Exhibit 99.1
 | Press Release |
For Immediate Release
oti Reports Fourth Quarter and Full Year 2013 Financial Results
Rosh Pina, Israel – March 27, 2014 – On Track Innovations Ltd. (oti) (NASDAQ: OTIV), a global leader in cashless payment solutions based on contactless transactions and near-field communication (NFC), reported financial results for the fourth quarter and fiscal year ended December 31, 2013.
Q4 2013 Operational Highlights
| · | Divested SmartID division for $10 million in cash at closing, $7.5 million in future payments and $5 million in potential earn outs, allowing oti to refocus on its core business of providing cashless payment technology and solutions. |
| · | Formed a strategic agreement with Wayne, a GE business and an innovator of fuel dispensers and forecourt technologies, to supply oti's EasyFuel Plus Automatic Vehicle Identification components for the Wayne Fusion™ forecourt systems that will be sold globally. |
| · | oti’s line of Saturn NFC-enabled payment terminals and software was certified by ISIS, a mobile commerce joint venture between AT&T Mobility, T-Mobile USA, and Verizon Wireless. |
| · | MasterCard certified oti’s WAVE device, the industry’s first audio jack plug-in NFC payment solution and the only to receive certification from a major payment company. |
| · | Signed an agreement with ABnote to offer oti's WAVE device to enable NFC payment within ABnote's new mobile wallet offering. |
| · | Deployed payment system for a consortium of regional banks in Hong Kong, Taiwan and Macao through new channel partner, Tradelink Electronic Commerce. |
| · | Received purchase orders of more than $1 million for EasyFuel Plus from customers, including a major global supply chain provider. |
| · | Signed a $10 million minimum purchase contract to supply NFC readers to one of oti’s U.S. channel partners in the unattended retail market in North America. |
Q4 2013 Financial Highlights
| · | Revenues in the fourth quarter of 2013 increased 22% to $6.2 million from $5.1 million in the same year-ago period. The increase was mainly driven by a 60% increase in revenue in oti’s retail segment from NFC readers sold to the U.S. market. |
| · | Gross margin in the fourth quarter of 2013 was 49.5% compared to 49.2% in the fourth quarter of 2012. |
| · | Operating expenses in the fourth quarter of 2013 decreased 32% to $7.1 million from $10.4 million in the same year-ago period. |
| · | Net income attributable to shareholders in the fourth quarter of 2013 totaled $482,000 or $0.02 per share, a significant improvement from a net loss attributable to shareholders of $8.0 million or $(0.25) per share in the same period last year. |
| · | Adjusted EBITDA loss from continuing operations in the fourth quarter of 2013 totaled $2.9 million, an improvement from an adjusted EBITDA loss from continuing operations of $7.4 million in the fourth quarter of 2012 (see discussion about the presentation of adjusted EBITDA from continuing operations, a non-GAAP term, below). |
| · | Cash and cash equivalents, and short-term investments at December 31, 2013 totaled $17.6 million, an improvement from $9.7 million at the end of the prior quarter. The increase was due to the $10 million upfront payment received from the sale of oti’s SmartID division. |
Full Year 2013 Financial Highlights
| · | Revenues in 2013 increased 20% to $19.9 million from $16.6 million in 2012. The improvement was primarily due to increased revenues from NFC readers sold to the U.S. and European markets. |
| · | Gross margin in 2013 was 54.0% compared to 56.0% in 2012. |
| · | Operating expenses in 2013 decreased 38% to $16.5 million from $26.6 million in 2012. |
| · | Net loss attributable to shareholders in 2013 totaled $3.0 million or $(0.09) per share, an improvement from a net loss attributable to shareholders of $17.4 million or $(0.54) per share in the same period last year. |
| · | Adjusted EBITDA loss from continuing operations in 2013 totaled $3.5 million, an improvement from an adjusted EBITDA loss from continuing operations of $15.4 million in 2012. |
Management Commentary
“2013 marked a transformational year in the financial and operational development of oti,” said the company’s CEO Ofer Tziperman. “We made strong progress executing our new strategic plan of refocusing on our core business of cashless payment technology while reducing unnecessary costs.
