SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
F O R M 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 May 2009
STARLIMS Technologies Ltd.
(Name of Registrant)
32B Habarzel Street, Tel Aviv 69710, 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-Fx Form 40-Fo
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.
Yeso Nox
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- __________
STARLIMS Technologies Ltd.
6-K Items
| 1. | Press release: STARLIMS Announces First Quarter 2009 Financial Results; dated May 14, 2009 |
ITEM 1
STARLIMS Announces First Quarter 2009 Financial Results
Hollywood, Florida – May 14, 2009 – STARLIMS Technologies Ltd. (NASDAQ:LIMS), a leading provider of laboratory information management systems (LIMS), today announced financial results for the first quarter of fiscal 2009 ended March 31, 2009.
Total revenue for the first quarter of 2009 was $7.4 million, an increase of 6.4% from the $7.0 million reported in the first quarter of 2008. Product revenue for the first quarter of 2009 was $4.5 million, a decrease of 3.2% from $4.7 million reported in the same period a year ago. Services revenue for the first quarter of 2009 was $2.9 million, up 25.9% from the $2.3 million reported in the same period a year ago.
“We are pleased with our financial results for the first quarter. Our strong top-line performance benefitted from a large deal signed for our newly introduced unified laboratory informatics platform. This integrated web-based platform combines STARLIMS v10 with our scientific data management (SDMS) and electronic notebook (ELN) solutions to decrease complexity in the laboratory, more efficiently manage data, processes and workflows, and reduce customers’ costs and time to market,” said Itschak Friedman, CEO of STARLIMS. “We believe our ability to offer innovative solutions that expand our addressable market positions us well to capture long-term growth opportunities as the economy stabilizes.”
GAAP operating income for the first quarter of 2009 was $1.6 million, or 21.7% of revenue, compared to GAAP operating income $1.1 million, or 15.8% of revenue, for the first quarter of 2008. GAAP net income for the first quarter of 2009 was $1.4 million, or $0.16 per diluted share, consistent with the first quarter of 2008.
Non-GAAP operating income for the first quarter of 2009 was $1.8 million, or 23.9% of revenue, compared to $1.2 million, or 17.6% of revenue, for the first quarter of 2008. Non-GAAP net income for the first quarter of 2009 was $1.5 million, or $0.17 per diluted share, consistent with the first quarter of 2008.
The tables at the end of this press release include a reconciliation of GAAP to non-GAAP income from operations and net income for the first quarter fiscal year 2009.
Cash, cash equivalents, deposits and marketable securities amounted to $31.5 million on March 31, 2009, compared to $30.8 million on December 31, 2008. The Company generated $0.9 million in cash flow from operations for the first quarter 2009.
“Our strong revenue performance, combined with our focus on cost containment and services margin improvement, enabled us to significantly expand our operating margins,” said Chaim Friedman, chief financial officer of STARLIMS. “We continue to gain market share by leveraging our strong product portfolio and balance sheet, and for the full year we believe we can achieve ongoing growth even in the current IT spending environment.”
Note on Use of Non-GAAP Financial Information
To supplement the consolidated financial statements presented in accordance with generally accepted accounting principles, or GAAP, STARLIMS uses non-GAAP measures of gross margin, net income and earnings per share, which are adjustments from results based on GAAP to exclude non recurring expenses, non-cash equity based compensation in accordance with SFAS 123(R) and amortization of intangibles related to acquisitions. Our management believes that the non-GAAP financial information provided in this release can assist investors in understanding and assessing the Company’s on-going core operations and prospects for the future. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for results prepared in accordance with GAAP. Our management also uses both GAAP and non-GAAP information in evaluating and operating business internally and as such deemed it important to provide all this information to investors. Reconciliation between GAAP to non-GAAP statement of income is provided in the table below.
