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 July 2007
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, 333-127013 and 333-141654.
RADVision Ltd.
6-K Items
1. Press release re RADVISION Reports Strong Second Quarter 2007 Results
dated July 24, 2007.
ITEM 1
Press Release Source: RADVISION
RADVISION Reports Strong Second Quarter 2007 Results
Tuesday July 24, 8:00 am ET
Revenues Reach Second Quarter Record of $24.7 Million
GAAP Diluted EPS Is $0.16; Non-GAAP Diluted EPS Is $0.22 before FAS123R Effect
TEL AVIV, Israel--(BUSINESS WIRE)--RADVISION(R) (Nasdaq: RVSN - News) today
announced that revenues for the second quarter of 2007 reached a record for the
quarter of $24.7 million, a 12% increase from $22.0 million reported in the
second quarter of 2006.
Operating income for the second quarter of 2007 was $1.7 million compared with
$2.1 million in the second quarter of 2006. Excluding the effects of stock-based
compensation expense related to the adoption of FAS123R in both periods, the
Company had non-GAAP operating income of $3.1 million compared with $3.3 million
in the same period of 2006.
Net income for the second quarter of 2007 was $3.6 million, or $0.16 per diluted
share compared with $3.2 million or $0.14 per diluted share in the 2006 second
quarter. Excluding the effect of stock-based compensation expense which amounted
to $1.3 million or $0.06 per diluted in the 2007 second quarter and $1.2 million
or $0.06 per diluted share in 2006 second quarter, non-GAAP net income for the
second quarter of 2007 was $5.0 million or $0.22 per diluted share compared with
$4.4 million or $0.20 per diluted share reported in the second quarter of 2006.
The Company had forecast that 2007 second quarter revenues would approximate
$25.0 million and that net income would approximate $3.7 million or $0.16 per
diluted share including stock-based compensation expense. Excluding the effect
of stock-based compensation expense, the Company expected second quarter 2007
non-GAAP net income to be $5.1 million or $0.22 per diluted share.
Business unit revenues for the second quarter of 2007 consisted of $18.8 million
in Networking Business Unit (NBU) sales, representing an increase of 17% from
the second quarter of 2006, and $5.9 million in Technology Business Unit (TBU)
sales, which were 1% below the second quarter of 2006. NBU and TBU revenues
approximated the Company's forecast of $19.0 million and $6.0 million,
respectively.
For the first six months of 2007, revenues were $49.0 million, operating income
was $3.6 million and net income was $7.2 million or $0.31 per diluted share.
This compares with revenues of $42.1 million, operating income of $4.0 million
and net income was $6.1 million or $0.27 per diluted share in the first six
months of 2006. Excluding the effect of stock-based compensation expense (which
amounted to $2.7 million or $0.12 per diluted in the first six months of 2007
and $2.2 million or $0.10 per diluted share for the first six months of 2006),
non-GAAP operating income for the first six months of 2007 was $6.2 million and
net income was $9.8 million or $0.43 per diluted share compared with non-GAAP
operating income of $6.3 million and net income of $8.4 million or $0.37 per
diluted share for the first six months of 2006.
The Company ended the second quarter of 2007 with approximately $131.9 million
in cash and liquid investments, equivalent to $5.93 per basic share, a decrease
of $23.9 million from March 31, 2007. The decrease reflects the use of $16.7
million for the repurchase of 814,511 Company shares, $2.4 million of capital
expenditures and $7.0 million of cash flow used for operations (including a $4.0
million payment for the purchase of a patent portfolio) offset by proceeds of
$2.2 million from the exercise of options.
Boaz Raviv, Chief Executive Officer, commented: "Our progress in the room
conferencing market continues to drive our growth. Our revenues from room
conferencing increased 19% from the second quarter of 2006, which included $2.7
of revenues from the DVSII project. Excluding the 2006 DVSII revenues, our room
conferencing revenues grew 51% in the second quarter of 2007 over the comparable
period in 2006. Our channel partner relationships led by Cisco are essential to
our success. We also continue to focus on developing new solutions for the
unified communications marketplace.