“The 60% increase in our retail segment revenue was driven primarily by strong demand for our NFC readers in U.S. and European markets. Our improved operational efficiency and the divesture of non-core businesses helped decrease our total operating expenses in 2013. These trends also reveal our effective attention to both cost controls and operational scalability, as we increase our topline and diversify our revenue base within the cashless payments market.
“Our expectations for 2014 remain high as we build upon the momentum we’ve established, and we see a widening pipeline of opportunities ahead. As global demand for NFC-based technologies continues to build, we are well positioned with industry-leading solutions and a strengthening customer base. We believe these key factors and strong industry tailwinds will help us expand our market share, drive revenue and achieve sustainable profitability.”
Conference Call
OTI will hold a conference call today (March 27, 2014) at 10:30 a.m. Eastern time to discuss these results. The company's CEO Ofer Tziperman and CFO Shay Tomer will host the presentation, followed by a question and answer period.
To participate, please dial the appropriate number 5-10 minutes prior to the start time and ask for the On Track Innovations conference call. If you have any difficulty connecting with the conference call, please contact Liolios Group at 1-949-574-3860.
U.S. dial-in: 1-877-941-1427
International dial-in: 1-480-629-9664
Conference ID: 4672781
The conference call will be broadcast simultaneously and available for replay via the investor section of the company's website at www.otiglobal.com.
A replay of the call will be available after 1:30 p.m. Eastern time on the same day through April 27, 2014.
U.S. replay dial-in: 1-877-870-5176
International replay dial-in: 1-858-384-5517
Replay ID: 4672781
Use of Non-GAAP Financial Information
This press release contains certain non-GAAP measures, namely, adjusted EBITDA from continuing operation, or adjusted earnings from continuing operation before interest, income tax, depreciation and amortization. Adjusted EBITDA from continuing operations represents earnings before interest1, income tax, depreciation and amortization, and further eliminates the effect of share-based compensation expense. OTI believes that adjusted EBITDA from continuing operations should be considered in evaluating the company's operations since it provides a clearer indication of OTI’s operating results. This measure should be considered in addition to results prepared in accordance with US GAAP, but should not be considered a substitute for the US GAAP results. The non-GAAP measures included in this press release have been reconciled to the US GAAP results in the tables below.
ON TRACK INNOVATIONS LTD.
UNAUDITED RECONCILIATION OF NON-GAAP ADJUSTMENT
The following tables reflect selected On Track Innovations Ltd, non-GAAP results reconciled to GAAP results:
(In thousands, except share and per share data)
| Year ended December 31 | Three months ended December 31 | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
| Net income (loss) | $ | (3,151 | ) | $ | (17,562 | ) | $ | 370 | $ | (8,126 | ) | |||||
| Net income from discontinued operations | (3,777 | ) | (313 | ) | (4,491 | ) | (86 | ) | ||||||||
| Financial expenses, net | 913 | 493 | (83 | ) | 268 | |||||||||||
| Depreciation | 1,135 | 1,099 | 197 | 338 | ||||||||||||
| Taxes on income | 203 | 67 | 205 | 75 | ||||||||||||
| Amortization expenses | 894 | 99 | 826 | 27 | ||||||||||||
| TOTAL EBITDA FROM CONTINUING OPERATIONS | $ | (3,783 | ) | $ | (16,117 | ) | $ | (2,976 | ) | $ | (7,504 | ) | ||||
| Stock based compensation | $ | 307 | $ | 734 | $ | 88 | $ | 83 | ||||||||
| TOTAL ADJUSTED EBITDA FROM CONTINUING OPERATIONS | $ | (3,476 | ) | $ | (15,383 | ) | $ | (2,888 | ) | $ | (7,421 | ) | ||||
About OTI
On Track Innovations Ltd. (oti) is a leader in contactless and NFC applications based on its extensive patent and IP portfolio. oti's field-proven innovations have been deployed around the world to address NFC and other cashless payment solutions, petroleum payment and management, cashless parking fee collection systems and mass transit ticketing. oti markets and supports its solutions through a global network of regional offices and alliances. For more information, visit www.otiglobal.com, the content of which does not form a part of this press release.
