UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of December, 2012
Commission File Number 000-31513
VIRYANET LTD.
(Translation of registrant’s name into English)
8 HaMarpe St.
Har Hotzvim
P.O. Box 45041
Jerusalem 91450 Israel
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of 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): ¨
Announcement regarding Third Fiscal Quarter 2012 Results:
ViryaNet (OTCBB: VRYAF.OB), a leading provider of solutions that automate business processes for mobile workforce management and field service delivery, today reported financial results for its fiscal quarter and nine months period ended September 30, 2012. The financial statements are attached hereto as Exhibit 99.1.
About ViryaNet
ViryaNet delivers mobile workforce management solutions that intelligently guide, automate, and optimize both simple and complex field service work, resulting in measurable business benefits. ViryaNet’s products, pre-packaged solutions and people are recognized within the industry as innovative which in turn enables its’ customers to be viewed as leaders within their respective industries. ViryaNet’s G4 products specialize in the functions of scheduling and dispatching resources and enabling mobile field communication and are delivered in industry specific configurations. Embedding industry best practices and utilizing innovative technologies like ViryaNet’s BPM Blueprint for Mobile Workforce ManagementTM, Microsoft InfoPath® and device agnostic mobile solutions enable ViryaNet’s products to be rapidly deployed and extended to support virtually any business process across a wide range of industries. ViryaNet is proud to call many of the world’s leading utilities, the United States’ largest pure rural telecommunications firm, the supermarkets most respected retailer, and North America’s largest auto insurer as customers. ViryaNet has strong partnerships with leading platform and system integration companies that enable it to have a global presence. Headquartered in Westborough, MA, ViryaNet has additional offices in the United States and Israel. For more information visit ourwebsite, follow us ontwitter, or call us: 800-661-7096.
Safe Harbor Statement
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: The statements contained in this press release that are not purely historical are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding ViryaNet’s expectations, beliefs, intentions, or strategies regarding the capabilities of its products, its relationships with its customers, its customer purchases, its future operational plans and objectives including integration of other businesses, its future business prospects, its future financial performance, its future cash position, and its future prospects for profitability. All forward-looking statements included in this document are based upon information available to ViryaNet as of the date hereof, and ViryaNet assumes no obligation to update any such forward-looking statements. Forward-looking statements involve risks and uncertainties, which could cause actual results to differ materially from those projected. These and other risks relating to ViryaNet’s business include market acceptance of and demand for ViryaNet’s products, risks associated with a slow-down in the economy, risks associated with the financial condition of ViryaNet’s customers, risks associated with competition and competitive pricing pressures, risks associated with increases in costs and operating expenses, risks in technology development and commercialization, the risk of operating losses, risks in product development, risks associated with international sales, and other risks that are set forth in ViryaNet’s annual report on Form 20-F, filed on May 14, 2012, and the other reports filed by ViryaNet from time to time, with the Securities and Exchange Commission. Reported results should not be considered an indication of future performance. You should not place undue reliance on these forward-looking statements, which speak only as the date hereof. ViryaNet disclaims any obligation to publicly update or revise any such forward-looking statements to reflect any change in its expectations or in events, conditions, or circumstances on which any such statements may be based, or that may affect the likelihood that actual results will differ from those set forth in the forward-looking statements.
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.
| VIRYANET LTD. | ||
| By: | /S/ MEMY ISH-SHALOM | |
| Name: | Memy Ish-Shalom | |
| Title: | President and Chief Executive Officer | |
Date: December 18, 2012
Exhibit Index
Exhibit | Description | |
| 99.1 | ViryaNet Financial Statements for the Fiscal Quarter and Nine Months Period Ended September 30, 2012. | |
Exhibit 99.1
VIRYANET AND ITS SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands)
| December 31, 2011 | September 30, 2012 | |||||||
| Audited | Unaudited | |||||||
Assets | ||||||||
CURRENT ASSETS: | ||||||||
Cash and cash equivalents | $ | 104 | $ | 341 | ||||
Restricted cash deposits | 140 | 135 | ||||||
Trade receivables | 878 | 469 | ||||||
Other accounts receivable and prepaid expenses | 271 | 204 | ||||||
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Total current assets | 1,393 | 1,149 | ||||||
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NON-CURRENT ASSETS: | ||||||||
Severance pay fund | 1,001 | 994 | ||||||
Long-term receivable | 183 | 139 | ||||||
Other | 25 | 41 | ||||||
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Total non-current assets | 1,209 | 1,174 | ||||||
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PROPERTY AND EQUIPMENT,net | 93 | 82 | ||||||
