NICE » Topics » Dividends

This excerpt taken from the NICE 20-F filed Apr 6, 2009.

Dividends

        Since our initial public offering and listing on the NASDAQ National Market (now The NASDAQ Global Select Market) in 1996, we have not declared or paid cash dividends on our ordinary shares or ADSs. We intend to retain our earnings for future growth and therefore do not anticipate paying any cash dividends in the foreseeable future. Under Israeli law, dividends may be paid only out of profits and other surplus (as defined in the law) as of our most recent financial statements or as accrued over a period of two years, whichever is higher, provided that there is no reasonable concern that the dividend distribution will prevent us from meeting our existing and foreseeable obligations as they come due. Payment of future dividends, if any, will be at the discretion of our board of directors and will depend on various factors, such as our statutory profits, financial condition, operating results and current and anticipated cash needs. In the event cash dividends are declared by us, we may pay such dividends in Israeli currency. Under current Israeli regulations, any cash dividend in Israeli currency paid in respect of ordinary shares purchased by non-residents of Israel with non-Israeli currency may be freely repatriated in such non-Israeli currency, at the rate of exchange prevailing at the time of conversion.

This excerpt taken from the NICE 20-F filed Apr 14, 2008.

Dividends

        Since our initial public offering and listing on the NASDAQ National Market (now The NASDAQ Global Select Market) in 1996, we have not declared or paid cash dividends on our ordinary shares or ADSs. We intend to retain our earnings for future growth and therefore do not anticipate paying any cash dividends in the foreseeable future. Under Israeli law, dividends may be paid only out of profits and other surplus (as defined in the law) as of our most recent financial statements or as accrued over a period of two years, whichever is higher, provided that there is no reasonable concern that the dividend distribution will prevent us from meeting our existing and foreseeable obligations as they come due. Payment of future dividends, if any, will be at the discretion of our board of directors and will depend on various factors, such as our statutory profits, financial condition, operating results and current and anticipated cash needs. In the event cash dividends are declared by us, we may pay such dividends in Israeli currency. Under current Israeli regulations, any cash dividend in Israeli currency paid in respect of ordinary shares purchased by non-residents of Israel with non-Israeli currency may be freely repatriated in such non-Israeli currency, at the rate of exchange prevailing at the time of conversion.

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This excerpt taken from the NICE 6-K filed Sep 12, 2007.

Dividends

Prior to the consummation of a Qualified IPO or M&A Transaction, as defined in the Company’s Articles of Association, the holders of Preferred C Shares are entitled to a preference over all other shareholders of the Company in the event that the Company declares or distributes dividends to receive, prior to distribution of any dividends to holders of any other shares of the Company, an amount equal to 8% of the Original Issue Price per share for each Preferred C Share per annum which shall accrue annually on a cumulative basis for the period from the issuance of such Preferred C Share until the payment of any dividend hereunder and thereafter until from such dividend payment date until the next dividend payment date (the “Preferred C Dividend Preference”). If the amount declared or distributed is less than the amount needed to pay the full Preferred C Dividend Preference, such holders are entitled to receive a pro rata portion of the amount distributed, based on the amount of Preferred C Dividend Preference to which each holder is entitled.

After payment in full of the Preferred C Dividend Preference, and prior to the consummation of a Qualified IPO or an M&A Transaction, the holders of Preferred A-1 Shares and Preferred B Shares (together, the “Preferred A/B Shares”) are entitled to a preference over all other shareholders of the Company in the event

 

 

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Notes to Consolidated Financial Statements
U.S. dollars in thousands (except share and per share data)

that the Company declares or distributes dividends, to receive an amount per share equal to 8% of the Original Issue Price for each Preferred A/B Share per annum which shall accrue annually on a cumulative basis for the period from the issuance of such Preferred A/B Share until the payment of any dividend hereunder and thereafter until from such dividend payment date until the next dividend payment date (the “Preferred A/B Dividend Preference”). If the amount declared or distributed to the holders of Preferred A/B Shares is less than the amount needed to pay the full Preferred A/B Dividend Preference, such holders are entitled to receive a pro rata portion of the amount distributed to the holders of Preferred A/B Shares, based on the amount of Preferred A/B Dividend Preference to which each holder is entitled.

After payment of the Preferred C Dividend Preference and payment of the Preferred A/B Dividend Preference, any remaining distributions shall be distributed ratably to the holders of all the Ordinary Shares and Preferred Shares treating the Preferred Shares and the Ordinary A Shares on an as converted basis in proportion to the number of shares then held by them.

Under Israeli law, a company may declare dividends only out of retained earnings, or earnings over the two most recent fiscal years, whichever is higher, provided that the company reasonably believes that the dividend will not render it unable to meet its current or foreseeable obligations when due.

This excerpt taken from the NICE 20-F filed Jun 13, 2007.

Dividends

        Since our initial public offering on NASDAQ in 1996, we have not declared or paid dividends on our ordinary shares. We intend to retain our earnings for future growth and therefore do not anticipate paying any cash dividends in the foreseeable future.

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This excerpt taken from the NICE 20-F filed May 17, 2006.

Dividends

          Since our initial public offering on Nasdaq in 1996, we have not declared or paid dividends on our ordinary shares. We intend to retain our earnings for future growth and therefore do not anticipate paying any cash dividends in the foreseeable future.

This excerpt taken from the NICE 20-F filed Jun 29, 2005.

Dividends

 

Since our initial public offering on Nasdaq in 1996, we have not declared or paid dividends on our ordinary shares.  We intend to retain our earnings for future growth and therefore do not anticipate paying any cash dividends in the foreseeable future.

 

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