Conference Call and Webcast Information
STARLIMS will host a live webcast of its first quarter fiscal year 2009 financial results conference call on Thursday, May 14, 2009 at 8:30 a.m. Eastern Time (15:30 Israel Time). The listen-only webcast can be accessed from the Investor Relations page of the company’s website athttp://www.starlims.com. Those interested in participating in the call and the question and answer session should dial 480-248-5081, or if calling from Israel should dial 1-809-34-4019.
The webcast will be archived on the STARLIMS Technologies Investor Relations page of the company’s website athttp://www.starlims.com starting at 11:00 a.m. Eastern Time (18:00 Israeli Time) on Thursday, May 14, 2009.
About STARLIMS
STARLIMS Technologies Ltd. (NASDAQ: LIMS) is a leading provider of laboratory information management systems (LIMS), with over 20 years of LIMS experience. The Company’s flagship product, STARLIMS®, improves the reliability of laboratory sampling processes, supports compliance with domestic and international regulations and industry standards, and provides comprehensive reporting, monitoring and analysis capabilities. STARLIMS software is used for quality assurance and control, testing and monitoring, and research and development in government, manufacturing and life sciences organizations. With operations in the United States, Canada, the United Kingdom, Israel and Hong Kong, the Company serves over 500 organizations in 40 countries. For more information, please seehttp://www.starlims.com.
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. Forward-looking statements involve known and unknown risks and uncertainties which could cause the actual results, performance or achievements of the Company to be materially different from those which may be expressed or implied by such statements, including, among others, changes in general economic and business conditions, changes in demand for products and services, the timing and amount or cancellation of orders, loss of market share and other risks detailed from time to time in STARLIMS’s filings from time to time with the Securities and Exchange Commission. Such filings contain and identify these and other important factors that could cause actual results to differ materially from those contained in our projections or forward-looking statements. Shareholders and other readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of today.
STARLIMS TECHNOLOGIES LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands, except share data and per share data)
| December 31, | March 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2008 | 2009 | |||||||
| Audited | Unaudited | |||||||
| ASSETS | ||||||||
| Current Assets | ||||||||
| Cash and cash equivalents | 21,942 | 18,371 | ||||||
| Short-term deposits | 1,191 | 20 | ||||||
| Restricted short-term deposits | 338 | 178 | ||||||
| Marketable securities | 5,686 | 11,273 | ||||||
| Accounts receivable (net of allowance | ||||||||
| for doubtful accounts of $238 and $228, respectively) | 10,341 | 11,300 | ||||||
| Other current assets | 2,891 | 2,754 | ||||||
| Total current assets | 42,389 | 43,896 | ||||||
| Long-Term Assets | ||||||||
| Marketable securities - held-to-maturity | 1,608 | 1,614 | ||||||
| Other long-term assets | 949 | 874 | ||||||
