-----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, Awxsn89pL8qDa627JBbLm0o4UxUTtiVyvlToE6LMRTiDqNMMdHr+w9VhVimvrldN fm3hd1aOF6EZLlwurlU5kQ== 0001157523-08-006841.txt : 20080814 0001157523-08-006841.hdr.sgml : 20080814 20080814060107 ACCESSION NUMBER: 0001157523-08-006841 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080814 FILED AS OF DATE: 20080814 DATE AS OF CHANGE: 20080814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JACADA LTD CENTRAL INDEX KEY: 0001095747 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30342 FILM NUMBER: 081015256 BUSINESS ADDRESS: STREET 1: 11 GALGALEI HAPLADA ST STREET 2: PO BOX 12175 CITY: HERZLIYA 46722 ISRAE STATE: L3 BUSINESS PHONE: 9729525900 MAIL ADDRESS: STREET 1: JACADA INC 400 PERIMETER CENTER TERRACE STREET 2: SUITE 195 CITY: ATLANTA STATE: GA ZIP: 30346 6-K 1 a5753608.htm JACADA LTD. 6-K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 6-K


REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Section 13a-16 or 15d-16 of the Securities and Exchange Act of 1934

For the month of August, 2008


JACADA LTD.
(Translation of registrant's name into English)


11 Galgalei Haplada Street
Herzliya, 46722 Israel
(Address of principal executive offices)

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 this Form 6-K in paper as permitted by Regulations S-T Rule 101(b)(1):

Yes  ____  No    X  

Indicate by check mark if the Registrant is submitting this Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes  ____  No   X    

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_


CONTENTS

This Report on Form 6-K of Jacada consists of the following documents, which are attached hereto and incorporated by reference herein:

Press Release, released publicly on August 14, 2008: Jacada Reports Second Quarter and First Half 2008 Results


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 6-K to be signed on its behalf by the undersigned, thereunto duly authorized.

JACADA LTD.

 

 

By:

 

/s/ TZVIA BROIDA

Name:

Tzvia Broida

Title:

Chief Financial Officer

 

Dated:

August 14, 2008


Exhibit 99

Jacada Reports Second Quarter and First Half 2008 Results

Revenue grows 135% for first six months, company boosts revenue guidance for full year 2008

Growth fueled by accelerated product acceptance and new contracts from existing customers

ATLANTA--(BUSINESS WIRE)--Jacada Ltd. (Nasdaq: JCDA), a leading provider of unified desktop and process optimization solutions for customer service operations, today reported financial results for the second quarter ended June 30, 2008.

For the second quarter of 2008, total reported revenues rose 198% to $6.0 million compared to $2.0 million in the second quarter of 2007. Total reported revenues for the first six months of 2008 rose 135% to $11.9 million compared to $5.1 million for the first six months of 2007.

Non-GAAP gross profit for the second quarter was $3.2 million, or 53% gross margin, compared to $1.1 million in gross profit, or 52% gross margin in the second quarter last year. For the first six months of 2008, non-GAAP gross profit was $7.0 million, or 59% gross margin compared to $3.0 million or 60% gross margin for the first six months of 2007.

The second quarter non-GAAP net loss from continuing operations improved 64 percent to ($1.1 million), or ($0.06) per share, when compared to ($3.2 million), or ($0.16) per share in the second quarter of 2007. Non-GAAP net loss for the first six months of 2008 improved 71 percent to ($1.6 million) compared to a net loss of ($5.4 million) for the first six months of 2007.

Total GAAP gross profit was $3.2 million, or 52% gross margin, compared to $982,000 and 49%, respectively, in last year’s second quarter. For the first six months of 2008, GAAP gross profit was $6.9 million, or 58% gross margin compared to $2.9 million or 57% gross margin for the first six months of 2007.

Overall GAAP net loss for the second quarter of 2008 was ($1.6 million), or ($0.08) per share, which includes ($1.2 million) of net loss from continuing operations and a ($399,000) net loss from discontinued operations. This is compared to a GAAP net loss of ($681,000) or ($0.03) per share for the second quarter of fiscal year 2007, which includes ($2.5 million) of net loss from continuing operations and $1.8 million of net income from discontinued operations. GAAP net income for the first six months of 2008 was $18.5 million, or $0.89 per share, which includes ($1.7 million) of net loss from continuing operations and $20.2 million of capital gain net of taxes from discontinued operations. This is compared to a GAAP net loss of ($213,000) or ($0.01) per share for the first six months of fiscal year 2007, which includes ($4 million) of net loss from continuing operations and $3.8 million of net income from discontinued operations.

