes on income 3,151 1,028 4,179 2,494
Taxes on income,
net 254 - 254 -
----------- ------------ ----------- -----------
Net income $ 2,897 $ 1,028 $ 3,925 $ 2,494
=========== ============ =========== ===========
Basic net
earnings per
Ordinary share $ 0.13 $ 0.05 $ 0.18 $ 0.12
=========== ============ =========== ===========
Weighted average
number of shares
outstanding
during the
period - basic 21,995,368 21,995,368 20,714,218
=========== =========== ===========
Diluted net
earnings per
Ordinary share $ 0.13 $ 0.04 $ 0.17 $ 0.11
=========== ============ =========== ===========
Weighted average
number of shares
outstanding
during the
period - diluted 22,460,281 22,460,281 22,033,189
=========== =========== ===========
(1) To supplement our consolidated financial statements presented in accordance
with generally accepted accounting principles (GAAP), we use NON-GAAP
measures of operating results, net income and earnings per share, which are
adjusted from results based on GAAP to exclude the expenses we recorded for
stock compensation in accordance with SFAS 123R. These NON-GAAP financial
measures are provided to enhance overall understanding of our current
financial performance and our prospects for the future. Specifically, we
believe the NON-GAAP results provide useful information to both management,
and investors as these NON-GAAP results exclude the expenses we recorded for
stock compensation in accordance with SFAS 123R that we believe are not
indicative of our core operating results. Further, these NON-GAAP results
are one of the primary indicators management uses for assessing our
performance, allocating resources and planning and forecasting future
periods. These measures should be considered in addition to results prepared
in accordance with GAAP, but should not be considered a substitute for or
superior to GAAP results. These NON-GAAP measures may be different than the
NON-GAAP measures used by other companies.
RADVISION LTD.
Consolidated Balance Sheet
(U.S. Dollars in thousands)
March 31, Dec. 31,
2006 2005
--------- ---------
ASSETS Unaudited Audited
CURRENT ASSETS:
Cash and cash equivalents *) $ 17,137 $ 32,927
Short-term bank deposits *) 31,900 17,503
Short-term marketable securities *) 42,134 46,015
Trade receivables, net 8,712 12,257
Other accounts receivable and prepaid expenses 3,505 4,318
Inventories 3,520 2,593
-------- --------
Total current assets 106,908 115,613
-------- --------
LONG-TERM INVESTMENTS AND RECEIVABLES:
Long-term bank deposits *) 16,343 11,395
Long-term marketable securities *) 28,145 17,111
Severance pay fund 2,958 2,931
-------- --------
Total long-term investments and receivables 47,446 31,437
-------- --------
Property and equipment, net 3,551 3,190
-------- --------
Goodwill 2,966 2,966
-------- --------
Intangible assets, net 3,269 3,542
-------- --------
Total assets $164,140 $156,748
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Trade payables $ 1,495 $ 1,783
Deferred revenues 8,777 8,533
Accrued expenses and other accounts payable 12,087 12,122
-------- --------
Total current liabilities 22,359 22,438
-------- --------
Accrued severance pay 3,903 3,643
-------- --------
Total liabilities 26,262 26,081
-------- --------
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY:
Share capital 226 218
Additional paid-in capital 119,724 116,446
Deferred stock compensation 1,028 -
Retained earnings (accumulated deficit) 16,900 14,003
-------- --------
Total shareholders' equity 137,878 130,667
-------- --------
Total liabilities and shareholders' equity $164,140 $156,748
======== ========
*) Total cash and liquid investments $135,659 $124,951
======== ========
Contact:
Corporate:
RADVISION Ltd.
Tsipi Kagan, 201-689-6340
cfo@radvision.com
or
Investor Relations:
Comm-Partners LLC
June Filingeri, 203-972-0186
junefil@optonline.net
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.
RADVISION LTD.
(Registrant)
By /s/Arnold Taragin
-----------------
Arnold Taragin
Corporate Vice President and General Counsel
Date: April 27, 2006