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 May 2007
GENESYS S.A.
(Exact name of registrant as specified in its charter)
Le Triade, 215 rue Samuel Morse, 34000 Montpellier, FRANCE
(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 o Form 40-F x
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): o
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): o
Indicate by check mark whether by furnishing the information contained in this Form, 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 o No x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- o.
Genesys Conferencing Reports First Quarter Results for 2007
Vienna, Virginia, and Montpellier, France – May 15, 2007 – Genesys Conferencing (Euronext Eurolist: FR0004270270) (NASDAQ: GNSY), a global multimedia collaboration service leader, today reported unaudited financial results for the first quarter ended March 31, 2007. All results are reported under International Financial Reporting Standards (IFRS).
Volume and Revenue
Total volume increased by 25.7% to 694.3 million minutes in the first quarter of 2007 compared to 552.2 million minutes the first quarter of 2006. The volume increase was primarily driven by strong quarterly growth for Genesys Meeting Center services, which increased by 27.6% to 660.9 million minutes in the first quarter of 2007.
Total revenue in the first quarter of 2007 was 36.2 million euros compared to 36.4 million euros in the first quarter 2006 revenue. Genesys Meeting Center revenue was 29.1 million euros in the first quarter of 2007, an increase of 0.4 million euros compared to 28.6 million euros in the first quarter of 2006. Revenue from legacy attended conferencing services was down 0.6 million euros for the first quarter of 2007 compared to last year.
Gross Margin and Operating Expenses
Gross margin was 62.3% in the first quarter of 2007 compared to 63.3% in the first quarter of 2006. The decline in gross margin largely reflects the impact of price erosion, partially offset by a reduction in telecommunication costs per minute and an absolute reduction in operations costs, due to the expected decline of legacy attended conferencing services.
Selling, general and administrative expenses in the first quarter of 2007 were 18.8 million euros down 1.8 million euros or 8.7%, compared to 20.5 million euros in the first quarter of 2006. The decline in operating expenses reflects the company’s efforts to further improve the cost effectiveness of its operations. As expected, total operating expenses in the first quarter of 2007 included a 0.5 million euro restructuring charge related to continuing management initiatives aimed at reducing the company’s overall cost structure.
EBITDA and Net Income
EBITDA(1), excluding stock-based compensation, improved to 6.1 million euros, or a 16.8% EBITDA margin, for the first quarter of 2007, compared to 4.8 million euros, or a 13.3% EBITDA margin, for the first quarter of 2006. The improvement in EBITDA primarily reflects the reduction of operating expenses.
Net income in the first quarter of 2007 increased to 1.2 million euros compared to a net loss of (0.7) million euros in the first quarter of 2006. The improvement in net income reflects not only lower operating costs but also lower interest expense.
Liquidity
As of March 31, 2007, the company’s net cash(2) was 8.1 million euros, an increase of 1.7 million euros during the quarter when compared to 6.4 million euros of net cash as of December 31, 2006.
The company’s net debt(2) position as of March 31, 2006, was 21.7 million euros compared to 23.1 million euros as of December 31, 2006. Shareholders’ equity was 50.9 million euros compared to 49.9 million euros as of December 31, 2006.
“The efficiency of our Genesys Meeting Center business together with further decreases in operating costs this quarter resulted in improving cash flow,” stated Andrew Lazarus, Executive Vice President and Chief
Financial Officer. “Additionally, we believe that our voluntary SEC deregistration will greatly simplify our public reporting process and, as a result, improve our corporate finance structure.”
Conference Call and Webcast
Chairman and Chief Executive Officer François Legros and Executive Vice President and Chief Financial Officer Andrew Lazarus will host a conference call on Tuesday, May 15, 2007 at 5:30 p.m. Central European Time or 11:30 a.m. Eastern Time to discuss first quarter 2007 financial results.
The conference call will be web cast live and may be accessed at http://events.webeventservices.com/genesys/2007/05/15
A replay of the call will be available at the same URL or at http://www.genesys.com
(1) See attached note to consolidated statements of operations for reconciliation of Operating Income and EBITDA. The company believes that EBITDA is a meaningful measure of performance, because it presents the company’s results of operations without the non-cash impact of depreciation and amortization. EBITDA is reported excluding stock-based compensation expense.
(2) Net cash includes cash and cash equivalents less bank overdrafts. Net debt includes current and long-term portions of long-term debt and capitalized lease obligations, less net cash.
FINANCIAL TABLES TO FOLLOW
Impact of Exchange Rates
The company serves large enterprises on a worldwide basis. As a result, it has extensive international operations and, thus, significant exposure to exchange rate fluctuations, in particular those of the U.S. dollar. In 2006, and continuing through the first quarter of 2007, the U.S. dollar has fluctuated compared to the euro. As a result, the comparability of the company’s revenues and results of operations expressed in euros were affected.
Forward-Looking Statements
This release contains statements that constitute forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements other than historical information or statements of current condition. These statements appear in a number of places in this release and include statements concerning the parties’ intent, belief or current expectations regarding future events and trends affecting the parties’ financial condition or results of operations.
Forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and actual results may differ materially from those in the forward-looking statements as a result of various factors. Some of these factors are described in the Form 20-F that was filed by Genesys Conferencing with the Securities and Exchange Commission on May 18, 2006.
Although Genesys Conferencing’s management believe that their expectations reflected in the forward-looking statements are reasonable based on information currently available to them, they cannot assure you that the expectations will prove to have been correct. Accordingly, you should not place undue reliance on these forward-looking statements. In any event, these statements speak only as of the date of this release. Except to the extent required by law, the parties undertake no obligation to revise or update any of them to reflect events or circumstances after the date of this release, or to reflect new information or the occurrence of unanticipated events.
Genesys Conferencing—Connecting the World for 20 Years
Founded in 1986, Genesys Conferencing is a leading provider of converged collaboration and communication services to thousands of organisations worldwide, including more than 200 of the Fortune Global 500. The company’s flagship product, Genesys Meeting Center, provides an integrated multimedia conferencing solution that is easy to use and available on demand. With offices in more than 20 countries across North America, Europe and Asia Pacific, the company offers an unmatched global presence and strong local support. Genesys Conferencing is publicly traded on Euronext Eurolist C in France (FR0004270270) and on the NASDAQ in the U.S. (GNSY). Additional information is available at www.genesys.com.
At Genesys Conferencing
Andrew G. Lazarus
Executive Vice President, Chief Financial Officer
Phone: +1 703-749-2500
andrew.lazarus@genesys.com
Marine Pouvreau
Investor Relations Manager
Phone: +1 703-749-2500
marine.pouvreau@genesys.com
2
GENESYS CONFERENCING
Consolidated Balance Sheets
(Unaudited IFRS, in thousands of euros, except share data)
|
| December 31, 2006 |
| March 31, 2007 |
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
Non current assets |
|
|
|
|
|
Goodwill, customer lists and technology |
| 34,887 |
| 34,100 |
|
Other intangible assets, net |
| 6,939 |
| 6,678 |
|
Tangible assets, net |
| 15,402 |
| 14,522 |
|
Financial assets, net |
| 1,579 |
| 1,558 |
|
Deferred tax assets |
| 10,829 |
| 10,550 |
|
|
|
|
|
|
|
Total non current assets |
| 69,636 |
| 67,408 |
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
Accounts receivable, less allowances (€1,316 and €1,225 at December 31, 2006 and March 31, 2007, respectively) |
| 24,464 |
| 26,013 |
|
Prepaid expenses and other current assets |
| 9,352 |
| 10,275 |
|
Cash and cash equivalents |
| 8,083 |
| 9,846 |
|
|
|
|
|
|
|
Total current assets |
| 41,899 |
| 46,134 |
|
TOTAL ASSETS |
| 111,535 |
| 113,542 |
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
|
|
Shareholders’ equity (deficit) |
|
|
|
|
|
Ordinary shares, nominal value of €1 per share 69,798,286 shares issued and outstanding at December 31, 2006 and 69,882,837 shares issued and outstanding at March 31, 2007 |
| 69,798 |
| 69,883 |
|
Common shares to be issued |
| 135 |
| 134 |
|
Additional paid-in capital |
| 179,706 |
| 179,757 |
|
Additional paid-in capital to be issued |
| 3,735 |
| 3,701 |
|
Reserve for stock-based compensation |
| 3,410 |
| 3,637 |
|
Accumulated deficit |
| (218,411 | ) | (212,115 | ) |
Net income |
| 6,421 |
| 1,241 |
|
Currency translation adjustments |
| 5,095 |
| 4,659 |
|
Total shareholders’ equity (deficit) |
| 49,889 |
| 50,897 |
|
Provisions for risks and charges |
| 434 |
| 457 |
|
|
|
|
|
|
|
Deferred tax liability |
| 1,297 |
| 1,289 |
|
|
|
|
|
|
|
Long-term debt |
|
|
|
|
|
Long-term portion of long-term debt |
| 20,127 |
| 19,974 |
|
Long-term portion of capitalized lease obligations |
| 183 |
| 176 |
|
|
|
|
|
|
|
Total long-term debt and other liabilities |
| 22,041 |
| 21,896 |
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
Bank overdrafts |
| 1,673 |
| 1,702 |
|
Accounts payable and accrued liabilities |
| 12,436 |
| 12,292 |
|
Taxes payable and deferred compensation |
| 11,144 |
| 12,152 |
|
Current portion of provision for risks and charges |
| 1,601 |
| 1,443 |
|
Current portion of long-term debt |
| 9,085 |
