SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of November 2012
Commission File Number 000-20181
Sapiens
International Corporation N.V.
(translation of registrant’s name into English)
c/o Landhuis Joonchi
Kaya Richard J. Beaujon z/n
P.O. Box 837
Willemstad,
Curaçao
(599) (9) 7366277
(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 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 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-_______________.
SIGNATURE
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.
| Sapiens International Corporation N.V. | ||
| Date: November 12, 2012 | By: | /s/ Roni Giladi |
| Roni Giladi Chief Financial Officer | ||
Sapiens Q3 2012 Revenue Increases 67% to $29.6 Million
Q3 Operating profit grows 144% to $3.3 Million
Q3 Non-GAAP Operating Profit margin expands during 2012 to 14%
REHOVOT, Israel, November 13, 2012 - Sapiens International Corporation N.V. (NASDAQ and TASE: SPNS), a provider of innovative insurance software solutions and a member of the Formula Group (NASDAQ: FORTY and TASE: FORT), announces its financial results for the third quarter ended September 30, 2012.
Third Quarter Year-over-Year Financial and Business Highlights include:
| · | Revenue increased 67% to $29.6 million, compared to revenue of $17.8 million in the third quarter of 2011 |
| · | Non-GAAP operating profit increased 96% to $4.1 million, compared to $2.1 million in third quarter of 2011. Operating profit grows 144% to $3.3 million, compared to $1.4 million in the third quarter of 2011 |
| · | Non-GAAP net income increased 86% to $4.3 million, compared to $2.3 million in the third quarter of 2011. Net income increased by 123% to $3.5 million, compared to $1.6 million in the third quarter of 2011 |
| · | Non-GAAP operating profit margin expanded to 14.0%, compared to $11.9% for third quarter of 2011 |
| · | Non-GAAP diluted EPS was $0.10, compared to $0.07 per diluted share for the third quarter of 2011. |
| · | Sapiens has signed several new customers, including MTL Insurance (US) with Sapiens ALIS and MDIS (UK) with Sapiens IDIT |
| · | Cash position at the end of the quarter reached $33.1 million, compared to $21.5 million at December 31, 2011 |
Nine months Year-over-Year Financial Highlights include:
| · | Revenue increased 82% to $82.7 million, compared to revenue of $45.3 million in the same period last year |
| · | Non-GAAP operating profit increased 80% to $11.2 million, compared to $6.2 million in same period last year |
| · | Non-GAAP net income increased 76% to $11.0 million, compared to $6.2 million in the same period last year |
| · | Non-GAAP diluted EPS was $0.26, compared to $0.24 per diluted share for the same period last year. |
Roni Al Dor, President & CEO of Sapiens International, commented, “Q3 was a strong quarter for Sapiens. We were extremely pleased with the opportunity to partner with new customers, further establishing Sapiens as a market leader. Sapiens client base is rapidly growing, and our market recognition in the global market is further enhanced, with the adoption of our Property & Casualty, Life & Annuity and Decision Management solutions. We are growing rapidly, profitably and we are expanding margins. To meet our growth plans, we are also growing our team of insurance and technology experts, globally. Sapiens continues to execute and is well positioned to accelerate profitable growth as a leading global provider of innovative software solutions and services.”
Increased 2012 Guidance
Mr. Al Dor continued, “As a result of the year-to-date progress, and our strengthening sales pipeline, we are increasing our 2012 revenue guidance. We now expect to exceed $113 million in revenue for the year.”
Non-GAAP Financial Measures
Non-GAAP financial measures consist of GAAP financial measures adjusted to exclude: amortization of acquired intangible assets, share-based compensation expenses and certain business combination accounting entries. The purpose of such adjustments is to give an indication of our performance exclusive of non-cash charges and other items that are considered by management to be outside of our core operating results. Our non-GAAP financial measures are not in accordance with, or an alternative for, generally accepted accounting principles and may be different from non-GAAP financial measures used by other companies. In addition, these non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles. We believe that non-GAAP financial measures have limitations in that they do not reflect all of the amounts associated with our results of operations as determined in accordance with GAAP and that these measures should only be used to evaluate our results of operations in conjunction with the corresponding GAAP measures. Our management regularly uses our supplemental non-GAAP financial measures internally to understand, manage and evaluate our business and make operating decisions. These non-GAAP measures are among the primary factors management uses in planning for and forecasting future periods.
