F O R M 6-K
REPORT OF FOREIGN
ISSUER PURSUANT TO RULE 13a-16 OR
15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
Optibase Ltd.
2 Gav Yam Center
7 Shenkar St
P.O.Box , 2170
Herzliya 46120
Israel
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or 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. |
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- N/A |
Exhibit | |
Number | Description of Document |
99.1 | Press Release describing Second Quarter 2003 Results |
2
Pursuant to the requirements of the Section 12 of the Securities Exchange Act of 1934, the registrant certifies that it meets all the requirements for filing on Form 6-K and has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
OPTIBASE LTD. (Registrant) BY: /S/ Zvi Halperin Zvi Halperin President and Chief Financial Officer |
Date: July 29, 2003
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FOR: |
OPTIBASE, LTD. |
OPTIBASE | Yael Raz |
CONTACT: | +972 99709 255 |
yaelp@optibase.com | |
KCSA | Jeff Corbin/Lee Roth |
CONTACTS: | (212) 896-1214/(212) 896-1209 |
jcorbin@kcsa.com,
lroth@kcsa.com |
FOR IMMEDIATE RELEASE
OPTIBASE,
LTD. REPORTS SECOND QUARTER 2003 RESULTS Company shows profitability and 11% increase in revenues sequentially |
HERZLIYA, Israel, July 29, 2003
Optibase, Ltd. (NASDAQ: OBAS), a leader in digital streaming solutions over
broadband networks, today announced second quarter results for the period ended June 30,
2003.
Revenues
for the second quarter ended June 30, 2003 were $4.8 million, compared with
$5.1 million for the same period a year ago, and compared with $4.4 million in
the first quarter of 2003. Pro forma net income for the second quarter, excluding the
effects of acquisition related costs, stock option charges, impairment of other long term
investment and equity in loss of affiliate (the Cost and Charges), was $1.6
million, or $0.13 per basic and diluted share, based on 12.37 (basic) and
12.5 (diluted) million weighted average shares outstanding, compared with pro forma
net loss of $(700,000), or $(0.06) per basic and diluted share, based on 12.2 million
weighted average shares outstanding, for the second quarter of 2002. Sequentially, pro
forma net income, excluding the effects of the Cost and Charges, increased approximately
$1.2 million from a pro forma net income of $390,000, or $0.03, per basic and diluted
share.
For
the six months ended June 30, 2003, revenues totaled $9.2 million, compared with
$12.1 million for the same period in 2002. Pro forma net income, excluding the
effects of the Cost and Charges, was $2 million, or $0.16 per basic and diluted share,
compared with a pro forma net loss of $(574,000), or $(0.05) per basic and diluted share,
for the same period in 2002.
OPTIBASE REPORTS/2
Including
the effects of the Cost and Charges, net income for the three and six months ended June
30, 2003 was $1.3 million and $268,000, or $0.11 and $0.02 per basic and diluted
share, respectively, based on approximately 12.37 (basic) and 12.5 million (diluted)
and 12.36 million weighted average shares outstanding. This compares to net loss of $(8.4)
million and $(10.1) million, or $(0.69) and $(0.83) per basic and diluted share
respectively, based on approximately 12.2 and 12.1 (basic and diluted) million weighted
average shares for the same periods in 2002.
As
of June 30, 2003, the Company had cash, cash equivalents and other financial investments
of $48.8 million, and shareholders equity of $51.7 million. Financial
income net, for the second quarter totaled $2.8 million, of which $2.1 million was
attributed to financial capital gains on marketable securities.
Commenting
on the second quarter results, Zvi Halperin, President and Chief Financial Officer of
Optibase, said, For several years, Optibase has worked diligently developing its
carrier grade MediaGateway TV streaming platform, MGW 5100. We are happy to announce that
following the products launch in December of 2002, we have successfully secured a
number of orders from several telecom operators. Revenues derived from the MGW 5100 in the
second quarter of 2003, were approximately $700,000. As additional MGW 5100 installations
are underway in North America and in other international markets, we are optimistic that
we will see an increase in revenues from this product line in the third quarter.
Mr.
Halperin added, We are pleased that the second quarter of 2003 saw a
continuation of the trend of sequential revenue growth that began in the third
quarter of 2002. While our business in Asia was negatively impacted this quarter
as a result of the general difficulty within the region as well as the SARS
epidemic, our financial income and carrier grade MediaGateway business offset
this and enabled Optibase to be profitable.