"We reached a significant milestone in that effort in the second quarter with
the release and general availability of our SCOPIA(TM) Desktop videoconferencing
solution. SCOPIA Desktop, which is bundled with our SCOPIA(TM) MCU, extends room
conferencing-based systems to remote users who can fully participate in audio,
video and data collaboration from their PCs without complex software
installations, licensing fees or firewall transversal problems. Although SCOPIA
Desktop was released late in the quarter, it has enjoyed early success - several
universities purchased multiple SCOPIA platforms because of the SCOPIA Desktop
functionality.
"Revenues from our Mobility and Service Provider business unit grew 24% in the
second quarter. Approximately half of those revenues came from sales of 3G
gateways. We released the latest generation our SCOPIA(TM) 3G Gateway last
month. The balance was derived from our SCOPIA(TM) Interactive Video Platform,
which is used by mobile operators and application service providers to rapidly
develop and deploy new video services. We have developed iContact(TM) based on
our IVP to provide a total video solution for contact centers.
"Our Technology Business Unit remains at the forefront of developing next
generation technology. Sales and deal volume of our IMS (IP Multimedia
Subsystem) products were at record levels in the second quarter. We offer the
most comprehensive suite of IMS-compliant developer tools available."
Mr. Raviv concluded: "We continued to make strong progress in the second
quarter. Looking forward, we have important new product introductions scheduled
for later in the year and in 2008. We believe our future prospects are very
exciting."
Guidance
The following statements are forward-looking, and actual results may differ
materially.
The Company expects revenues for the third quarter of 2007 to be approximately
$25.0 million and net income to approximate $3.7 million or $0.16 per diluted
share. This includes stock-based compensation expense related to the adoption of
FAS123R of $1.4 million or $0.06 per diluted share. Excluding this item, third
quarter 2007 non-GAAP net income is expected to be $5.1 million or $0.23 per
diluted share. That compares to third quarter 2006 revenues of $23.6 million and
net income of $2.0 million or $0.09 per diluted share, which included a $1.9
million patent settlement reserve, equivalent to $0.09 per diluted share. It
also included stock-based compensation expense related to the adoption of
FAS123R of $1.2 million or $0.05 per diluted share. Excluding these items, net
income for the third quarter of 2006 was $5.1 million or $0.23 per diluted
share. (Full details are available on the Company's web site at
www.radvision.com.)
GAAP versus NON-GAAP Presentation
To supplement the consolidated financial statements presented in accordance with
generally accepted accounting principles ("GAAP"), the Company uses non-GAAP
measures of operating results, net income and earnings per share, which are
adjusted from results based on GAAP to exclude the expenses recorded for stock
compensation in accordance with SFAS 123(R). These non-GAAP financial measures
are provided to enhance overall understanding of the current financial
performance and prospects for the future. Specifically, the Company believes the
non-GAAP results provide useful information to both management, and investors as
these non-GAAP results exclude the expenses recorded for stock compensation in
accordance with SFAS 123(R) that the Company believes are not indicative of the
core operating results. Further, these non-GAAP results are one of the primary
indicators management uses for assessing the Company's 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.
Second Quarter 2007 Earnings Conference Call/Webcast
RADVISION will hold a conference call to discuss its second quarter 2007 results
and third quarter 2007 outlook, today, Tuesday, July 24, 2007 at 9:00 a.m.
(Eastern). To access the conference call, please dial 1-800-857-6028
(International dialers may call +1-210-234-0004) by 8:45 a.m. (Eastern). The
passcode "RADVISION" will be required to access the live conference call. A live
webcast of the conference call also will be available on the Company's website
and archived on the site until the next quarter. Simply click on the following
link or copy it onto your browser:
www.radvision.com/Corporate/Investors/FinancialReports/. A replay of the call
will be available beginning approximately one hour after the conclusion of the
call through 5:00 p.m. (Eastern) on July 31st. To access the replay, please dial
1-800-925-0240 (International dialers may call +1-402-998-0856).