1 “Financial expenses”
Safe Harbor for Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. Whenever we use words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate” or similar expressions, we are making forward-looking statements. Because such statements deal with future events and are based on OTI’s current expectations, they are subject to various risks and uncertainties and actual results, performance or achievements of OTI could differ materially from those described in or implied by the statements in this press release. Forward-looking statements include statements regarding the successful implementation of our new strategic plan of refocusing on our core business of cashless payment technology, future reduction of operating expenses, demand of NFC solutions and future pipeline and growth opportunities in the U.S., Europe or elsewhere, future expansion of our market share, increase of future revenues and/or achieving sustainable profitability in the future, if any. Forward-looking statements could be impacted by the effects of the protracted evaluation and validation periods in the U.S. and other markets for contactless payment cards, market acceptance of new and existing products and our ability to execute production on orders, as well as other risks and uncertainties, including those discussed in the “Risk Factors” section and elsewhere in our Annual Report on Form 20-F for the year ended December 31, 2012, and in subsequent filings with the Securities and Exchange Commission. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, we can give no assurance that our expectations will be achieved. Except as otherwise required by law, OTI disclaims any intention or obligation to update or revise any forward-looking statements, which speak only as of the date hereof, whether as a result of new information, future events or circumstances or otherwise.
Investor Contact:
Scott Liolios or Matt Glover
Liolios Group, Inc.
949-574-3860
OTIV@liolios.com
ON TRACK INNOVATION LTD.
CONDENSED CONSOLIDATED BALANCE SHEET
(In thousands, except share and per share data)
| December 31 | ||||||||
2013 | 2012 | |||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 14,962 | $ | 9,304 | ||||
| Short-term investments | 2,601 | 8,712 | ||||||
| Trade receivables (net of allowance for doubtful | ||||||||
| accounts of $610 and $431 as of December 31, 2013 | ||||||||
| and December 31, 2012, respectively) | 5,134 | 7,516 | ||||||
| Other receivables and prepaid expenses | 4,632 | 5,349 | ||||||
| Short term restricted deposit for employees benefit | - | 2,922 | ||||||
| Inventories | 3,477 | 7,049 | ||||||
| Assets from discontinued operations - held for sale | 3,919 | - | ||||||
| Total current assets | 34,725 | 40,852 | ||||||
| Long term restricted deposit for employees benefit | 623 | 1,099 | ||||||
| Severance pay deposits | 738 | 836 | ||||||
| Property, plant and equipment, net | 9,837 | 13,074 | ||||||
| Deferred tax asset | 173 | - | ||||||
| Intangible assets, net | - | 656 | ||||||
| Goodwill | - | 485 | ||||||
| Total Assets | $ | 46,096 | $ | 57,002 | ||||
ON TRACK INNOVATION LTD.
CONDENSED CONSOLIDATED BALANCE SHEET
(In thousands, except share and per share data)
December 31 | ||||||||
2013 | 2012 | |||||||
| Liabilities and Equity | ||||||||
| Current Liabilities | ||||||||
| Short-term bank credit and current maturities | ||||||||
| of long-term bank loans | $ | 3,842 | $ | 7,368 | ||||
| Trade payables | 9,255 | 10,696 | ||||||
| Accrued severance pay | - | 3,539 | ||||||
| Other current liabilities | 6,299 | 10,971 | ||||||
| Liabilities from discontinued operations - held for sale | 2,956 | - | ||||||
| Total current liabilities | 22,352 | 32,574 | ||||||
| Long-Term Liabilities | ||||||||
| Long-term loans, net of current maturities | 3,342 | 2,224 | ||||||
| Accrued severance pay | 1,706 | 2,032 | ||||||
| Deferred tax liability | 292 | 53 | ||||||
| Total long-term liabilities | 5,340 | 4,309 | ||||||
| Total Liabilities | 27,692 | 36,883 | ||||||
| Commitments and Contingencies | ||||||||
| Equity | ||||||||
| Shareholders' Equity | ||||||||
| Ordinary shares of NIS 0.1 par value: Authorized – | ||||||||
| 50,000,000 shares as of December 31, 2013 and | ||||||||
| December 31, 2012; issued: 34,199,511 and 32,938,011 | ||||||||
| shares as of December 31, 2013 and December 31, 2012, | ||||||||
| respectively; outstanding: 33,020,812 and 31,759,312 shares | ||||||||
| as of December 31, 2013 and December 31, 2012, respectively | 854 | 820 | ||||||
| Additional paid-in capital | 212,246 | 210,853 | ||||||
| Treasury shares at cost - 1,178,699 shares as of December 31, | ||||||||
| 2013 and December 31, 2012. | (2,000 | ) | (2,000 | ) | ||||
| Accumulated other comprehensive income | 28 | 36 | ||||||
| Accumulated deficit | (192,179 | ) | (189,131 | ) | ||||
| Total Shareholder’s equity | 18,949 | 20,578 | ||||||
| Non-controlling interest | (545 | ) | (459 | ) | ||||
| Total Equity | 18,404 | 20,119 | ||||||
| Total Liabilities and Equity | $ | 46,096 | $ | 57,002 | ||||
ON TRACK INNOVATION LTD.