| Fixed assets, net | 1,416 | 1,324 | ||||||
| Goodwill | 2,227 | 2,205 | ||||||
| Other intangible assets, net | 213 | 189 | ||||||
| Total long-term assets | 6,413 | 6,206 | ||||||
| Total assets | 48,802 | 50,102 | ||||||
| LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||
| Current Liabilities | ||||||||
| Trade accounts payable | 934 | 642 | ||||||
| Deferred revenues | 2,876 | 3,471 | ||||||
| Other current liabilities and accrued expenses | 2,228 | 4,811 | ||||||
| Total current liabilities | 6,038 | 8,924 | ||||||
| Long-Term Liabilities | ||||||||
| Long-term deferred revenues | 251 | 158 | ||||||
| Accrued severance pay | 19 | 34 | ||||||
| Deferred taxes | 483 | 368 | ||||||
| Total long-term liabilities | 753 | 560 | ||||||
| Shareholders' Equity | ||||||||
| Ordinary shares, NIS 1.00 par value; | ||||||||
| authorized 15,000,000 shares; issued 9,997,919 and 9,997,919 shares, respectively; | ||||||||
| outstanding 8,407,742 and 8,407,742 shares, respectively | 3,152 | 3,152 | ||||||
| Additional paid-in capital | 31,355 | 31,495 | ||||||
| Accumulated other comprehensive income | (27 | ) | (145 | ) | ||||
| Retained earnings | 12,198 | 10,783 | ||||||
| Treasury stock, at cost - 1,590,177 and 1,590,177 ordinary shares, respectively | (4,667 | ) | (4,667 | ) | ||||
| Total shareholders' equity | 42,011 | 40,618 | ||||||
| Total liabilities and shareholders' equity | 48,802 | 50,102 | ||||||
STARLIMS TECHNOLOGIES LTD.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(U.S. dollars in thousands, except share data and per share data)
| Year ended December 31, | Three months ended March 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2008 | 2008 | 2009 | |||||||||
| Audited | Unaudited | Unaudited | |||||||||
| Revenues | |||||||||||
| Software licensing | $ | 10,238 | $ | 3,655 | $ | 3,051 | |||||
| Maintenance | 5,234 | 1,005 | 1,459 | ||||||||
| Total product revenues | 15,472 | 4,660 | 4,510 | ||||||||
| Services | 9,770 | 2,309 | 2,907 | ||||||||
| Total revenues | 25,242 | 6,969 | 7,417 | ||||||||
| Cost of revenues | |||||||||||
| Cost of products | 409 | 146 | 15 | ||||||||
| Cost of services | 9,137 | 2,307 | 2,373 | ||||||||
| Total cost of revenues | 9,546 | 2,453 | 2,388 | ||||||||
| Gross profit | 15,696 | 4,516 | 5,029 | ||||||||
| Operating expenses | |||||||||||
| Research and development | 3,408 | 833 | 897 | ||||||||
| Selling and marketing | 6,299 | 1,681 | 1,599 | ||||||||
| General and administrative | 3,573 | 904 | 926 | ||||||||
| Total operating expenses | 13,280 | 3,418 | 3,422 | ||||||||
| Operating income | 2,416 | 1,098 | 1,607 | ||||||||
| Financial income, net | 1050 | 550 | 84 | ||||||||
| Income before income taxes | 3,466 | 1,648 | 1,691 | ||||||||
| Income tax expense | 589 | 278 | 328 | ||||||||
| Net income | $ | 2,877 | $ | 1,370 | $ | 1,363 | |||||
| Basic earnings per share | $ | 0.33 | $ | 0.16 | $ | 0.16 | |||||
| Weighted average number of ordinary shares used in | |||||||||||
| computing basic earnings per share | 8,591,614 | 8,708,546 | 8,407,742 | ||||||||
| Diluted earnings per share | $ | 0.33 | $ | 0.16 | $ | 0.16 | |||||
| Weighted average number of ordinary shares used in | |||||||||||
| computing diluted earnings per share | 8,713,394 | 8,830,732 | 8,567,663 | ||||||||
STARLIMS TECHNOLOGIES LTD.