The PowerPoint presentation highlighting key financial metrics as well as the
third quarter 2007 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 July 24th and will be archived on the website until
the end of the third quarter.
About RADVISION
RADVISION (Nasdaq: RVSN - News) is the industry's leading provider of
market-proven products and technologies for unified visual communications over
IP and 3G networks. With its complete set of standards-based video networking
infrastructure and developer toolkits for voice, video, data and wireless
communications, RADVISION is driving the unified communications evolution by
combining the power of video, voice, data and wireless - for high definition
videoconferencing systems, innovative converged mobile services, and highly
scalable video-enabled desktop platforms on IP, 3G and emerging next-generation
networks. For more information about RADVISION, visit 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-F. 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. AND ITS SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
U.S. dollars in thousands, except per share data
Three months ended Six months ended
June 30, June 30,
----------------------- -----------------------
2007 2006 2007 2006
-----------------------------------------------
Unaudited
-----------------------------------------------
Revenues $ 24,694 $ 22,004 $ 48,959 $ 42,140
Cost of revenues 4,833 4,429 9,838 8,080
----------- ----------- ----------- -----------
Gross profit 19,861 17,575 39,121 34,060
----------- ----------- ----------- -----------
Operating costs and
expenses:
Research and
development 7,650 6,160 15,315 11,905
Marketing and
selling 8,183 7,767 16,176 15,166
General and
administrative 2,292 1,515 4,050 2,976
----------- ----------- ----------- -----------
Total operating costs
and expenses 18,125 15,442 35,541 30,047
----------- ----------- ----------- -----------
Operating income 1,736 2,133 3,580 4,013
Financial income, net 1,806 1,433 3,527 2,704
----------- ----------- ----------- -----------
Income before taxes on
income 3,542 3,566 7,107 6,717
Tax benefit (expense) 84 (355) 58 (609)
----------- ----------- ----------- -----------
Net income $ 3,626 $ 3,211 $ 7,165 $ 6,108
=========== =========== =========== ===========
Basic net earnings per
Ordinary share $ 0.16 $ 0.14 $ 0.32 $ 0.28
=========== =========== =========== ===========
Weighted Average
Number of Shares
Outstanding During
the Period - Basic 22,255,258 22,216,021 22,282,586 22,105,694
=========== =========== =========== ===========
Diluted net earnings
per Ordinary share $ 0.16 $ 0.14 $ 0.31 $ 0.27
=========== =========== =========== ===========
Weighted Average
Number of Shares
Outstanding During
the Period - Diluted 22,945,898 22,604,467 23,040,875 22,532,464
=========== =========== =========== ===========
CONSOLIDATED STATEMENTS OF INCOME
U.S. dollars in thousands, except per share data
Reconciliation of GAAP to NON-GAAP Operating Results
To supplement the consolidated financial statements presented in accordance with
generally accepted accounting principles ("GAAP"), the Company uses non-GAAP
measures of operating results, net income and earnings per share, which are
adjusted from results based on GAAP to exclude the expenses recorded for stock
compensation in accordance with SFAS 123(R). These non-GAAP financial measures
are provided to enhance overall understanding of the current financial
performance and prospects for the future. Specifically, the Company believes
the non-GAAP results provide useful information to both management, and
investors as these non-GAAP results exclude the expenses recorded for stock
compensation in accordance with SFAS 123(R) that the Company believes are not
indicative of the core operating results. Further, these non-GAAP results are
one of the primary indicators management uses for assessing the Company's
