For the fourth quarter of 2005 we expect revenues of between $19.0 million and $19.5 million, GAAP earnings per diluted share of between $0.09 and $0.10 and Adjusted earnings per diluted share, before all amortization expenses, are expected to be in the range of $0.13 to $0.14.
For full-year 2005, Fundtech currently expects 2005 revenues of between $72.9 million to $73.8 million, compared with previous guidance of $70.4 million to $71.7 million. The range for GAAP earnings per diluted share has increased to between $0.24 and $0.26 from prior guidance of between $0.22 and $0.25. Adjusted earnings per diluted share, before all amortization expenses, are expected to be in the range of $0.41 to $0.43, versus a previous range of $0.40 to $0.43.
Company to Host Conference Call
The senior management of Fundtech will host a conference call at 09:30 a.m. (ET) today, Wednesday, August 3, to discuss the Company’s second-quarter 2005 results and financial guidance, and to answer questions from the investment community.
To participate, please call 866-500-4964 or 011-972-3-925-5910 and ask for the Fundtech Call. From Israel, please dial (03) 925-5910.
A replay of the conference call will be available for playback from noon (ET) August 3 until midnight (ET) August 10. The replay may be accessed by dialing 877-332-1104 or 972 (3) 925-5934.
This call will also be webcast live on: http://www.fundtech.com. An online replay will be available until August 10.
About Fundtech
Fundtech (www.fundtech.com) is a leading provider of software solutions and services that facilitate payments, settlement and cash management by enabling businesses and their banks to electronically manage cash, process payments and transfer funds. The Company's client-server and Internet software products automate the process of transferring funds among corporations, banks and clearance systems and enable businesses to manage global cash positions efficiently and in real-time. Its solutions have been sold to hundreds of financial institutions around the globe.
Forward Looking Statements:
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may include, but are not limited to, the expectations related to third and fourth-quarter revenues; third and fourth-quarter GAAP earnings per share; third and fourth quarter adjusted earnings per share; full-year 2005 revenues; full-year GAAP earnings per share; and full-year 2005 adjusted earnings per share. These statements are based on management’s current expectations and are subject to risks, uncertainties, and assumptions. Should one or more of these risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, expected, estimated or projected. The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements; a downturn in the financial services industry; failure to obtain revenue as anticipated; and risks and other factors detailed from time to time in Fundtech's public filings, including its Annual Report on Form 20-F for the year ending December 31, 2004. Fundtech undertakes no obligation to revise or update these forward-looking statements to reflect events or circumstances that arise after the date of this Release or to reflect the occurrence of unanticipated events.
# # #

FUNDTECH LTD. AND ITS SUBSIDIARIES |
Condensed Consolidated Balance Sheets |
(In Thousands) |
| | | | | |
| | June 30, | | December 31, | |
| | 2005 | | 2004 | |
ASSETS | | | | | |
| | | | | |
Current assets: | | | | | |
Cash and cash equivalents | | $ | 21,410 | | $ | 27,810 | |
Short term deposits | | | 1,137 | | | — | |
Marketable securities - short term | | | 13,674 | | | 8,620 | |
Trade receivables, net | | | 17,071 | | | 17,588 | |
Other accounts receivable, prepaid expenses and inventories | | | 2,781 | | | 1,765 | |
Total current assets | | | 56,073 | | | 55,783 | |
| | | | | | | |
Marketable securities - long term | | | 11,890 | | | 9,591 | |
Severance pay fund | | | 722 | | | 676 | |
Long term lease deposits | | | 1,049 | | | 924 | |
Prepaid expenses | | | 1,354 | | | 1,352 | |
Property and equipment, net | | | 9,090 | | | 8,204 | |
Goodwill, net | | | 15,433 | | | 15,078 | |
Other assets, net | | | 5,929 | | | 7,273 | |
Total assets | | $ | 101,540 | | $ | 98,881 | |
| | | | | | | |
LIABILITIES AND SHAREHOLDERS' EQUITY | | | | | | | |
| | | | | | | |
Current liabilities: | | | | | | | |
Trade payables | | $ | 1,599 | | $ | 1,896 | |