He
concluded, During the second quarter we actively marketed our products at a number
of major North American industry events, including NAB (National Association of
Broadcasters) and Infocomm. These efforts have resulted in the generation of both sales
leads and orders. As a result, Optibase is on its way to achieving profitability on an
operational basis. With sales of the MGW 5100 now taking place, we believe that Optibase
is poised to take advantage of the hard work that it has exerted over the past several
years.
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OPTIBASE REPORTS/3
Conference Call: Optibase has scheduled a conference call for 10 a.m. EDT, July 29, 2003, to discuss the second quarter results. Interested parties may access the conference call over the Internet via, www.kcsa.com. To listen to the live call, please go to the KCSA Web site at least 15 minutes early to register, download and install any necessary audio software.
About Optibase
Optibase, Ltd. provides high-quality,
cost-effective products that enable the preparation and delivery of MPEG-based digital
media over broadband networks. Optibase has created a breadth of product offerings used in
applications, such as: real-time video streaming; digital video archiving; distance
learning; and business television. Headquartered in Israel, Optibase operates through its
fully-owned subsidiary in Mountain View, California and offices in Europe, Japan and
China. Optibase products are marketed in over 40 countries through a combination of direct
sales, independent distributors, system integrators and OEM partners. For more
information, please visit www.optibase.com.
This news release contains forward-looking statements concerning our marketing and operations plans. These statements involve a number of risks and uncertainties including, but not limited to, risks related to the evolving market for digital video, competition, our ability to manage growth and expansion, general economic conditions and other risk factors. For a more detailed discussion of these and other risks that may cause actual results to differ from the forward looking statements in this news release, please refer to Optibases Registration Statement on Form F-1 filed with the United States Securities and Exchange Commission.
This release and prior releases are available on the Companys Web site at www.optibase.com.
This release and prior releases are also available on the KCSA Public Relations Worldwide Web site at www.kcsa.com.
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OPTIBASE REPORTS/4
Six months ended | Three months ended | |||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
June 30 2003 $ Unaudited |
June 30 2002 $ Unaudited |
June 30 2003 $ Unaudited |
June 30 2002 $ Unaudited |
|||||||||||
Revenues | 9,173 | 12,066 | 4,816 | 5,061 | ||||||||||
Gross profit | 5,085 | 6,793 | 2,658 | 2,839 | ||||||||||
Operating expenses: | ||||||||||||||
Research and development, net | 2,646 | 3,498 | 1,286 | 1,633 | ||||||||||
Selling, marketing, general and | ||||||||||||||
administrative | 5,017 | 5,118 | 2,575 | 2,725 | ||||||||||
Total operating expenses | 7,663 | 8,616 | 3,861 | 4,358 | ||||||||||
Operating loss | (2,578 | ) | (1,823 | ) | (1,203 | ) | (1,519 | ) | ||||||
Other expenses | (4 | ) | (14 | ) | (4 | ) | (14 | ) | ||||||
Financial income, net | 4,565 | 1,263 | 2,801 | 833 | ||||||||||
Net Income (loss) | 1,983 | (574 | ) | 1,594 | (700 | ) | ||||||||
Net Income (loss) per share: | ||||||||||||||
Cash EPS - basic and diluted | $ | 0.16 | ($0.05 | ) | $ | 0.13 | ($0.06 | ) | ||||||
Number of shares used in computing | ||||||||||||||
earnings per share | ||||||||||||||
basic | 12,359 | 12,371 | ||||||||||||
diluted | 12,359 | 12,128 | 12,498 | 12,179 | ||||||||||
Amount in thousands, except per share data | ||||||||||||||
The above pro forma amounts have been adjusted to exclude the following items: | ||||||||||||||
Amortization of acquisition-related charges | - | 994 | - | 497 | ||||||||||