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GOODWILL | 6,516 | 6,516 | ||||||
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Total assets | $ | 9,211 | $ | 8,921 | ||||
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VIRYANET AND ITS SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands)
| December 31, 2011 | September 30, 2012 | |||||||
| Audited | Unaudited | |||||||
Liabilities and shareholders’ equity | ||||||||
CURRENT LIABILITIES: | ||||||||
Short-term bank credit | $ | 115 | $ | 129 | ||||
Current maturities of long-term bank loans | 498 | 602 | ||||||
Trade payables | 717 | 291 | ||||||
Deferred revenues | 2,587 | 3,060 | ||||||
Current maturities of convertible debt | — | 422 | ||||||
Other accounts payable and accrued expenses | 2,004 | 1,336 | ||||||
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Total current liabilities | 5,921 | 5,840 | ||||||
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LONG-TERM LIABILITIES: | ||||||||
Long-term bank loan, net of current maturities | 1,001 | 528 | ||||||
Long-term convertible debt, net of current maturities | 502 | — | ||||||
Long-term deferred revenues | — | 254 | ||||||
Long-term deferred rent payable | 82 | 74 | ||||||
Accrued severance pay | 1,435 | 1,303 | ||||||
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Total long-term liabilities | 3,020 | 2,159 | ||||||
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SHAREHOLDERS’ EQUITY: | ||||||||
Share capital | 4,655 | 4,817 | ||||||
Additional paid-in capital | 116,338 | 116,287 | ||||||
Accumulated deficit | (120,723 | ) | (120,182 | ) | ||||
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Total shareholders’ equity | 270 | 922 | ||||||
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Total liabilities and shareholders’ equity | $ | 9,211 | $ | 8,921 | ||||
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VIRYANET AND ITS SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited. U.S. dollars in thousands, except share and per share data)
| Three months ended September 30 | Nine months ended September 30 | |||||||||||||||
| 2011 | 2012 | 2011 | 2012 | |||||||||||||
Revenues: | ||||||||||||||||
Software licenses | $ | 865 | $ | 30 | $ | 1,229 | $ | 649 | ||||||||
Maintenance and services | 1,867 | 2,056 | 5,814 | 7,131 | ||||||||||||
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Total revenues | 2,732 | 2,086 | 7,043 | 7,780 | ||||||||||||
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Cost of revenues: | ||||||||||||||||
Software licenses | 14 | 17 | 37 | 67 | ||||||||||||
Maintenance and services | 888 | 951 | 2,641 | 3,043 | ||||||||||||
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Total cost of revenues | 902 | 968 | 2,678 | 3,110 | ||||||||||||
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Gross profit | 1,830 | 1,118 | 4,365 | 4,670 | ||||||||||||
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Operating expenses: | ||||||||||||||||
Research and development | 391 | 306 | 1,309 | 856 | ||||||||||||
Selling and marketing | 679 | 557 | 2,085 | 2,021 | ||||||||||||
General and administrative | 397 | 298 | 1,230 | 1,134 | ||||||||||||
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Total operating expenses | 1,467 | 1,161 | 4,624 | 4,011 | ||||||||||||
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Income (loss) from operations | 363 | (43 | ) | (259 | ) | 659 | ||||||||||
Financial income (expenses), net | 60 | (40 | ) | (91 | ) | (99 | ) | |||||||||
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Income (loss) from continuing operations before taxes | 423 | (83 | ) | (350 | ) | 560 | ||||||||||
Taxes on income | 3 | — | 9 | 19 | ||||||||||||
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Income (loss) from continuing operations | $ | 420 | $ | (83 | ) | $ | (359 | ) | $ | 541 | ||||||
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Net income (loss) from discontinued operations (1) | (47 | ) | — | (168 | ) | — | ||||||||||
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Net income (loss) | $ | 373 | $ | (83 | ) | $ | (527 | ) | $ | 541 | ||||||
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Basic income (loss) per share | ||||||||||||||||
Continuing operations | $ | 0.11 | $ | (0.02 | ) | $ | (0.10 | ) | $ | 0.14 | ||||||
Discontinued operations | (0.01 | ) | — | (0.04 | ) | — | ||||||||||
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Net income (loss) | $ | 0.10 | $ | (0.02 | ) | $ | (0.14 | ) | $ | 0.14 | ||||||
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Diluted income (loss) per share | ||||||||||||||||
Continuing operations | $ | 0.10 | $ | (0.02 | ) | $ | (0.10 | ) | $ | 0.13 | ||||||
Discontinued operations | (0.01 | ) | — | (0.04 | ) | — | ||||||||||
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Net income (loss) | $ | 0.09 | $ | (0.02 | ) | $ | (0.14 | ) | $ | 0.13 | ||||||
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Weighted average number of shares used in computation of basic income (loss) per share | 3,725,122 | 3,899,611 | 3,648,850 | 3,880,593 | ||||||||||||
Weighted average number of shares used in computation of diluted income (loss) per share | 4,132,960 | 3,899,611 | 3,648,850 | 4,259,421 | ||||||||||||
| (1) | The results of operations of ViryaNet’s former subsidiaries, ViryaNet PTY and ViryaNet Europe, which were disposed of in 2011, for the comparable three and nine months ended September 30, 2011, have been reclassified to remove the operations of these entities from ViryaNet’s revenues and expenses for the three and nine months ended September 30, 2011 and to collapse the net income or loss from these operations into a single line within discontinued operations for those periods. |