Deferred revenues | | | 9,810 | | | 8,204 | |
Accrued restructuring expenses | | | 443 | | | 445 | |
Employee and payroll accruals | | | 2,488 | | | 2,673 | |
Other accounts payable and accrued expenses | | | 4,413 | | | 4,648 | |
Total current liabilities | | | 18,753 | | | 17,866 | |
| | | | | | | |
Accrued severance pay | | | 799 | | | 751 | |
Accrued restructuring and other expenses | | | 119 | | | 281 | |
Other long term liabilities | | | 158 | | | 178 | |
Total liabilities | | | 19,829 | | | 19,076 | |
Shareholders' equity: | | | | | | | |
Share capital | | | 44 | | | 43 | |
Additional paid-in capital | | | 142,361 | | | 141,274 | |
Accumulated other comprehensive loss | | | (460 | ) | | 80 | |
Accumulated deficit | | | (60,146 | ) | | (61,504 | ) |
Treasury stock, at cost | | | (88 | ) | | (88 | ) |
Total shareholders' equity | | | 81,711 | | | 79,805 | |
Total liabilities and shareholders' equity | | $ | 101,540 | | $ | 98,881 | |
Note: Certain prior year amounts have been reclassified to conform to current year presentation. |

FUNDTECH LTD. AND ITS SUBSIDIARIES |
Consolidated Statements of Operations |
(In Thousands, Except Share and Per Share Data) |
| | | | | | | | | |
| | Three Months Ended | | Six Months Ended | |
| | June 30, | | June 30, | |
| | 2005 | | 2004 | | 2005 | | 2004 | |
Revenues: | | | | | | | | | |
Software license | | $ | 4,498 | | $ | 4,216 | | | 9,070 | | $ | 7,669 | |
Software hosting | | | 2,662 | | | 1,920 | | | 5,221 | | | 3,737 | |
Maintenance | | | 4,817 | | | 4,134 | | | 9,641 | | | 8,239 | |
Services | | | 6,342 | | | 3,401 | | | 11,528 | | | 6,901 | |
Hardware sales | | | 33 | | | 52 | | | 72 | | | 79 | |
Total revenues | | | 18,352 | | | 13,723 | | | 35,532 | | | 26,625 | |
Operating expenses: | | | | | | | | | | | | | |
Software licenses costs | | | 119 | | | 170 | | | 289 | | | 320 | |
Amortization of capitalized software development costs | | | 394 | | | 394 | | | 788 | | | 788 | |
Amortization of other intangible assets | | | 279 | | | 235 | | | 558 | | | 470 | |
Maintenance, hosting and services costs | | | 7,367 | | | 5,314 | | | 14,259 | | | 10,161 | |
Hardware costs | | | 23 | | | 42 | | | 59 | | | 61 | |
Software development | | | 3,393 | | | 2,767 | | | 6,841 | | | 5,307 | |
Selling and marketing | | | 3,362 | | | 2,811 | | | 6,572 | | | 5,554 | |
General and administrative | | | 2,386 | | | 1,679 | | | 4,584 | | | 3,459 | |
Total operating expenses | | | 17,323 | | | 13,412 | | | 33,950 | | | 26,120 | |
| | | | | | | | | | | | | |
Operating income | | | 1,029 | | | 311 | | | 1,582 | | | 505 | |
Financial income, net | | | 136 | | | 166 | | | 390 | | | 345 | |
Income taxes | | | (321 | ) | | (89 | ) | | (614 | ) | | (202 | ) |
Net income | | $ | 844 | | $ | 388 | | $ | 1,358 | | $ | 648 | |
| | | | | | | | | | | | | |
Net income per share: | | | | | | | | | | | | | |
Net income used in computing income per share | | $ | 844 | | $ | 388 | | $ | 1,358 | | $ | 648 | |
Basic income per share | | $ | 0.06 | | $ | 0.03 | | $ | 0.09 | | $ | 0.04 | |
Diluted income per share | | $ | 0.05 | | $ | 0.03 | | $ | 0.09 | | $ | 0.04 | |
Shares used in computing: | | | | | | | | | | | | | |
Basic income per share | | | 14,856,430 | | | 14,553,616 | | | 14,786,537 | | | 14,543,140 | |
Diluted income per share | | | 15,809,033 | | | 15,221,711 | | | 15,698,837 | | | 15,276,927 | |
| | | | | | | | | | | | | |
Adjusted net income per share: | | | | | | | | | | | | | |
Adjusted net income used in computing income per share | | $ | 1,517 | | $ | 1,017 | | $ | 2,704 | | $ | 1,906 | |
Adjusted net income per share | | $ | 0.10 | | $ | 0.07 | | $ | 0.17 | | $ | 0.12 | |
Shares used in computing adjusted net income per share | | | 15,809,033 | | | 15,276,927 | | | 15,698,837 | | | 15,276,927 | |
| | | | | | | | | | | | | |
Reconciliation of net loss to adjusted net income: | | | | | | | | | | | | | |
Net income | | $ | 844 | | $ | 388 | | $ | 1,358 | | $ | 648 | |
Amortization | | | 673 | | | 629 | | | 1,346 | | | 1,258 | |
Adjusted net income | | $ | 1,517 | | $ | 1,017 | | $ | 2,704 | | $ | 1,906 | |
Note: Certain prior year amounts have been reclassified to conform to current year presentation. |

FUNDTECH LTD. AND ITS SUBSIDIARIES |
Consolidated Statement of Cash Flows |
(In Thousands) |
| | | | | | | |
| | Six Months Ended | | Three Months Ended | |
| | June 30, | | June 30, | |
| | 2005 | | 2004 | | 2005 | |