“In what continues to be a very tough economic climate, we are very excited to report another strong quarter in 2008 and significant progress towards our stated financial objectives,” commented Paul O’Callaghan, chief executive officer for Jacada. “We have recorded 32% more software revenue in the first six months of 2008 than we did in all of 2007, with software revenue now representing 41% of total revenue for the first six months of the year, compared to 37% last year. We remain encouraged that major customers are experiencing clear and early benefits from the deployment of Jacada solutions, leading to further investment. In the second quarter we recognized significant revenue from achieving critical milestones in many customer projects and received additional orders from existing customers. Media reports continue to emphasize a direct correlation between customer service quality and financial performance, as more and more companies are feeling the effects of the competitive market and commoditized offerings. We continue to see significant interest in the Jacada customer service solutions driven by the dramatic impact we can make on the quality of service our customers deliver.”

During the second quarter, Jacada repurchased approximately 390,000 of its ordinary shares at a cost of $1.4 million under its current stock repurchase program under which it is authorized to use of up to $10 million of its available cash to repurchase outstanding ordinary shares. The company plans to continue with the acquisition of its own shares through a self-tender offer, per the details in a press release issued this morning.


At the end of the second quarter of 2008, cash and investments were $53.7 million, compared to $33.8 million reported on December 31, 2007. The increase in the company’s cash position is a result of the sale of the company’s legacy business to Software AG, which closed on January 1, 2008. An additional $2.6 million is being held in escrow as part of the transaction.

During the second quarter, the company signed its second material contract in less than nine months with O2 UK, a leading provider of mobile services to consumers and businesses in the United Kingdom. The first Jacada project, which was announced via a press release on November 17, 2007, is ongoing within the company's prepaid division. This new agreement is for a project with the retentions group in the post-pay consumer area of the O2 UK business.

“We see tremendous upside revenue potential within the large corporations we serve,” said O’Callaghan. “Our customers frequently engage us, initially, to help improve the efficiency and effectiveness in one of their customer service centers, typically for one function or department within their enterprise. When they successfully deploy and begin to realize the financial and service benefits that result from a unified and automated customer service desktop, they quickly turn to other customer service functions within their business to see how they can apply our solutions. The recently announced agreements with O2 UK and Nationwide Insurance in the U.S. are indicative of this growth potential within our install base.”

“Due to our backlog, visibility into our sales pipeline, and the growing opportunity to expand our relationships with existing customers, we are raising our revenue guidance for 2008 to $21 to $23 million, which represents an increase of 57% to 72% year-over-year,” concluded O’Callaghan. “As demonstrated in this quarter’s results, we are well on our way to achieving our stated objectives of reducing our annual non-GAAP net loss by as much as 40% to 50% in 2008 compared to 2007. We also still anticipate reaching non-GAAP profitability during 2009.”

Conference Call Details

Any investor or interested individual can participate in the teleconference, which will begin at 10:30 a.m. Eastern Time on August 14, 2008. To participate in the teleconference, please call toll-free 888.680.0865, or 617.213.4853 for international callers, and provide passcode 54369018 approximately 10 minutes prior to the start time. A (live audio) webcast will also be available over the Internet at www.jacada.com (under “About Us” then “Investors”) or www.earnings.com. A replay of the teleconference will be available for three days beginning at 12:30 p.m. ET on August 14, 2008. To access the replay, dial toll-free 888-286-8010, or for international callers dial 617-801-6888, and provide passcode 27778676.

Use of Non-GAAP Financial Information

In addition to reporting financial results in accordance with generally accepted accounting principles, or GAAP, Jacada uses non-GAAP measures of operating income (loss), net income (loss) and income (loss) per share, which are adjustments from results based on GAAP to exclude discontinued operations, taxes, non-cash stock-based compensation expenses in accordance with SFAS 123R and amortization of acquired intangible assets related to acquisitions effected by Jacada in previous years. Jacada's management believes the non-GAAP financial information provided in this release is useful to investors' understanding and assessment of Jacada's on-going core operations and prospects for the future. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for results prepared in accordance with GAAP. Management uses both GAAP and non-GAAP information in evaluating and operating business internally and as such deemed it important to provide all this information to investors.

