6-K 1 s694289.txt FORM 6-K 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 Date of Report: October 30, 2002 NICE-SYSTEMS LTD. --------------------------------------------------------------------------- (Translation of Registrant's Name into English) 8 Hapnina Street, P.O. Box 690, Ra'anana, Israel -------------------------------------------------------------------------- (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, 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. Yes ____ 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 -- 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333-11154 AND 333-13686), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.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: 1. Press release, dated October 30, 2002, announcing NICE's results for the third quarter of 2002 (attached hereto as Exhibit 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/ Daphna Kedmi ---------------------------- Name: Daphna Kedmi Title: Corporate Vice President General Counsel Dated: October 30, 2002 EXHIBIT 1 NICE SYSTEMS REPORTS PROFITABLE THIRD QUARTER 2002 Highlights: Revenues increase 14% year-over-year and 1% sequentially Gross margin improves to 49.1% from 47.7% in Q2 Diluted EPS of $0.03 versus breakeven in Q2 Ra'anana, Israel, October 30, 2002 -- NICE Systems (NASDAQ: NICE), a worldwide leader of multimedia recording solutions, applications and related professional services for business interaction management, today announced unaudited results for the quarter and nine months ending September 30, 2002. Revenue for the third quarter of 2002 was $38.5 million compared with $33.8 million for the third quarter of 2001 and $38.2 million for the second quarter of 2002. Product revenue increased slightly to $30.6 million compared with $30.1 million in the third quarter of last year and decreased from $32.8 million in the second quarter of 2002. Services revenue, which includes professional services and maintenance revenues, was $7.9 million in the quarter, more than double the $3.7 million in the year earlier period and up 45% from $5.4 million in the second quarter of 2002, reflecting both higher professional services and growth in maintenance revenue. On a GAAP basis, the Company reported a net profit of $425,000, or $0.03 per fully diluted share, compared with a net loss of $4.1 million, or $0.32 per share, in the third quarter of 2001 and a net profit of $52,000 and breakeven EPS in the second quarter of 2002. Net cash and equivalents, including long term deposits, totaled $90.2 million at the end of the third quarter of 2002. Accounts receivable days sales outstanding declined to 96 from 100 at the end of June 2002. Commenting on the results, Haim Shani, President and CEO of NICE, said, "Both core businesses continued to execute well this quarter. In the CEM division, we had several large deals with a a high proportion of professional services. We continue to gain market share, and we believe our emphasis on providing a full solution which includes products and professional services is a factor in our success. In addition, we are gaining momentum in our digital video business with important wins in several vertical markets. Our NiceVision(R) Harmony product has been selling extremely well and had a positive effect on our mix this quarter." "Despite a challenging economic environment, product revenue is up 20% and service revenue is up 72% for the first nine months", continued Shani. "We are reiterating our prior guidance for the fourth quarter. We expect revenue to be approximately $40 million with EPS of about $0.10, excluding the impact of the Thales Contact Solutions acquisition and any special charges." Commenting on the acquisition, Shani said, "We expect to close the TCS acquisition very shortly and plan to accomplish the integration as rapidly as possible. We continue to expect the acquisition to be accretive for 2003 as a whole." NICE will host a conference call to discuss these topics 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 will also be available on NICE's website. About NICE NICE Systems (NASDAQ: NICE) headquartered in Ra'anana, Israel, is a worldwide leader of multimedia digital recording solutions, applications and related professional services for business interaction management. NICE products and solutions are used in contact centers, trading floors, air traffic control (ATC) sites, CCTV (closed circuit television) security installations and government markets. NICE's synergistic technology platform enables customers to capture, evaluate and analyze business interactions in order to improve business processes and gain competitive advantage. NICE's subsidiaries and local offices are based in the United States, Germany, United Kingdom, France and Hong Kong. The company operates in more than 100 countries through a network of partners and distributors. NICE's worldwide clients include: ABN Amro, Bank of England, Boston Communications, Compaq Computer Corporation, Deutsche Bank, Dresdner Bank, Emeraude Group, US Federal Aviation Administration, Hong Kong Airport, Japan Ministry of Transport, MicroAge Teleservices, NAV