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(In thousands, except share and per share data)
Year ended December 31 | Three months ended December 31 | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
| Revenues | ||||||||||||||||
| Sales | $ | 15,067 | $ | 11,560 | $ | 4,807 | $ | 3,746 | ||||||||
| Licensing and transaction fees | 4,801 | 5,044 | 1,426 | 1,372 | ||||||||||||
| Total revenues | 19,868 | 16,604 | 6,233 | 5,118 | ||||||||||||
| Cost of revenues | ||||||||||||||||
| Cost of sales | 9,140 | 7,298 | 3,150 | 2,599 | ||||||||||||
| Cost of licensing and transaction fees | - | - | - | - | ||||||||||||
| Total cost of revenues | 9,140 | 7,298 | 3,150 | 2,599 | ||||||||||||
| Gross profit | 10,728 | 9,306 | 3,083 | 2,519 | ||||||||||||
| Operating expenses | ||||||||||||||||
| Research and development | 4,868 | 5,678 | 1,367 | 1,330 | ||||||||||||
| Selling and marketing | 7,914 | 11,822 | 2,544 | 5,293 | ||||||||||||
| General and administrative | 6,945 | 9,022 | 2,119 | 3,738 | ||||||||||||
| Other operating income | (4,081 | ) | - | 226 | - | |||||||||||
| Amortization of intangible assets | 81 | 99 | 13 | 27 | ||||||||||||
| Impairment of goodwill and intangible assets | 813 | - | 813 | - | ||||||||||||
| Total operating expenses | 16,540 | 26,621 | 7,082 | 10,388 | ||||||||||||
| Operating loss from continuing operations | (5,812 | ) | (17,315 | ) | (3,999 | ) | (7,869 | ) | ||||||||
| Financial income (expense) , net | (913 | ) | (493 | ) | 83 | (268 | ) | |||||||||
| Loss from continuing operations before taxes on income | (6,725 | ) | (17,808 | ) | (3,916 | ) | (8,137 | ) | ||||||||
| Taxes on income | (203 | ) | (67 | ) | (205 | ) | (75 | ) | ||||||||
| Net loss from continuing operations | (6,928 | ) | (17,875 | ) | (4,121 | ) | (8,212 | ) | ||||||||
| Net capital gain from the divestures of the discontinued operations | 5,974 | - | 5,974 | - | ||||||||||||
| Net income (loss) from discontinued operations | (2,197 | ) | 313 | (1,483 | ) | 86 | ||||||||||
| Total income from discontinued operations | 3,777 | 313 | 4,491 | 86 | ||||||||||||
| Net income (loss) | (3,151 | ) | (17,562 | ) | 370 | (8,126 | ) | |||||||||
| Net loss attributable to noncontrolling interest | 103 | 168 | 112 | 110 | ||||||||||||
| Net income (loss) attributable to shareholders | $ | (3,048 | ) | $ | (17,394 | ) | $ | 482 | $ | (8,016 | ) | |||||
| Basic and diluted net income (loss) attributable to | ||||||||||||||||
| shareholders per ordinary share | ||||||||||||||||
| From continuing operations | $ | (0.21 | ) | $ | (0.56 | ) | $ | (0.12 | ) | $ | (0.25 | ) | ||||
| From discontinued operations | $ | 0.12 | $ | 0.02 | $ | 0.14 | $ | - | ||||||||
| $ | (0.09 | ) | $ | (0.54 | ) | $ | 0.02 | $ | (0.25 | ) | ||||||
| Weighted average number of ordinary shares used in computing basic and diluted net income (loss) per ordinary share | 32,673,123 | 32,168,373 | 32,969,653 | 32,313,428 | ||||||||||||
ON TRACK INNOVATION LTD.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW
(In thousands, except share and per share data)
| Year ended December 31 | ||||||||
2013 | 2012 | |||||||
| Cash flows from continuing operating activities | ||||||||
| Net loss from continuing operations | $ | (6,928 | ) | $ | (17,875 | ) | ||
