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Nice Systems 6-K 2006 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
For the month of November 2006 (report no.1)
Commission File Number: 0-27466
NICE-SYSTEMS LTD.
8 Hapnina Street, P.O. Box 690, Ra'anana, Israel
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 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 by furnishing the information contained in this Form 6-K, 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- _N/A__
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THE GAAP FINANCIAL STATEMENTS ATTACHED TO THE PRESS RELEASE IN EXHIBIT 99.1 OF THIS REPORT ON FORM 6-K ARE HEREBY INCORPORATED BY REFERENCE INTO NICE-SYSTEMS LTD.`S ("NICE") REGISTRATION STATEMENTS ON FORM F-3 (REGISTRATION STATEMENTS NOS. 333-127883, 333-11250, 333-12996, AND 333-109766) AND NICE`S REGISTRATION STATEMENTS ON FORM S-8 (REGISTRATION STATEMENT NOS. 333-11842, 333-9352, 333-11154, 333-13686, 333-111112, 333-111113 AND 333-134355), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.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: 99.1 Press Release: Record Results for Third Quarter 2006 Reported by NICE Systems - Revenues Reach $112.2 Million, dated November 1, 2006
____ 2 ____ 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/ Yechiam Cohen Name: Yechiam Cohen Title: General Counsel
Dated: November 1, 2006
____ 3 ____ EXHIBIT INDEX
Press Release: Record Results for Third Quarter 2006 Reported by NICE Systems - Revenues Reach $112.2 Million, dated November 1, 2006
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Record Results for Third
Quarter 2006 Company delivers record gross margins, operating margins and net income
Ra`anana, Israel, November 01, 2006 - NICE Systems (NASDAQ: NICE), the global provider of advanced solutions that enable organizations to extract Insight from Interactions(TM) to drive performance, today announced results for the third quarter of 2006.
Third quarter 2006 pro-forma revenue was a record $112.2 million, representing a 35.6% increase from $82.7 million in the third quarter of 2005.
Pro-forma gross margin in the third quarter was a record 60.6%, or $67.9 million pro-forma gross profit, up from 56.6%, or $46.8 million respectively in the third quarter 2005.
The company reported a record pro-forma operating margin for the quarter of 15.9% and operating profit of $17.8 million, compared with 11.5% and $9.5 million, respectively, in the third quarter of 2005.
Third quarter 2006 pro-forma net income was a record $16.0 million, up 78.5% from $9.0 million in the third quarter of 2005. Pro-forma earnings per fully diluted share were at $0.31, up from $0.22 in the same quarter of 2005.
On a GAAP basis: Third quarter 2006 revenue was $107.5 million, up from $82.7 million in the third quarter of 2005. Third quarter 2006 gross margin was 56.2%, compared with 55.9% in the third quarter of 2005; operating loss was $6.9 million, compared with operating profit of $8.4 million, in the third quarter of 2005; and third quarter 2006 net loss was $5.4 million, or $0.11 per fully diluted share, compared with net income of $7.9 million, or $0.19 per share, on a fully diluted basis, for the third quarter of 2005.
Q3 2006 operating cash flow was a record $25.3 million, Total cash and equivalents at September 30, 2006 was $244.2 million, with no debt, compared with $421.1 million on June 30, 2006. This follows the $200 million that were paid for IEX during the quarter.
Commenting on the results, Haim Shani, Chief Executive Officer of NICE said, "Third quarter results reflect the successful execution of our long term plan and the continually growing demand for our Insight from Interactions solutions both in the enterprise and security sectors. They are also the clearest testament to the success of the paradigm shift we introduced to the enterprise sector with the acquisitions of IEX and Performix and implementation of our best-of-breed strategy for the contact center. Together with our global services, and worldwide footprint our offering enables us to achieve quick and measurable results. We continue to lead our markets going into 2007 and beyond."
Ran Oz, NICE`s Corporate Vice President and Chief Financial Officer, stated, "Further to the outstanding results of the last three quarters and the strong momentum we are seeing in both the enterprise and security sectors, we are raising our full year guidance and providing first time Q4 guidance as follows: We expect Q4 revenues to be between $115 and $120 million, and pro-forma EPS per fully diluted share in the range of 32 - 37 cents. For the year we expect revenues at $413- $418 million, up from $408 - $417 million, and pro-forma EPS at a range of $1.12 - $1.17, up from $1.06 - $1.15 per fully diluted share."
Mr. Oz continued "Looking forward to 2007 we expect the growth in our revenues to continue. This will allow us to enjoy the leverage of our business model, further improving margins and driving stronger bottom line growth. We introduce first time 2007 revenue guidance at $485 - $500 million; and first time pro-forma EPS per fully diluted share guidance of $1.35 - 1.45."
Conference Call NICE will host a conference call to discuss the results and its business outlook today at 8:30 a.m. EST (15:30 Israel). Participants may access the conference call by dialing US toll-free 1-866-860-9642; international: +972-3-918-0610; Israel: 03-918-0610. The call will also 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 three hours after the call. The replay information: US Toll-free: 1-866-527-8676; international: + 972-3-925-5930; Israel: 03-925-5930. ____ 5 ____
Pro-forma Pro-forma results exclude the fair value adjustment on acquired deferred revenues of $3.5 million net of taxes, and the amortization of acquired intangible assets of $3.5 million net of taxes in Q3 2006 and $1.1 million in Q3 2005, in process research and development write off in relation to the IEX acquisition in the amount of $12.7 million, expensing of options of $2.2 million net of taxes for Q3 2006, and legal settlement income of $0.4 million. Reconciliation between the results on a GAAP and pro-forma basis is provided in a table immediately following the Consolidated Statement of Operations (Pro-Forma Basis).
About NICE NICE Systems (NASDAQ: NICE) is the leading provider of Insight from Interactions(TM), offering comprehensive performance management and interaction analytics solutions for the enterprise and security markets. Advanced interaction analytics are performed on unstructured multimedia content - from telephony, web, radio and video communications. NICE brings the power of Insight from Interactions to IP contact centers, branches, and command and control centers. NICE`s solutions are changing the way organizations make decisions, enabling them to proactively improve business and operational performance and address security threats. NICE has over 24,000 customers in 100 countries, including over 75 of the Fortune 100 companies. More information is available at www.nice.com .
*in Australia only
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.
____ 6 ____ NICE SYSTEMS LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME U.S. dollars in thousands (except per share amounts)
____ 7 ____ NICE SYSTEMS LTD. AND SUBSIDIARIES NON-GAAP CONSOLIDATED STATEMENTS OF INCOME - QUARTER U.S. dollars in thousands (except per share amounts)
NICE SYSTEMS LTD. AND SUBSIDIARIES NON-GAAP CONSOLIDATED STATEMENTS OF INCOME - YEAR TO DATE U.S. dollars in thousands (except per share amounts)
NICE SYSTEMS LTD. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS U.S. dollars in thousands
NICE SYSTEMS LTD. AND SUBSIDIARIES CONSOLIDATED CASH FLOW STATEMENTS U.S. dollars in thousands
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