| U.S. Dollars in thousands, except per share amounts | ||||||||||||||||
| For the three months ended | For the nine months ended | |||||||||||||||
| U.S GAAP basis | 30/09/2012 | 30/09/2011 | 30/09/2012 | 30/09/2011 | ||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
| Revenues | 29,574 | 17,757 | 87,739 | 45,341 | ||||||||||||
| Gross profit | 12,919 | 7,749 | 35,355 | 20,603 | ||||||||||||
| Operating profit | 3,323 | 1,362 | 8,526 | 4,761 | ||||||||||||
| Net income | 3,474 | 1,555 | 8,464 | 4,853 | ||||||||||||
| Basic earnings per share | 0.09 | 0.05 | 0.21 | 0.20 | ||||||||||||
| Diluted earnings per share | 0.08 | 0.05 | 0.20 | 0.18 | ||||||||||||
| Non-GAAP | ||||||||||||||||
| Revenues | 29,549 | 17,834 | 83,058 | 45,418 | ||||||||||||
| Gross profit | 13,956 | 8,916 | 38,871 | 24,135 | ||||||||||||
| Operating profit | 4,145 | 2,117 | 11,168 | 6,200 | ||||||||||||
| Net income | 4,254 | 2,290 | 10,978 | 6,227 | ||||||||||||
| Basic earnings per share | 0.11 | 0.08 | 0.28 | 0.25 | ||||||||||||
| Diluted earnings per share | 0.10 | 0.07 | 0.26 | 0.24 | ||||||||||||
About Sapiens International
Sapiens International Corporation (NASDAQ and TASE: SPNS) is a global provider of innovative software solutions for the financial services market with focus on insurance. We serve over 100 financial services customers, backed by a team of over 800 experts, operating through fully-owned subsidiaries in North America, the United Kingdom, EMEA and Asia Pacific.
Except for historical information contained herein, the matters set forth in this release are forward-looking statements that are dependent on certain risks and uncertainties, including such factors, among others, as market acceptance, market demand, pricing, changing regulatory environment, changing economic conditions, risks in new product and service development, the effect of accounting policies, specific system configurations and software needs of individual customers and other risk factors.
Investor
Relations Contact:
Roni Giladi, CFO
Sapiens International
Tel: +972-8-9382721
E-mail: roni.g@sapiens.com
Or
James Carbonara, Regional Vice President
Hayden IR
Office: (646)-755-7412
E-mail: James@haydenir.com
SAPIENS INTERNATIONAL CORPORATION N.V.
Condensed Consolidated Statements of Operations
(U.S. Dollars in thousands, except per share amounts)
| For the three months ended | For the nine months ended | |||||||||||||||
| 9/30/2012 | 9/30/2011 | 9/30/2012 | 9/30/2011 | |||||||||||||
| Unaudited | Unaudited | Unaudited | Unaudited | |||||||||||||
| Revenues | $ | 29,574 | $ | 17,757 | $ | 82,739 | $ | 45,341 | ||||||||
| Cost of revenues | $ | 16,655 | $ | 10,008 | $ | 47,384 | $ | 24,738 | ||||||||
| Gross Profit | 12,919 | 7,749 | 35,355 | 20,603 | ||||||||||||
| Operating expenses | ||||||||||||||||
| Research and development, net | $ | 2,830 | $ | 1,655 | $ | 7,575 | $ | 3,906 | ||||||||
| Selling, marketing, general and administrative | $ | 6,766 | $ | 4,732 | $ | 19,254 | $ | 11,936 | ||||||||
| Total operating expenses | $ | 9,596 | $ | 6,387 | $ | 26,829 | $ | 15,842 | ||||||||
| Operating Income | 3,323 | 1,362 | $ | 8,526 | 4,761 | |||||||||||
| Financial income, net | $ | (239 | ) | $ | (276 | ) | $ | (385 | ) | $ | (175 | ) | ||||
| Taxes and other expenses (income), net | $ | 43 | $ | 41 | $ | 424 | $ | 41 | ||||||||
| Net Income | $ | 3,519 | $ | 1,597 | $ | 8,487 | $ | 4,895 | ||||||||
| Attributetable to non-controlling interest | $ | 45 | $ | 42 | $ | 23 | $ | 42 | ||||||||
| Net income attributable to Sapiens shareholders | $ | 3,474 | $ | 1,555 | $ | 8,464 | $ | 4,853 | ||||||||
| Earnings per share | ||||||||||||||||
| Basic | $ | 0.09 | $ | 0.05 | $ | 0.21 | $ | 0.20 | ||||||||
| Diluted | $ | 0.08 | $ | 0.05 | $ | 0.20 | $ | 0.18 | ||||||||
| Weighted average number of shares used to computation of earnings per share | ||||||||||||||||
| Basic | 40,294 | 29,894 | 39,771 | 24,681 | ||||||||||||
| Diluted | 42,230 | 31,916 | 41,733 | 26,445 | ||||||||||||
SAPIENS INTERNATIONAL CORPORATION N.V.