About Jacada

Jacada is a leading global provider of unified service desktop and process optimization solutions that simplify and automate customer service processes. By bridging disconnected systems into a single, intelligent desktop, Jacada solutions create greater operational efficiency and increase agent and customer satisfaction. Founded in 1990, Jacada operates globally with offices in Atlanta, Georgia; Herzliya, Israel; London, England and Munich, Germany. Jacada can be reached at www.jacada.com.


Forward Looking Statement

This news release may contain forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. The words "may," "could," "would," "will," "believe," "anticipate," "estimate," "expect," "intend," "plan," and similar expressions or variations thereof are intended to identify forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees of the future performance and involve risks and uncertainties, many of which are beyond the Company’s ability to control. Actual results may differ materially from those projected in the forward-looking statements as a result of various factors including the performance and continued acceptance of our products, general economic conditions and other Risk Factors specifically identified in our reports filed with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statement for events or circumstances after the date on which such statement is made. Jacada is a trademark of Jacada Inc. All other brands or product names are trademarks of their respective owners.

Jacada is a trademark of Jacada Ltd. All other brands or product names are trademarks of their respective owners.


CONSOLIDATED STATEMENTS OF OPERATIONS

(U.S. dollars in thousands, except per share data)

   
Six months ended

June 30,

Three months ended

June 30,

  2008       2007     2008       2007  
Unaudited
Revenues:
Software licenses $ 4,882 $ 1,878 $ 2,035 $ 446
Services 5,955 2,400 3,397 1,162
Maintenance   1,090     790     592     412  
 
Total revenues   11,927     5,068     6,024     2,020  
 
Cost of revenues:
Software licenses 234 112 152 51
Services 4,352 1,710 2,493 808
Maintenance   426     347     219     179  
 
Total cost of revenues   5,012     2,169     2,864     1,038  
 
Gross profit 6,915 2,899 3,160 982
 
Operating expenses:
Research and development 2,433 2,141 1,279 1,004
Sales and marketing 4,788 4,929 2,382 2,566
General and administrative   2,586     2,377     1,288     1,135  
 
Total operating expenses   9,807     9,447     4,949     4,705  
 
Operating loss (2,892 ) (6,548 ) (1,789 ) (3,723 )
Financial income, net   826     828     378     392  
 
Pretax loss from continuing operations (2,066 ) (5,720 ) (1,411 ) (3,331 )
Tax benefit   347     1,716     213     823  
 
Net loss from continuing operations (1,719 ) (4,004 ) (1,198 ) (2,508 )
Net income (loss) from discontinued operations, net of taxes   20,173     3,791     (399 )   1,827  
 
Net Income (loss) $ 18,454   $ (213 ) $ (1,597 ) $ (681 )
 
Basic and diluted net earnings (loss) per share:
From continuing operations $ (0.08 ) $ (0.20 ) $ (0.06 ) $ (0.12 )
From discontinued operations $ 0.97   $ 0.19   $ (0.02 ) $ 0.09  
Basic and diluted net earnings (loss) per share $ 0.89   $ (0.01 ) $ (0.08 ) $ (0.03 )
 
Weighted average number of shares used in computing basic and diluted net earnings (loss) per share   20,627,323     20,212,254     20,635,013     20,278,789  

NON-GAAP CONSOLIDATED STATEMENTS OF OPERATIONS

(U.S. dollars in thousands, except per share data)

   
Six months ended

June 30,

Three months ended

June 30,

  2008       2007     2008       2007  
Unaudited
Revenues:
 
Software licenses $ 4,882 $ 1,878 $ 2,035 $ 446
Services 5,955 2,400 3,397 1,162
Maintenance   1,090     790     592     412  
 
Total revenues   11,927     5,068     6,024     2,020  
 
Cost of revenues:
Software licenses 160 30 115 9
Services 4,304 1,666 2,469 783
Maintenance   424     345     218     178  
 
Total cost of revenues   4,888     2,041     2,802     970  
 
Gross profit   7,039     3,027     3,222     1,050  
 
Operating expenses:
Research and development 2,388 2,108 1,256 986
Sales and marketing 4,659 4,835 2,319 2,514
General and administrative   2,319     2,176     1,159     1,039  
 
Total operating expenses   9,366     9,119     4,734     4,539  
 
Operating loss (2,327 ) (6,092 ) (1,512 ) (3,489 )
Financial income, net   826     828     378     392  
 