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. The following table reconciles the GAAP to
non-GAAP operating results:
Three months ended
June 30, 2007
-------------------------------------
(Unaudited)
-------------------------------------
Non GAAP
adjustment Non GAAP
GAAP results share-based results
(as reported) compensation Pro Forma
------------- ------------- ---------
Gross profit $19,861 $ 92 $19,953
Total operating costs and
expenses $18,125 $1,242 $16,883
Operating income $ 1,736 $1,334 $ 3,070
Income before taxes on income $ 3,542 $1,334 $ 4,876
Net income $ 3,626 $1,334 $ 4,960
============= ============= =========
Basic net earnings per Ordinary
share $ 0.16 $ 0.06 $ 0.22
============= ============= =========
Diluted net earnings per
Ordinary share $ 0.16 $ 0.06 $ 0.22
============= ============= =========
Three months ended
June 30, 2006
-------------------------------------
(Unaudited)
-------------------------------------
Non GAAP
adjustment Non GAAP
GAAP results share-based results
(as reported) compensation Pro Forma
------------- ------------- ---------
Gross profit $ 17,575 $ 96 $17,671
Total operating costs and
expenses $ 15,442 $ 1,119 $14,323
Operating income $ 2,133 $ 1,215 $ 3,348
Income before taxes on income $ 3,566 $ 1,215 $ 4,781
Net income $ 3,211 $ 1,215 $ 4,426
============= ============= =========
Basic net earnings per Ordinary
share $ 0.14 $ 0.06 $ 0.20
============= ============= =========
Diluted net earnings per
Ordinary share $ 0.14 $ 0.06 $ 0.20
============= ============= =========
CONSOLIDATED STATEMENTS OF INCOME
U.S. dollars in thousands, except per share data
Six months ended
June 30, 2007
-------------------------------------
(Unaudited)
-------------------------------------
Non GAAP
adjustment Non GAAP
GAAP results share-based results
(as reported) compensation Pro Forma
------------- ------------- ---------
Gross profit $ 39,121 $ 188 $39,309
Total operating costs and
expenses $ 35,541 $ 2,476 $33,065
Operating income $ 3,580 $ 2,664 $ 6,244
Income before taxes on income $ 7,107 $ 2,664 $ 9,771
Net income $ 7,165 $ 2,664 $ 9,829
============= ============= =========
Basic net earnings per Ordinary
share $ 0.32 $ 0.12 $ 0.44
============= ============= =========
Diluted net earnings per
Ordinary share $ 0.31 $ 0.12 $ 0.43
============= ============= =========
Six months ended
June 30, 2006
-------------------------------------
(Unaudited)
-------------------------------------
Non GAAP
adjustment Non GAAP
GAAP results share-based results
(as reported) compensation Pro Forma
------------- ------------- ---------
Gross profit $34,060 $ 165 $34,225
Total operating costs and
expenses $30,047 $2,078 $27,969
Operating income $ 4,013 $2,243 $ 6,256
Income before taxes on income $ 6,717 $2,243 $ 8,960
Net income $ 6,108 $2,243 $ 8,351
============= ============= =========
Basic net earnings per Ordinary
share $ 0.28 $ 0.10 $ 0.38
============= ============= =========
Diluted net earnings per
Ordinary share $ 0.27 $ 0.10 $ 0.37
============= ============= =========
CONSOLIDATED BALANCE SHEETS
U.S. dollars in thousands, except per share data
June 30, December 31,
2007 2006
--------- -----------------
Unaudited Audited
--------- -----------------
ASSETS
CURRENT ASSETS:
Cash and cash equivalents *) $ 12,665 $ 23,110
Short-term bank deposits *) 52,342 48,357
Short-term held-to-maturity marketable
securities *) 43,044 36,048
Trade receivables 17,725 12,866
Other accounts receivable and prepaid
expenses 5,733 5,838
Inventories 2,534 2,979
--------- -----------------
Total current assets 134,043 129,198
--------- -----------------
LONG-TERM INVESTMENTS AND RECEIVABLES:
Long-term bank deposits *) - 11,365
Long-term held-to-maturity marketable
securities *) 23,853 26,691
Long-term prepaid expenses 1,788 -
Severance pay fund 3,851 3,481
Long term deferred tax asset 3,119 2,797
--------- -----------------
Total long-term investments and