Stock option charges | (73 | ) | 828 | 53 | 377 | |||||||||
Impairment of acquired intangibles | - | 6,791 | - | 6,791 | ||||||||||
Impairment of other long term investment | 1,364 | - | - | - | ||||||||||
Equity in loss of affiliate | 424 | 10 | 224 | 10 | ||||||||||
Cumulative effect of changes in accounting | ||||||||||||||
principle | - | 854 | - | - | ||||||||||
Net effect of pro forma adjustments | 1,715 | 9,477 | 277 | 7,675 |
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OPTIBASE REPORTS/5
Six months ended | Three months ended | |||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
June 30 2003 $ Unaudited |
June 30 2002 $ Unaudited |
June 30 2003 $ Unaudited |
June 30 2002 $ Unaudited | |||||||||||
Revenues | 9,173 | 12,066 | 4,816 | 5,061 | ||||||||||
Gross profit | 5,085 | 6,197 | 2,658 | 2,541 | ||||||||||
Operating expenses: | ||||||||||||||
Research and development, net | 2,578 | 4,648 | 1,302 | 2,162 | ||||||||||
Selling, marketing, general and | ||||||||||||||
administrative | 5,012 | 5,194 | 2,612 | 2,772 | ||||||||||
Impairment of acquired intangibles | - | 6,791 | - | 6,791 | ||||||||||
Total operating expenses | 7,590 | 16,633 | 3,914 | 11,725 | ||||||||||
Operating loss | (2,505 | ) | (10,436 | ) | (1,256 | ) | (9,184 | ) | ||||||
Other expenses | (1,368 | ) | (14 | ) | (4 | ) | (14 | ) | ||||||
Financial income, net | 4,565 | 1,263 | 2,801 | 833 | ||||||||||
Equity in loss of affiliate | (424 | ) | (10 | ) | (224 | ) | (10 | ) | ||||||
Net Income (loss) before cumulative effect of | ||||||||||||||
changes in accounting principle | 268 | (9,197 | ) | 1,317 | (8,375 | ) | ||||||||
Cumulative effect of changes in accounting | ||||||||||||||
principle | - | 854 | - | - | ||||||||||
Net Income (loss) | 268 | (10,051 | ) | 1,317 | (8,375 | ) | ||||||||
Other comprehensive income | ||||||||||||||
Unrealized holding gains (losses) on available for sale | ||||||||||||||
securities | 2,063 | (114 | ) | 2,704 | (13 | ) | ||||||||
Total comprehensive income | 2,331 | (10,165 | ) | 4,021 | (8,388 | ) | ||||||||
Net Income (loss) per share: | ||||||||||||||
Before cumulative effect of changes in | ||||||||||||||
accounting principle - basic and diluted | $ | 0.02 | ($ 0.76 | ) | $ | 0.11 | ($ 0.69 | ) | ||||||
Cumulative effect of changes in accounting | ||||||||||||||
principle - basic and diluted | $ | 0.00 | ($ 0.07 | ) | $ | 0.00 | ($ 0.00 | ) | ||||||
After cumulative effect of changes in | ||||||||||||||
accounting principle - basic and diluted | $ | 0.02 | ($ 0.83 | ) | $ | 0.11 | ($ 0.69 | ) | ||||||
Number of shares used in computing | ||||||||||||||
earning per share | ||||||||||||||
basic | 12,359 | 12,371 | ||||||||||||
diluted | 12,359 | 12,128 | 12,498 | 12,179 | ||||||||||
Amount in thousands, except per share data |
5
OPTIBASE REPORTS/6
June 30 2003 $ Unaudited |
December 31 2002 $ Audited | |||||||
---|---|---|---|---|---|---|---|---|
Assets | ||||||||
Current Assets: | ||||||||
Cash, cash equivalents and short term investments | 48,783 | 45,320 | ||||||
Trade receivables net of bad debts | 3,337 | 2,650 | ||||||
Inventories | 4,034 | 4,237 | ||||||
Other receivables and prepaid expenses | 1,385 | 1,577 | ||||||
Total current assets | 57,539 | 53,784 | ||||||
Other long term investments | 1,876 | 3,531 | ||||||
Fixed assets, net | 1,606 | 2,173 | ||||||
Other assets, net | 180 | 220 | ||||||
Total assets | 61,201 | 59,708 | ||||||
Liabilities and shareholders' equity | ||||||||
Current Liabilities: | ||||||||
Current Maturities | 44 | 129 | ||||||
Trade payables | 1,917 | 2,064 | ||||||
Accrued expenses and other liabilities | 5,631 | 6,360 | ||||||
Total current liabilities | 7,592 | 8,553 | ||||||
Accrued severance pay | 1,909 | 1,646 | ||||||
Long-Term lease | 6 | 14 | ||||||
Total shareholders' equity | 51,694 | 49,495 | ||||||
Total liabilities and shareholders' equity | 61,201 | 59,708 | ||||||
Amounts in thousands |
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