Filed pursuant to Rule 425
Filing company: Genesys S.A.
Subject company: Vialog Corporation
Commission File Number: 333-55392
Montpellier, 7 March 2001
Y2000 Financials:Strong revenue growth: + 95 %
Significant increase in margins, Income after tax*: 3.2 MC
Montpellier, France - 7th March 2001 - Today, Genesys Conferencing, the world's
leading conferencing specialist announces its results for 2000.
non audited accounts
(MC) 1999 2000 Var. %
Revenue 47.4 92.4 + 95.0%
Gross Margin 26.6 54.3 + 104.1%
% of revenue 56.1% 58.7% ns
EBITDA 7.1 12.2 + 71.8%
EBIT 1.7 2.6 + 53.0%
Operating income - 0.4 5.5 ns
Net income before goodwill & deferred tax - 0.1 3.2 ns
Net income before goodwill - 0.1 - 0.9 ns
Net income after goodwill - 2.6 - 6.4 ns
Accounts in French GAAP
STRONG DYNAMIC OF GROWTH
In 2000, Genesys Conferencing registered a strong growth of its revenue, up 95%
(C 92.4 M) vs 1999, 44% of which was organic growth. This performance
resulted from aggressive sales, the signing of significant global contracts and
the development of videoconferencing services.
IMPROVED MARGINS IN ALL THREE STRATEGIC REGIONS
Genesys Conferencing operating margins improved in each of its strategic
regions:
o Europe (49 % of consolidated revenue), EBITDA margin remained high at
40 % of revenue, due to a sharp increase in volumes and sustained
automation of services in the UK;
o The United States (46 % of consolidated revenue), EBITDA margin reached
23.5 % in the second half of 2000 (compared to 13 % for the second half
of 1999). Automated services generating higher margins, represented 20%
of sales and 22% of volume at the end of December 2000;
o Asia-Pacific (5 % of consolidated revenue), EBITDA margin continued to
improve, reaching 14% as a result of a strong growth of 123 %.
Excluding losses from new subsidiaries and acquisitions, and corporate expenses
incurred at the end of 2000 relative to the integration of Vialog**, EBITDA
would have amounted to 16.7 % for 2000, vs 15 % the previous year.
**Vialog is a US corporation listed on the AMEX (Vx) and is the US leading
independent Conferencing Service Provider
STRONG INCREASE IN PROFITABILITY
Income before tax for 2000 was 5.5 MC vs -0.4 MC in 1999.
Income after tax* for 2000 amounted to 3.2 MC compared to -0.1 MC for 1999.
Net income was posted at -6.4 MC, including retreatment of deferred tax and
amortization of goodwill.
2000: A KEY YEAR FOR THE GROUP'S DEVELOPMENT In the year 2000, Genesys made
several key strategic advances:
o reinforcement of senior management, especially in France, Asia-Pacific
and Germany;
o an enriched offer of e-conferencing services, based on the integration
of high performance technologies (creation of Genesys Open Media, the
Group's virtual event communication unit);
o the signing of major global contracts, confirming the Group's
international strategy.
OUTLOOK: INTEGRATION, DEPLOYMENT OF SERVICES AND PROFITABILITY
In 2001, Genesys Conferencing will give priority to the integration of its
forthcoming acquisitions of Vialog and Astound, the conditions which are subject
to the Shareholders approval in a meeting scheduled for March 23rd. An
integration committee, established last October, is already working on areas of
synergies and is currently working on an execution plan.
In addition, the acquisition of the Canadian company, Astound, will enable the
Group to control one of the most innovative technologies in the market,
webconferencing, which should develop significantly over the coming years.
The deployment of a complete range of services together with a strong client
base and combined with a unique geographical coverage, should give the group
excellent growth potential in a fast growing conferencing market.
*before amortisation of consolidated goodwill and revision for differed taxation
About Genesys Conferencing:
Genesys Conferencing was founded in 1986 and is the worldwide leading
conferencing specialist: audioconferencing, dataconferencing, videoconferencing
and webstreaming. The company is positioned on a rapidly developing market and
thanks to its geographic expansion strategy, enjoys a unique world wide
coverage. Genesys Conferencing has established its innovative technology in 16
countries in Europe, Asia-Pacific and the United States.
Genesys is quoted on the Paris Euronext Nouveau Marche (Euroclear Code : 3955)
GENESYS CONTACTS
Marine BRUN
Shareholder and investor relations
Tel : +33 4 67 06 75 17
investor@genesys.com
Florence CATEL
Press relations
Tel : +33 4 67 06 27 49
florence.catel@genesys.com
US SEC Filings
Genesys has filed a registration statement on Form F-4 (No. 333-55392) with the
United States Securities and Exchange Commission. The Form F-4 contains a proxy
statement / prospectus relating to the Vialog special meeting and other related
documents. Vialog plans to mail the proxy statement/prospectus contained in the
Form F-4 to its stockholders. The Form F-4 and proxy statement/prospectus
contain important information about Genesys, Vialog, the Vialog transaction and
related matters. Investors and stockholders should read the proxy
statement/prospectus and the other documents filed with the US SEC in connection
with the Vialog transaction carefully before they make any decision with respect
to the Vialog transaction. A copy of the merger agreement with respect to the
Vialog transaction has been filed by Vialog as an exhibit to its Form 8-K dated
October 2, 2000. The Form F-4, the proxy statement/prospectus, the Form 8-K and
all other documents filed with the US SEC in connection with the transaction are
available free of charge at the US SEC's web site at www.sec.gov. In addition,
the proxy statement/prospectus, the Form 8-K and all other documents filed with
the US SEC in connection with the Vialog transaction will be made available to
investors free of charge by calling or writing to:
Genesys S.A.
Pierre Schwich
Chief Financial Officer
4 Rue Jules Ferry, BP 1145
34008 Montpellier, Cedex 1, France
Phone: 33 4 67 06 27 55
Email: pierre.schwich@genesys.com
Vialog Corporation
Michael E. Savage
Chief Financial Officer
32 Crosby Drive
Bedford, MA 01730
Phone: 781-761-6200
Email: msavage@vialog.com
In addition to the Form F-4, the proxy statement/prospectus and the other
documents filed with the US SEC in connection with the Vialog transaction,
Vialog is obligated to file annual, quarterly and special reports, proxy
statements and other information with the US SEC. You may read and copy any
reports, statements and other information filed with the US SEC at the US SEC's
public reference rooms at 450 Fifth Street, N.W., Washington, D.C. 20549 or at
the other public reference rooms in New York, New York and Chicago, Illinois.
Please call the US SEC at 1-800-SEC-0330 for further information on public
reference rooms. Filings with the US SEC also are available to the public from
commercial document-retrieval services and at the web site maintained by the US
SEC at http://www.sec.gov.
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, including: the transactions to
which the parties may be a party; competition in the industry; changing
technology and future demand for products; changes in business strategy or
development plans; ability to attract and retain qualified personnel; worldwide
economic and business conditions; regulatory, legislative and judicial
developments; financing plans; 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. Although management of the parties 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.