-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, K9hK+UP2VVPzSlQqgdbMtPqyFGlguJ8t14CdHb6S3XWm8jmKSIw3zChsEqK/EbNc xmek2v1JXfFEpbVwnUnfPw== 0000910662-05-000300.txt : 20050510 0000910662-05-000300.hdr.sgml : 20050510 20050510155010 ACCESSION NUMBER: 0000910662-05-000300 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050510 FILED AS OF DATE: 20050510 DATE AS OF CHANGE: 20050510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MER TELEMANAGEMENT SOLUTIONS LTD CENTRAL INDEX KEY: 0001025561 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28950 FILM NUMBER: 05816529 BUSINESS ADDRESS: STREET 1: 10 HAKISHON ST STREET 2: BNEI BRAK CITY: ISRAEL STATE: L3 ZIP: 00000 MAIL ADDRESS: STREET 1: 40 ALUF DAVID STREET STREET 2: RAMAT GAN CITY: ISRAEL STATE: L3 ZIP: 52232 6-K 1 mts6k051005.txt PRESS RELEASE RE 1Q 2005 RESULTS 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 May 2005 MER TELEMANAGEMENT SOLUTIONS LTD. (Name of Registrant) 22 Zarhin Street, Ra'anana 43662, 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. 333-12014 and 333-123321. MER Telemangement Solutions Ltd. 6-K Items 1. Press Release re MTS First Quarter 2005 Revenues Increase 16% Year-Over-Year dated May 5, 2005. ITEM 1 Press Release Source: Mer Telemanagement Solutions Ltd. MTS First Quarter 2005 Revenues Increase 16% Year-Over-Year Thursday May 5, 8:30 am ET - - Revenues Grow 6% Sequentially - RA'ANANA, Israel, May 5 /PRNewswire-FirstCall/ -- MTS - Mer Telemanagement Solutions Ltd. (Nasdaq: MTSL - News), a global provider of Operations Support Systems (OSS) for comprehensive Telecommunication Management and Customer Care & Billing solutions, today reported its financial results for the first quarter of 2005, ended March 31, 2005. Revenues for the first quarter were $2.73 million, which represents a 16% increase over the $2.36 million reported in the first quarter of 2004 and a 6% increase sequentially. Net loss for the quarter was $2.03 million, or $(0.44) per share, compared with the net loss of $197,000, or $(0.04) per share, reported for the first quarter of 2004. Eytan Bar, President and Chief Executive Officer commented, "MTS successfully executed its growth strategy for the third straight quarter. In Q1, we experienced sales growth in our products to the service provider and carrier markets, and we also maintained momentum and growth in our new offerings to the enterprise market. Moreover, we achieved this growth while effectively integrating the Teleknowledge technology, employees, customers, channels and installed base into MTS' systems and capabilities." Gross profit for the first quarter increased slightly to $1.89 million, compared with the $1.82 million reported in the first quarter of 2004. Research and development expenses for the quarter were $1.34 million, compared to $0.53 million reported in the first quarter of 2004 and $0.85 million reported in the fourth quarter of 2004. The sharp increase in R&D expenses in the quarter was primarily the result of costs associated with the integration of the recently acquired TeleKnowledge R&D group, as well as to the Company's continuing investment in product development. Selling and marketing expenses for the quarter were $1.53 million, which represents a 35% increase over the same period last year, but a 24% reduction sequentially. This reduction is the result of MTS' commitment to bring spending more in line with revenue generation and focusing on the growing areas. MTS ended the quarter with approximately $3.3 million in cash and cash equivalents, including marketable securities. "The investments we made in R&D and sales and marketing over the last year are now supporting our expansion initiatives into the enterprise market, as well as enabling us to capitalize on opportunities in the service provider and carrier markets," continued Mr. Bar. "We believe these investments further strengthen the foundation MTS has laid for growth and market share gains and position us well for the future. We remain committed to bringing spending more in line with revenue generation, and therefore, continue to expect to meet our target of break even by the end of this year." Conference Call Information MTS will conduct a teleconference to discuss the first quarter results on Thursday, May 5, at 11:00 AM Eastern Time (18:00 Israel Time). To access the call, please dial 1-8877-270-4109 from the US or Canada (toll free), 1-809-457-877 from Israel (toll free), or 1-706-679-0560 from other locations approximately 5-10 minutes prior to the starting time. A replay of the call also will be available from 2:00 PM ET on Thursday, May 5, 2005, until 11:59 PM ET on Thursday, May 12. To access the replay please, dial 1-800-642-1687 from the US or Canada (toll free), 1-800-945-8731 from Israel (toll free), or 1-706-645-9291 from other locations and enter conference ID#5846956. About MTS Mer Telemanagement Solutions Ltd. is a global provider of operations support systems (OSS) for comprehensive