receivables 32,611 44,334
--------- -----------------
Property and equipment, net 5,580 3,609
--------- -----------------
Goodwill 2,966 2,966
--------- -----------------
Other intangible assets, net 1,907 2,452
--------- -----------------
Total assets $ 177,107 $ 182,559
========= =================
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Trade payables $ 2,132 $ 2,919
Deferred revenues 6,764 8,748
Accrued expenses and other accounts
payable 11,349 13,870
--------- -----------------
Total current liabilities 20,245 25,537
--------- -----------------
Accrued severance pay 5,090 4,417
--------- -----------------
Total liabilities 25,335 29,954
--------- -----------------
SHAREHOLDERS' EQUITY:
Ordinary shares of NIS 0.1 par value 234 228
Additional paid-in capital 132,610 126,944
Treasury stock (12,959)- (1,670)
Accumulated other comprehensive income (21) -
Retained earnings 31,908 27,103
--------- -----------------
Total shareholders' equity 151,772 152,605
--------- -----------------
Total liabilities and shareholders' equity $ 177,107 $ 182,559
========= =================
*) Total cash and liquid investments $ 131,904 $ 145,571
========= =================
CONSOLIDATED STATEMENTS OF CASH FLOWS
U.S. dollars in thousands
Six months ended
June 30,
-------------------
2007 2006
--------- ---------
Unaudited
-------------------
Cash flows from operating activities:
--------------------------------------------------
Net income $ 7,165 $ 6,108
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 1,843 1,388
Accrued interest and amortization of premium
on held-to-maturity marketable securities and
bank deposits, net (141) (587)
Amortization of deferred stock compensation 2,664 2,243
Tax benefit relating to loss carry forwards
resulting from exercise of stock options (167) (377)
Increase in trade receivables, net (4,859) (888)
Decrease in other accounts receivable and
prepaid expenses 864 813
Decrease (increase) in inventories 445 (2,151)
Increase in long-term prepaid expenses (1,788) -
Increase in deferred tax asset (1,125) (54)
Increase (decrease) in trade payables (787) 2,134
Increase (decrease) in deferred revenues (1,984) 463
Increase (decrease) in other accounts payable
and accrued expenses (2,375) 972
Accrued severance pay, net 303 139
--------- ---------
Net cash provided by operating activities 58 10,203
--------- ---------
Cash flows from investing activities:
--------------------------------------------------
Proceeds from redemption of held-to-maturity
marketable securities 26,631 27,379
Purchase of held-to-maturity marketable
securities (30,548) (40,815)
Proceeds from withdrawal of bank deposits 84,107 7,103
Purchase of bank deposits (76,827) (27,203)
Purchase of property and equipment (3,269) (1,236)
--------- ---------
Net cash provided by (used in) investing
activities 94 (34,772)
--------- ---------
Cash flows from financing activities:
--------------------------------------------------
Purchase of treasury shares at cost (16,714) -
Issuance of Ordinary shares and treasury stock
for cash upon exercise of options 5,950 3,573
Tax benefit related to exercise of stock options 167 377
--------- ---------
Net cash provided by financing activities (10,597) 3,950
--------- ---------
Decrease in cash and cash equivalents (10,445) (20,619)
Cash and cash equivalents at beginning of period 23,110 32,927
--------- ---------
Cash and cash equivalents at end of period $ 12,665 $ 12,308
========= =========
Supplemental disclosure of non-cash flows from
investing and financing activities:
--------------------------------------------------
Receivables on account of shares $ 44 $ 91
========= =========
Contact:
Corporate:
RADVISION
Tsipi Kagan, +1-201-689-6340
Chief Financial Officer
cfo@radvision.com
or
Investor Relations:
Comm-Partners LLC
June Filingeri, +1-203-972-0186
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: July 24, 2007