| Adjustments required to reconcile net loss to | ||||||||
| net cash used in continuing operating activities: | ||||||||
| Stock-based compensation related to options and shares issued | ||||||||
| to employees and others | 307 | 734 | ||||||
| Loss (gain) on sale of property and equipment | 91 | (295 | ) | |||||
| Amortization of intangible assets | 81 | 99 | ||||||
| Impairment of goodwill and intangible assets | 813 | - | ||||||
| Loss from sale of a subsidiary | 231 | - | ||||||
| Depreciation | 1,135 | 1,099 | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Accrued severance pay, net | (3,165 | ) | 1,132 | |||||
| Accrued interest and linkage differences | (166 | ) | (232 | ) | ||||
| Deferred tax, net | 112 | (12 | ) | |||||
| Linkage differences on receivable from sale of operation | - | - | ||||||
| Decrease (increase) in trade receivables | (765 | ) | 4,089 | |||||
| Decrease (increase) in other receivables and prepaid expenses | 1,332 | (2,432 | ) | |||||
| Decrease (increase) in inventories | (11 | ) | 831 | |||||
| Increase (decrease) in trade payables | (181 | ) | 1,598 | |||||
| Increase (decrease) in other current liabilities | (3,472 | ) | 4,849 | |||||
| Net cash used in continuing operating activities | (10,586 | ) | (6,415 | ) | ||||
| Cash flows from continuing investing activities | ||||||||
| Acquisition of business operation | - | (100 | ) | |||||
| Purchase of property and equipment | (2,784 | ) | (971 | ) | ||||
| Purchase of short term investments | (325 | ) | (10,403 | ) | ||||
| Investment in restricted deposit for employees benefit | - | (3,891 | ) | |||||
| Proceeds from restricted deposit for employees benefit | 3,390 | - | ||||||
| Proceeds from maturity or sale of short term investments | 6,549 | 17,712 | ||||||
| Proceeds from sale of property and equipment | 168 | 299 | ||||||
| Net cash provided by (used in) continuing investing activities | 6,998 | 2,646 | ||||||
| Cash flows from continuing financing activities | ||||||||
| Increase (decrease) in short-term bank credit, net | (1,073 | ) | 1,822 | |||||
| Proceeds from long-term bank loans | 3,184 | 390 | ||||||
| Repayment of long-term bank loans | (1,316 | ) | (2,193 | ) | ||||
| Proceeds from issuance of shares, net of issuance expenses | - | - | ||||||
| Payments to acquire treasury shares | - | - | ||||||
| Proceeds from exercise of options | 968 | 12 | ||||||
| Net cash provided by continuing financing activities | 1,763 | 31 | ||||||
| Cash flows from discontinued operations | ||||||||
| Net cash (used in) provided by discontinued operating activities | (1,391 | ) | 1,768 | |||||
| Net cash provided by (used in) discontinued investing activities | 9,858 | (72 | ) | |||||
| Net cash used in discontinued financing activities | (985 | ) | (1,427 | ) | ||||
| Total net cash provided by (used in) discontinued activities | 7,482 | 269 | ||||||
| Effect of exchange rate changes on cash and cash equivalents | 1 | 256 | ||||||
| Increase (decrease) in cash and cash equivalents | 5,658 | (3,213 | ) | |||||
| Cash and cash equivalents at the beginning of the year | 9,304 | 12,517 | ||||||
| Cash and cash equivalents at the end of the year | $ | 14,962 | $ | 9,304 | ||||