telecommunication management and customer care & billing solutions. MTS' OSS is a full-featured customized solution for telecommunications management and customer care & billing. Its telecommunications enterprise resource planning (ERP) application suite is used by corporations and organizations to improve the efficiency and performance of all telecommunication and information technology (IT) operations, and to significantly reduce associated costs. Its affordable customer care and billing (CC&B) solutions are used by service providers and operators to support sophisticated billing, web-based self-provisioning and other revenue-generating applications. Headquartered in Israel, MTS markets through wholly owned subsidiaries in the U.S., Hong Kong, Holland, and Brazil, and through OEM partnerships with Siemens, Phillips, and other PABX vendors. Its legacy call accounting solutions have been installed by over 60,000 customers in 60 countries. MTS' shares are traded on the NASDAQ SmallCap Market (symbol MTSL). For more information please visit the MTS web site: http://www.mtsint.com . Certain matters discussed in this news release are forward-looking statements that involve a number of risks and uncertainties including, but not limited to, risks in product development plans and schedules, rapid technological change, changes and delays in product approval and introduction, customer acceptance of new products, the impact of competitive products and pricing, market acceptance, the lengthy sales cycle, proprietary rights of the Company and its competitors, risk of operations in Israel, government regulations, dependence on third parties to manufacture products, general economic conditions and other risk factors detailed in the Company's filings with the United States Securities and Exchange Commission. CONTACT: Company Investor Relations: Shlomi Hagai Kathy Price Corporate COO & CFO Managing Director MTS - MER Telemanagement Solutions The Anne McBride Company, Inc. Tel: +972-9762-1733 Tel: 212-983-1702 ext. 212 Email: Shlomi.Hagai@mtsint.com Email: kprice@annemcbride.com MER TELEMANAGEMENT SOLUTIONS LTD. AND ITS SUBSIDIARIES CONSOLIDATED BALANCE SHEETS U.S. Dollars in thousands March 31, December 31, 2005 2004 Unaudited ASSETS CURRENT ASSETS: Cash and cash equivalents $2,581 $3,814 Marketable securities 695 1,057 Trade receivables, net 1,441 1,348 Other accounts receivable and prepaid expenses 453 391 Inventories 192 178 Total current assets 5,362 6,788 LONG- TERM INVESTMENTS: Investment in an affiliate 1,987 2,119 Long-term loans, net of current maturities 36 45 Severance pay fund 604 535 Other investments 373 373 Total long-term investments 3,000 3,072 PROPERTY AND EQUIPMENT, NET 604 581 OTHER ASSETS: Goodwill 3,446 3,415 Other intangible assets, net 1,268 1,394 Deferred income taxes 73 73 Total other assets 4,787 4,882 Total assets $13,753 $15,323 MER TELEMANAGEMENT SOLUTIONS LTD. AND ITS SUBSIDIARIES CONSOLIDATED BALANCE SHEETS U.S. Dollars in thousands (except share data) March 31, December 31, 2005 2004 Unaudited LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Trade payables $ 841 $ 719 Accrued expenses and other liabilities 2,237 2,042 Deferred revenues 1,309 1,254 Total current liabilities 4,387 4,015 LONG-TERM LIABILITIES: Accrued severance pay 754 651 Total long-term liabilities 754 651 SHAREHOLDERS' EQUITY: Share capital - Ordinary shares of NIS 0.01 par value - Authorized: 12,000,000 shares; Issued: 4,648,804 shares at March 31, 2005 and December 31,2004; Outstanding: 4,638,004 shares at March 31, 2005 and December 31, 2004 14 14 Additional paid-in capital 12,966 12,879 Treasury shares (29) (29) Deferred stock compensation (191) (208) Accumulated other comprehensive income 233 348 Accumulated deficit (4,381) (2,347) Total shareholders' equity 8,612 10,657 Total liabilities and shareholders' equity $13,753 $15,323 MER TELEMANAGEMENT SOLUTIONS LTD. AND ITS SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS U.S. Dollars in thousands (except share data) Three months ended March 31, March 31, 2005 2004 Unaudited Revenues $2,726 $2,359 Cost of revenues 838 541 Gross profit 1,888 1,818 Operating expenses: Research and development 1,343 534 Selling and marketing 1,527 1,125 General and administrative 1,045 397 Total operating expenses 3,915 2,056 Operating loss (2,027) (238) Financial income, net 19 27 Other income (expenses), net 2 (32) Loss before equity in earnings (losses) of affiliate (2,006) (243) Equity in earnings (losses) of affiliate (28) 46 Net loss $(2,034) $(197) Net loss per share: Basic and diluted net loss per Ordinary share $(0.44) $(0.04) Weighted average number of Ordinary shares used in computing basic and diluted net loss per share 4,638,004 4,624,804 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. MER TELEMANAGEMENT SOLUTIONS LTD. (Registrant) By: /s/Eytan Bar ------------ Eytan Bar President and Chief Executive Officer Date: May 10, 2005 -----END PRIVACY-ENHANCED MESSAGE-----