Reconciliation of GAAP to Non-GAAP results
(U.S. Dollars in thousands, except per share amounts)
| For the three months ended | For the year ended | |||||||||||||||
| 9/30/2012 | 9/30/2011 | 9/30/2012 | 9/30/2011 | |||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
| GAAP revenues | 29,574 | 17,757 | 82,739 | 45,341 | ||||||||||||
| Valuation adjustment on acquired deferred revenue and long term contract | (25 | ) | 77 | 319 | 77 | |||||||||||
| Non-GAAP revenues | 29,549 | 17,834 | 83,058 | 45,418 | ||||||||||||
| GAAP gross profit | 12,919 | 7,749 | 35,355 | 20,603 | ||||||||||||
| Revenues adjustment | (25 | ) | 77 | 319 | 77 | |||||||||||
| Amortization of capitalized software | 857 | 952 | 2,566 | 3,317 | ||||||||||||
| Amortization of other intangible assets | 205 | 138 | 631 | 138 | ||||||||||||
| Non-GAAP gross profit | 13,956 | 8,916 | 38,871 | 24,135 | ||||||||||||
| GAAP operating income | 3,323 | 1,362 | 8,526 | 4,761 | ||||||||||||
| Gross profit adjustment | 1,037 | 1,167 | 3,516 | 3,532 | ||||||||||||
| Capitalization of software development | (730 | ) | (970 | ) | (2,645 | ) | (3,400 | ) | ||||||||
| Amortization of other intangible assets | 357 | 486 | 1,305 | 1,076 | ||||||||||||
| Stock-based compensation | 158 | 72 | 466 | 231 | ||||||||||||
| Non-GAAP operating profit | 4,145 | 2,117 | 11,168 | 6,200 | ||||||||||||
| GAAP net income attributable to Sapiens shareholders | 3,474 | 1,555 | 8,464 | 4,853 | ||||||||||||
| Operating income adjustments | 822 | 755 | 2,642 | 1,439 | ||||||||||||
| Non-controlling interest in amortization intangible assets | (20 | ) | (66 | ) | ||||||||||||
| Deferred taxes related to acquisition | (22 | ) | (20 | ) | (62 | ) | (65 | ) | ||||||||
| Non-GAAP net income attributable to Sapiens shareholders | 4,254 | 2,290 | 10,978 | 6,227 | ||||||||||||
| Non-GAAP basic earnings per share | 0.11 | 0.08 | 0.28 | 0.25 | ||||||||||||
| Non-GAAP diluted earnings per share | 0.10 | 0.07 | 0.26 | 0.24 | ||||||||||||
| Weighted average number of shares used to computation of earnings per share | ||||||||||||||||
| Basic | 40,294 | 29,894 | 39,771 | 24,681 | ||||||||||||
| Diluted | 42,230 | 31,916 | 41,733 | 26,445 | ||||||||||||
SAPIENS INTERNATIONAL CORPORATION N.V.
Condensed Consolidated Balance Sheets
(U.S. Dollars in thousands)
| 9/30/2012 | 12/31/2011 | |||||||
| (Unaudited) | (Audited) | |||||||
| Assets | ||||||||
| Cash and cash equivalents | $ | 33,110 | $ | 21,460 | ||||
| Restricted cash | 341 | 456 | ||||||
| Trade receivables, net | 16,978 | 14,484 | ||||||
| Other receivables and prepaid expenses | 3,097 | 3,229 | ||||||
| Total current assets | 53,526 | 39,629 | ||||||
| Property and equipment, net | 2,007 | 1,814 | ||||||
| Severance pay fund | 9,793 | 10,172 | ||||||
| Other intangible assets, net | 31,979 | 35,138 | ||||||
| Goodwill | 65,427 | 66,715 | ||||||
| Total Long-term assets | 109,206 | 113,839 | ||||||
| Total assets | $ | 162,732 | $ | 153,468 | ||||
| Liabilities and Equity | ||||||||
| Trade payables | $ | 3,760 | $ | 2,559 | ||||
| Accrued expenses and other liabilities | 18,335 | 19,731 | ||||||
| Deferred revenue | 10,417 | 9,603 | ||||||
| Total current liabilities | 32,512 | 31,893 | ||||||
| Other long-term liabilities | 631 | 614 | ||||||
| Accrued severance pay | 11,369 | 10,714 | ||||||
| Total long-term liabilities | 12,000 | 11,328 | ||||||
| EQUITY | 118,220 | 110,247 | ||||||
| Total liabilities and shareholders' equity | $ | 162,732 | $ | 153,468 | ||||