Canada, Nokia, SNT Group, Software Spectrum and Sydney Airport. (NICE Web Site: www.nice.com) Trademark note: 3600 View, Agent@home, Executive Connect, Executive Insight*, Experience Your Customer, Lasting Loyalty, Listen Learn Lead, MEGACORDER, MyUniverse, NICE (and design), NiceAdvantage, NICE Analyzer, NiceCall, NiceCLS, NiceCMS, NICE Feedback, NiceFix, NiceGuard, NICE Learning, NICE Link, NiceLog, ScreenSense, NiceScreen, NiceSoft, NICE Storage Center, NiceTrack, NiceUniverse, NiceUniverse LIVE, NiceVision, NiceVision Mobile, NiceVision Pro, NiceVision Virtual, NiceWatch, Secure Your Vision 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 Investors Rachela Kassif NICE Systems 972-9-775-3899 investor.relations@nice.com 877-685-6552 Claudia Gatlin CMG International 973-316-9409 Claudia@cmginternational.us 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. ###
NICE SYSTEMS LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS U.S. dollars in thousands (except per share amounts) Three months ended Nine months ended September 30, September 30, -------------------------- --------------------------- 2001 2002 2001 2002 Unaudited Unaudited Unaudited Unaudited ------------ ------------- ------------- ------------- Revenue Product $30,092 $30,648 $ 78,815 $ 94,591 Services 3,716 7,891 10,594 18,232 ---------- ---------- ----------- ----------- Total revenue 33,808 38,539 89,409 112,823 Cost of revenue Product 13,287 12,954 39,974 41,399 Services 4,977 6,663 14,428 18,011 ---------- ---------- ----------- ---------- Total cost of revenue 18,264 19,617 54,402 59,410 ---------- ---------- ----------- ---------- Gross Profit 15,544 18,922 35,007 53,413 Operating Expenses: Research and development, net 4,597 3,922 14,751 12,390 Selling and marketing 8,596 9,534 25,747 27,805 General and administrative 6,583 6,008 21,150 16,760 Amortization of acquired intangibles 812 - 2,600 - Restructuring cost - - 14,554 - --------- --------- ----------- --------- Total operating expenses 20,588 19,464 78,802 56,955 --------- --------- ----------- --------- Operating loss (5,044) (542) (43,795) (3,542) Financial income, net 1,187 972 3,347 3,307 Other income (expense), net (276) 20 (366) (283) ---------- --------- ---------- --------- Income (loss) before taxes on income (4,133) 450 (40,814) (518) Taxes on income 9 25 52 195 ---------- --------- ---------- ---------- Net income (loss) $(4,142) $ 425 $(40,866) $ (713) ========== ========= ========== =========== Basic income (loss) per share $ (0.32) $ 0.03 $ (3.14) $ (0.05) ========== ========= ========== =========== Diluted income (loss) per share $ (0.32) $ 0.03 $ (3.14) $ (0.05) ========== ========= ========== =========== Weighted average number of shares outstanding used to compute: Basic income (loss) per share 13,042 13,464 12,997 13,395 Diluted income (loss) per share 13,042 13,464 12,997 13,395
NICE SYSTEMS LTD. AND SUBSIDIARIES FOR COMPARATIVE PURPOSES NET INCOME (LOSS) AND INCOME (LOSS) PER SHARE EXCLUDING RESTRUCTURING COST AND AMORTIZATION OF ACQUIRED INTANGIBLES U.S. dollars in thousands (except per share amounts) Three months ended Nine months ended September 30, September 30, ------------------------------- ------------------------------- 2001 2002 2001 2002 Unaudited Unaudited Unaudited Unaudited --------------- --------------- --------------- --------------- Net income (loss) $(3,330) $ 425 $(23,712) $ (713) =============== =============== =============== =============== Basic income (loss) per share $ (0.26) $ 0.03 $ (1.82) $ (0.05) =============== =============== =============== =============== Diluted income (loss) per share $ (0.26) $ 0.03 $ (1.82) $ (0.05) =============== =============== =============== =============== Weighted average number of shares outstanding used to compute: Basic income (loss) per share 13,042 13,464 12,997 13,395 Diluted income (loss) per share 13,042 13,464 12,997 13,395
NICE SYSTEMS LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS U.S. dollars in thousands December 31, September 30, 2001 2002 ------------------ ------------------- Audited Unaudited ASSETS CURRENT ASSETS: Cash and cash equivalents $ 25,256 $ 35,704 Short-term deposits 311 720 Marketable securities 29,270 32,163 Trade and unbilled receivables 35,009 40,229 Other receivables and prepaid expenses 5,465 9,074 Inventory 11,057 7,507 ---------- ------------- Total current assets 106,368 125,397 LONG-TERM INVESTMENTS: Long-term marketable securities 34,176 21,819 Other long-term investments 7,257 7,344 ------------ ------------- Total long-term investments 41,433 29,163 FIXED ASSETS, NET 22,111 18,284 OTHER ASSETS, NET 40,100 40,560 ------------ ------------- TOTAL ASSETS $ 210,012 $ 213,404 ============ ============= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Short-term bank credit $ - 193 Trade payables 11,123 10,152 Accrued expenses and other liabilities 25,314 28,793 ----------- -------------- Total current liabilities 36,437 39,138 LONG-TERM LIABILITIES 6,557 6,160 SHAREHOLDERS' EQUITY 167,018 168,106 ---------- ------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 210,012 $ 213,404 ========== =============