Pretax loss from continuing operations (1,501 ) (5,264 ) (1,134 ) (3,097 )
Tax expense   (69 )   (95 )   (13 )   (54 )
 
Net loss from continuing operations $ (1,570 ) $ (5,359 ) $ (1,147 ) $ (3,151 )
 
Basic and diluted net loss per share $ (0.08 ) $ (0.27 ) $ (0.06 ) $ (0.16 )
 
Weighted average number of shares used in computing basic and diluted net loss per share   20,627,323     20,212,254     20,635,013     20,278,789  

RECONCILIATION OF GAAP TO NON-GAAP CONSOLIDATED STATEMENTS OF OPERATIONS

 
Six months ended June 30, 2008 (unaudited)  
GAAP   Adjustments     Non-GAAP  
Amortization of acquired intangible assets   Stock-based compensation expenses   Income from discontinued operations net of taxes   Tax benefit associated with discontinued operations  
Revenues:
Software licenses $ 4,882 $ 4,882
Services 5,955 5,955
Maintenance   1,090                 1,090  
 
Total revenues   11,927                 11,927  
 
Cost of revenues:
Software licenses 234 (74 ) 160
Services 4,352 (48 ) 4,304
Maintenance   426       (2 )           424  
 
Total cost of revenues   5,012     (74 )   (50 )           4,888  
 
Gross profit   6,915     74     50             7,039  
 
Operating expenses:
Research and development 2,433 (45 ) 2,388
Sales and marketing 4,788 (129 ) 4,659
General and administrative   2,586       (267 )           2,319  
 
Total operating expenses   9,807       (441 )           9,366  
 
Operating loss (2,892 ) 74 491 (2,327 )
Financial income, net   826                 826  
 
Pretax loss (2,066 ) 74 491 (1,501 )
Tax (expense) benefit   347           (416 )     (69 )
Loss from continuing operations (1,719 ) 74 491 (416 ) (1,570 )
Income from discontinued operations, net of taxes   20,173         (20,173 )         -  
 
Net income (loss) $ 18,454   $ 74   $ 491   $ (20,173 ) $ (416 )   $ (1,570 )
 
Basic and diluted net income (loss) per share
Continuing operations $ (0.08 ) $ (0.08 )
Discontinued operations $ 0.97   $ -  
Total $ 0.89   $ (0.08 )
 
Weighted average number of shares used in computing basic and diluted net income (loss) per share   20,627,323     20,627,323  

RECONCILIATION OF GAAP TO NON-GAAP CONSOLIDATED STATEMENTS OF OPERATIONS

 
Three months ended June 30, 2008 (unaudited)  
GAAP   Adjustments     Non-GAAP  
Amortization of acquired intangible assets   Stock-based compensation expenses   Income from discontinued operations net of taxes   Tax benefit associated with discontinued operations  
Revenues:
Software licenses $ 2,035 $ 2,035
Services 3,397 3,397
Maintenance   592                 592  
 
Total revenues   6,024                 6,024  
 
Cost of revenues:
Software licenses 152 (37 ) 115
Services 2,493 (24 ) 2,469
Maintenance   219       (1 )           218  
 
Total cost of revenues   2,864     (37 )   (25 )           2,802  
 
Gross profit   3,160     37     25             3,222  
 
Operating expenses:
Research and development 1,279 (23 ) 1,256
Sales and marketing 2,382 (63 ) 2,319
General and administrative   1,288       (129 )           1,159  
 
Total operating expenses   4,949       (215 )           4,734  
 
Operating loss (1,789 ) 37 240 (1,512 )
Financial income, net   378                 378  
 
Pretax loss (1,411 ) 37 240 (1,134 )
Tax (expense) benefit   213           (226 )     (13 )
Loss from continuing operations (1,198 ) 37 240 (226 ) (1,147 )
Loss from discontinued operations, net of taxes   (399 )       399         -  
 
Net loss $ (1,597 ) $ 37   $ 240   $ 399 $ (226 )   $ (1,147 )
 
Basic and diluted net loss per share
Continuing operations $ (0.06 ) $ (0.06 )
Discontinued operations $ (0.02 ) $ -  
Total $ (0.08 ) $ (0.06 )
 
Weighted average number of shares used in computing basic and diluted net loss per share   20,635,013     20,635,013  

CONSOLIDATED BALANCE SHEETS

(U.S. dollars in thousands)

   
June 30, December 31,
  2008     2007  
Unaudited
ASSETS
 
CURRENT ASSETS:

Cash and cash equivalents (a)

$ 18,917 $ 5,960

Marketable securities (a)

7,861 10,869
Trade receivables, net 3,175 3,613
Assets of discontinued operations 53 7,752
Other current assets   1,883     1,736  
 
Total current assets   31,889     29,930  
 
LONG-TERM INVESTMENTS:

Marketable securities (a)

26,963 16,995
Restricted cash held by trustee 2,619 -
Severance pay fund   887     970  
 
Total long-term investments   30,469     17,965  
 
PROPERTY AND EQUIPMENT, NET   1,246     992  
 
OTHER ASSETS, NET:
Other intangibles, net 44 118
Goodwill   3,096     3,096  
 
Total other assets, net   3,140     3,214  
 
Total assets $ 66,744   $ 52,101  
 

(a) Total Cash and Investments

$ 53,741   $ 33,824  
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
CURRENT LIABILITIES:
Trade payables $ 1,368 $ 1,167
Deferred revenues 1,441 1,893
Accrued expenses and other liabilities 3,300 3,308
Liabilities of discontinued operations   1,167     4,246  
 
Total current liabilities   7,276     10,614  
 
LONG-TERM LIABILITIES:
Deferred revenues - 61
Accrued severance pay   1,510     1,522  
 
Total long-term liabilities   1,510     1,583  
 
SHAREHOLDERS' EQUITY:
Share capital 60 59
Additional paid-in capital 74,477 73,393
Treasury shares (1,446 ) -
Accumulated other comprehensive profit 379 418
Accumulated deficit   (15,512 )   (33,966 )
 
Total shareholders' equity   57,958     39,904  
 
Total liabilities and shareholders' equity $ 66,744   $ 52,101  

CONSOLIDATED STATEMENTS OF CASH FLOWS

U.S. dollars in thousands

   

Six months ended

June 30,

Three months ended

June 30,

2008   2008  
Unaudited
Cash flows from operating activities:
 
Net Income (Loss) 18,454 (1,597 )
Less: Net loss (income) from discontinued operations net of taxes (20,173 ) 399  
 
Net loss from continuing operations (1,719 ) (1,198 )
 

Adjustments required to reconcile net loss from continuing operations to net cash provided by (used in) operating activities from continuing operations:

Depreciation and amortization 311 164
Stock-based compensation related to options granted to employees and directors 491 240
Stock-based compensation expenses related to options granted to non-employees 5 2
Accrued interest and amortization of premium on marketable securities (123 ) (204 )
Gain (loss) from sales of marketable securities (97 ) 8
Increase in accrued severance pay, net 71 14
Decrease in trade receivables, net 438 1,876
Decrease (increase) in other current assets (174 ) 409
Increase in trade payables 201 168
Decrease in deferred revenues (513 ) (1,325 )
Decrease in accrued expenses and other liabilities (8 ) (103 )
 
Net cash provided by (used in) operating activities from continuing operations (1,117 ) 51
 
Net cash provided by (used in) operating activities from discontinued operations 70   (302 )
 
Net cash provided by operating activities (1,047 ) (251 )
 
Cash flows from investing activities:
 
Investment in available-for-sale marketable securities (25,416 ) (6,390 )
Proceeds from sale and redemption of available-for-sale marketable securities 18,663 2,864
 
Purchase of property and equipment (491 ) (234 )
 
Net cash used in investing activities from continuing operations (7,244 ) (3,760 )
 
Proceeds from sale of discontinued operations, net 22,105   -  
 
Net cash provided by (used in) investing activities 14,861   (3,760 )

CONSOLIDATED STATEMENTS OF CASH FLOWS

U.S. dollars in thousands

   

Six months ended

June 30,

Three months ended

June 30,

2008   2008  
Unaudited
Cash flows from financing activities:
 
Purchase of treasury shares (1,446 ) (1,446 )
Proceeds from exercise of stock options 589  

 

482  
 
Net cash used in financing activities from continuing operations (857 ) (964 )
 
Increase (decrease) in cash and cash equivalents 12,957 (4,975 )
Cash and cash equivalents at the beginning of the period 5,960   23,892  
 
Cash and cash equivalents at the end of the period 18,917   18,917  

CONTACT:
Jacada
Tzvia Broida, 972 9 9525927
Chief Financial Officer
Tzvia@jacada.com
or
Hayden Communications
Peter Seltzberg, 646-415-8972
peter@haydenir.com

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