NON-GAAP CONSOLIDATED
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(U.S. dollars in thousands, except share data and per share data)
| Year ended December 31, | Three months ended March 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2008 | 2008 | 2009 | |||||||||
| Unudited | Unaudited | Unaudited | |||||||||
| Revenues | |||||||||||
| Software licensing | $ | 10,238 | $ | 3,655 | $ | 3,051 | |||||
| Maintenance | 5,234 | 1,005 | 1,459 | ||||||||
| Total product revenues | 15,472 | 4,660 | 4,510 | ||||||||
| Services | 9,770 | 2,309 | 2,907 | ||||||||
| Total revenues | 25,242 | 6,969 | 7,417 | ||||||||
| Cost of revenues | |||||||||||
| Cost of products | 409 | 146 | 15 | ||||||||
| Cost of services | 8,994 | 2,271 | 2,337 | ||||||||
| Total cost of revenues | 9,403 | 2,417 | 2,352 | ||||||||
| Gross profit | 15,839 | 4,552 | 5,065 | ||||||||
| Operating expenses | |||||||||||
| Research and development | 3,349 | 819 | 877 | ||||||||
| Selling and marketing | 6,042 | 1,616 | 1,521 | ||||||||
| General and administrative | 3,493 | 890 | 896 | ||||||||
| Total operating expenses | 12,884 | 3,325 | 3,294 | ||||||||
| Operating income | 2,955 | 1,227 | 1,771 | ||||||||
| Financial income, net | 1050 | 550 | 84 | ||||||||
| Income before income taxes | 4,005 | 1,777 | 1,855 | ||||||||
| Income tax expense | 770 | 299 | 383 | ||||||||
| Net income | $ | 3,235 | $ | 1,478 | $ | 1,472 | |||||
| Basic earnings per share | $ | 0.38 | $ | 0.17 | $ | 0.18 | |||||
| Weighted average number of ordinary shares used in | |||||||||||
| computing basic earnings per share | 8,591,614 | 8,708,546 | 8,407,742 | ||||||||
| Diluted earnings per share | $ | 0.37 | $ | 0.17 | $ | 0.17 | |||||
| Weighted average number of ordinary shares used in | |||||||||||
| computing diluted earnings per share | 8,713,394 | 8,830,732 | 8,567,663 | ||||||||
STARLIMS TECHNOLOGIES LTD.
RECONCILIATION BETWEEN GAAP AND NON-GAAP CONSOLIDATED
STATEMENT OF INCOME
| Year ended December 31, | Three months ended March 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2008 | 2008 | 2009 | |||||||||
| Unudited | Unaudited | Unaudited | |||||||||
| GAAP total Cost of revenues | 9,546 | 2,453 | 2,388 | ||||||||
| Stock based compensation expenses | (143 | ) | (36 | ) | (36 | ) | |||||
| NON-GAAP total cost of revenues | 9,403 | 2,417 | 2,352 | ||||||||
| GAAP Research and Development expenses | 3,408 | 833 | 897 | ||||||||
| Stock based compensation expenses | (59 | ) | (14 | ) | (20 | ) | |||||
| NON-GAAP Research and Development expenses | 3,349 | 819 | 877 | ||||||||
| GAAP Selling and marketing expenses | 6,299 | 1,681 | 1,599 | ||||||||
| Stock based compensation expenses | (257 | ) | (65 | ) | (78 | ) | |||||
| NON-GAAP Selling and marketing expenses | 6,042 | 1,616 | 1,521 | ||||||||
| GAAP General and administrative expenses | 3,573 | 904 | 926 | ||||||||
| Stock based compensation expenses | (25 | ) | (6 | ) | (6 | ) | |||||
| Issuance related expenses | - | - | - | ||||||||
| Amortization of purchased intangible assets | (55 | ) | (8 | ) | (24 | ) | |||||
| NON-GAAP General and administrative expenses | 3,493 | 890 | 896 | ||||||||
| GAAP total tax expenses | 589 | 278 | 328 | ||||||||
| Stock based compensation expenses | 181 | 21 | 55 | ||||||||
| NON-GAAP total tax expenses | 770 | 299 | 383 | ||||||||
STARLIMS TECHNOLOGIES LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(U.S. dollars in thousands)
| Year ended December 31, | Three months ended March 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2008 | 2008 | 2009 | |||||||||
| Audited | Unaudited | Unaudited | |||||||||
| CASH FLOWS - OPERATING ACTIVITIES | |||||||||||
| Net income | $ | 2,877 | $ | 1,370 | $ | 1,363 | |||||