| 9,620 |
|
Current portion of capitalized lease obligations |
| 125 |
| 90 |
|
Other current liabilities |
| 3,540 |
| 3,450 |
|
|
|
|
|
|
|
Total current liabilities |
| 39,605 |
| 40,749 |
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
| 111,535 |
| 113,542 |
|
3
GENESYS CONFERENCING
Consolidated Statements of Operations
(Unaudited IFRS, in thousands of euros, except share data)
|
| Three months ended |
| Three months ended |
|
|
| 2006 |
| 2007 |
|
|
|
|
|
|
|
Revenue |
| 36,377 |
| 36,174 |
|
Cost of revenue |
| (13,357 | ) | (13,638 | ) |
Gross profit |
| 23,020 |
| 22,536 |
|
|
|
|
|
|
|
Operating expenses |
|
|
|
|
|
Research and development |
| 1,203 |
| 1,580 |
|
Selling and marketing |
| 11,495 |
| 9,279 |
|
General and administrative |
| 7,847 |
| 7,373 |
|
Restructuring charge |
| — |
| 520 |
|
Amortization of intangibles |
| 747 |
| 573 |
|
|
| 21,292 |
| 19,325 |
|
Operating income |
| 1,728 |
| 3,211 |
|
|
|
|
|
|
|
Interest income |
| 51 |
| 53 |
|
Interest expense |
| (1,214 | ) | (803 | ) |
Foreign exchange gain (loss) |
| 563 |
| 73 |
|
Other income (expense) |
| (494 | ) | (361 | ) |
Income tax credit (expense) |
| (1,368 | ) | (932 | ) |
Net income |
| (734 | ) | 1,241 |
|
|
|
|
|
|
|
Basic net income per share |
| (0.02 | ) | 0.02 |
|
Diluted net income per share |
| (0.02 | ) | 0.02 |
|
Number of outstanding shares used in computing basic net income per share |
| 40,163,460 |
| 69,923,712 |
|
Number of outstanding shares used in computing diluted net income per share |
| 40,163,460 |
| 69,950,197 |
|
4
GENESYS CONFERENCING
Note to the Consolidated Financial Statements
(Unaudited IFRS, in thousands of euros, except share data)
|
| Three months ended March 31, |
| Three months ended March 31, |
|
|
| 2006 |
| 2007 |
|
NOTE A- EBITDA calculation |
|
|
|
|
|
Operating income |
| 1,728 |
| 3,211 |
|
Amortization of identifiable intangible assets |
| 747 |
| 573 |
|
Depreciation |
| 2,048 |
| 2,046 |
|
|
|
|
|
|
|
EBITDA |
| 4,523 |
| 5,830 |
|
Stock-based compensation |
| 293 |
| 228 |
|
|
|
|
|
|
|
EBITDA before stock-based compensation |
| 4,816 |
| 6,058 |
|
5
GENESYS CONFERENCING
Consolidated Statements of Cash Flows
(Unaudited IFRS, in thousands of euros, except share data)
|
| Three months ended |
| Three months ended |
|
|
| 2006 |
| 2007 |
|
Cash flows from operating activities: |
|
|
|
|
|
Net (loss) income |
| (734 | ) | 1,241 |
|
Adjustments to reconcile net (loss) income to net cash provided by operating activities: |
|
|
|
|
|
Depreciation and amortization of property and equipment |
| 2,048 |
| 2,046 |
|
Amortization of other intangibles |
| 747 |
| 573 |
|
Allowance (recovery) for bad debt |
| (125 | ) | (90 | ) |
Stock-based compensation |
| 293 |
| 228 |
|
Loss on disposal of property and equipment |
| 9 |
| 48 |
|
Deferred taxes |
| 539 |
| 253 |
|
Changes in operating assets and liabilities |
| (576 | ) | (725 | ) |
Net cash provided by operating activities |
| 2,201 |
| 3,574 |
|
Cash flows from investing activities: |
|
|
|
|
|
Acquisition of a business, net of cash acquired |
| (3,338 | ) | — |
|
Purchases of property and equipment |
| (2,699 | ) | (1,333 | ) |
Net cash used in investing activities |
| (6,037 | ) | (1,333 | ) |
Cash flows from financing activities: |
|
|
|
|
|
Increase (decrease) in bank overdrafts |
| (203 | ) | 47 |
|
Increase (decrease) in factored receivables borrowing |
| 260 |
| (95 | ) |
Proceeds from the issuance of common stock |
| 47,436 |
| — |
|
Borrowings from credit facility revolver |
| 4,880 |
| — |
|
Principal payments on long-term debt |
| (46,783 | ) | — |
|
Interest paid |
| (1,119 | ) | — |
|
Net cash provided by (used in) financing activities |
| 4,471 |
| (48 | ) |
Effect of foreign exchange rate changes on cash and cash equivalents |
| (960 | ) | (430 | ) |
Increase (decrease) in cash and cash equivalents |
| (325 | ) | 1,763 |
|
Cash and cash equivalents, beginning of period |
| 5,915 |
| 8,083 |
|
Cash and cash equivalents, end of period |
| 5,590 |
| 9,846 |
|
6
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.
Dated: May 15, 2007
GENESYS SA | |||
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| ||
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| ||
| By: | /s/ François Legros |
|
| Name: François Legros | ||
| Title: Chairman and Chief Executive Officer |
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