CASH FLOWS FROM OPERATIONS: | | | | | | | |
Net income | | $ | 1,358 | | $ | 648 | | $ | 844 | |
Adjustments to reconcile net income to net cash | | | | | | | | | | |
provided by (used in) operating activities: | | | | | | | | | | |
Depreciation and amortization | | | 2,841 | | | 2,609 | | | 1,394 | |
Decrease (increase) in trade receivables and long-term trade receivables | | | 398 | | | 1,246 | | | (526 | ) |
(Increase) in other accounts receivable, prepaid expenses and inventories | | | (1,151 | ) | | (1,145 | ) | | (290 | ) |
(Decrease) increase in trade payables | | | (249 | ) | | (160 | ) | | (149 | ) |
Increase (decrease) in deferred revenues | | | 2,184 | | | 4,412 | | | (4,661 | ) |
(Decrease) in employee and payroll accruals | | | (107 | ) | | 43 | | | 285 | |
(Decrease) increase in other accounts payable and accrued expenses | | | (142 | ) | | (363 | ) | | 567 | |
(Decrease) in accrued restructuring expenses | | | (164 | ) | | (342 | ) | | (78 | ) |
Increase in accrued severance pay, net | | | 2 | | | (1 | ) | | (6 | ) |
Increase in accrued interest on marketable securities | | | 15 | | | 30 | | | 38 | |
Loss on disposition of fixed assets | | | 1 | | | 3 | | | 1 | |
Net cash provided by (used in) operations | | | 4,986 | | | 6,980 | | | (2,581 | ) |
CASH FLOWS FROM INVESTING ACTIVITIES: | | | | | | | | | | |
Proceeds from held-to-maturity marketable securities | | | (5,035 | ) | | (5,548 | ) | | (2,539 | ) |
Investment in held-to-maturity marketable securities | | | (2,333 | ) | | — | | | — | |
Investment in long term held-to-maturity marketable securities | | | — | | | 918 | | | 1,537 | |
Investment in short term deposits | | | (1,137 | ) | | — | | | (1,137 | ) |
Purchase of property and equipment | | | (2,586 | ) | | (2,116 | ) | | (1,175 | ) |
Increase in long-term lease deposits and prepaid expenses | | | (126 | ) | | (452 | ) | | (53 | ) |
Investments in subsidiaries (Appendix A) | | | (355 | ) | | — | | | (345 | ) |
Proceeds from sale of fixed assets | | | 11 | | | 9 | | | 11 | |
Net cash used in investing activities | | | (11,561 | ) | | (7,189 | ) | | (3,701 | ) |
CASH FLOWS FROM FINANCING ACTIVITIES: | | | | | | | | | | |
Proceeds from the issuance of share capital and | | | | | | | | | | |
exercise of stock options and warrants, net | | | 1,088 | | | 185 | | | 469 | |
Increase in other long-term assets | | | — | | | — | | | — | |
Net cash provided by financing activities | | | 1,088 | | | 185 | | | 469 | |
| | | | | | | | | | |
Effect of exchange rate on cash and cash equivalents | | | (913 | ) | | 69 | | | (751 | ) |
| | | | | | | | | | |
Increase (decrease) in cash and cash equivalents | | | (6,400 | ) | | 45 | | | (6,564 | ) |
Cash and cash equivalents at the beginning of the period | | | 27,810 | | | 28,900 | | | 27,974 | |
Cash and cash equivalents at the end of the period | | $ | 21,410 | | $ | 28,945 | | $ | 21,410 | |
| | | | | | | | | | |
Schedule A to Press Release |
| | | | | | | | | | |
Reconciliation to GAAP |
(In Thousands, Except Share and Per Share Data) |
| | | | | | | | | | |
The following information sets forth Fundtech's calculation of adjusted net income as contained in the |
Company's press release: |
| | Three Months Ended | | Six Months Ended | |
| | June 30, | | December | | June 30, | |
| | 2005 | | 2004 | | 2004 | | 2005 | | 2004 | |
| | | | | | | | | | | |
Reconciliation of net income (loss) to adjusted net income: | | | | | | | | | |
| | | | | | | | | | | |
Net income (loss) | | $ | 844 | [a] | $ | 388 | [a] | $ | 1,109 | [a] | $ | 1,358 | [a] | $ | 648 | [a] |
Amortization of capitalized | | | | | | | | | | | | | | | | |
software development costs | | | 394 | | | 394 | | | 394 | | | 788 | | | 788 | |
Amortization of other intangible assets | | | 279 | | | 235 | | | 261 | | | 558 | | | 470 | |
Adjusted net income | | $ | 1,517 | | $ | 1,017 | | $ | 1,764 | | $ | 2,704 | | $ | 1,906 | |
| | | | | | | | | | | | | | | | |
Adjusted net income per share | | $ | 0.10 | | $ | 0.07 | | $ | 0.12 | | $ | 0.17 | | $ | 0.12 | |
Shares used in computing | | | | | | | | | | | | | | | | |
adjusted net income per share | | | 15,809,033 | | | 15,276,927 | | | 15,260,032 | | | 15,698,837 | | | 15,276,927 | |
[a] | Net income per share (diluted) was approximately $0.05 , $0.03 and $0.07 for the three months ended June 30, 2005 and 2004 and the three months ended December 31, 2004, respectively. |