| Adjustments to reconcile net income to cash provided by | |||||||||||
| (used in) operating activities: | |||||||||||
| Depreciation and amortization | 593 | 144 | 138 | ||||||||
| Stock-based compensation | 488 | 122 | 140 | ||||||||
| Gains related to marketable securities | (79 | ) | (137 | ) | (38 | ) | |||||
| Increase (decrease) in accrued severance pay | (32 | ) | (3 | ) | 15 | ||||||
| Deferred income taxes | (459 | ) | (71 | ) | (225 | ) | |||||
| Capital loss from sales of fixed assets | 3 | - | - | ||||||||
| The effect of exchange rate changes | 54 | (145 | ) | 21 | |||||||
| Changes in assets and liabilities: | |||||||||||
| Increase in trade receivables | (834 | ) | (1,616 | ) | (1,116 | ) | |||||
| Increase (decrease) in allowance for doubtful accounts | 46 | 23 | (10 | ) | |||||||
| Decrease (increase) in other current assets | (607 | ) | (23 | ) | 229 | ||||||
| Increase in trade accounts payable | 509 | 409 | 88 | ||||||||
| Increase in deferred revenues | 783 | 523 | 502 | ||||||||
| Decrease in other current liabilities | (1,132 | ) | (1,197 | ) | (170 | ) | |||||
| Net cash provided by (used in) operating activities | 2,210 | (601 | ) | 937 | |||||||
| CASH FLOWS - INVESTING ACTIVITIES | |||||||||||
| Investments in marketable securities | (4,761 | ) | (133 | ) | (6,350 | ) | |||||
| Proceeds from sale of marketable securities | 703 | 129 | 795 | ||||||||
| Investment in held-to-maturity marketable securities | (428 | ) | (385 | ) | - | ||||||
| Proceeds from redemption of held-to-maturity securities | 466 | - | - | ||||||||
| Investments in deposits, net | (1,245 | ) | 33 | 1,331 | |||||||
| Loans to employees, net | (281 | ) | 11 | 128 | |||||||
| Purchase of fixed assets | (374 | ) | (122 | ) | (27 | ) | |||||
| Proceeds from sale of fixed assets | 11 | - | - | ||||||||
| Acquisition of subsidiaries, net of cash acquired, and business operation | (950 | ) | - | (251 | ) | ||||||
| Purchase of other intangible assets | (75 | ) | - | (25 | ) | ||||||
| Net cash used in investing activities | (6,934 | ) | (467 | ) | (4,399 | ) | |||||
| CASH FLOWS - FINANCING ACTIVITIES | |||||||||||
| Purchase of treasury stocks by the Company | (1,943 | ) | (681 | ) | - | ||||||
| Proceeds from sale of treasury stock against exercise of options | 23 | - | - | ||||||||
| Dividends paid | (2,918 | ) | - | - | |||||||
| Net cash provided by (used in) financing activities | (4,838 | ) | (681 | ) | - | ||||||
| THE EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (200 | ) | 10 | (109 | ) | ||||||
| Increase (decrease) in cash and cash equivalents | (9,762 | ) | (1,739 | ) | (3,571 | ) | |||||
| Cash and cash equivalents at the beginning of the period | 31,704 | 31,704 | 21,942 | ||||||||
| Cash and cash equivalents at the end of the period | $ | 21,942 | $ | 29,965 | $ | 18,371 | |||||
NOTE 1 - SEGMENTAL DISCLOSURE
| Revenues by geographical areas |
| Year ended December 31, | Three months ended March 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2008 | 2008 | 2009 | |||||||||
| Audited | Unaudited | Unaudited | |||||||||
| North America | $ | 17,203 | $ | 5,283 | $ | 5,195 | |||||
| Latin America | 956 | 208 | 175 | ||||||||
| Europe | 3,089 | 708 | 1,459 | ||||||||
| Asia | 3,800 | 740 | 563 | ||||||||
| Israel | 194 | 30 | 25 | ||||||||
| $ | 25,242 | $ | 6,969 | $ | 7,417 | ||||||
NOTE 2 - DISTRIBUTION OF CASH DIVIDEND
In March, the Company declared a cash dividend in the amount of approximately $0.33 per share or approximately $2.8 million dollars in the aggregate. The dividend was paid on April 21, 2009.
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.
| STARLIMS Technologies Ltd. (Registrant) By: /s/ Chaim Friedman —————————————— Chaim Friedman Chief Financial Officer |
Date: May 14, 2009