FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULES 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2001 GENESYS S.A. (Exact name of registrant as specified in its charter) LE REGENT, 4 RUE JULES FERRY BP 1145, 34008 MONTPELLIER CEDEX 01, 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 X Form 40-F ----- ----- Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No X ----- ----- If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_______________ FOR IMMEDIATE RELEASE Tuesday, May 15, 2001 GENESYS REPORTS PRO FORMA FIRST-QUARTER RESULTS ; CONFIRMS STRONG GROWTH IN REVENUE AND EBITDA IMPROVEMENT Highlights: o Strong revenue growth (vs Q1 2000) for Genesys (31%) and accelerating growth for Vialog (19%). o Call volume up 45% for Genesys and 55% for Vialog vs Q1 2000. o Rapid adoption of automated services (34% of combined audio revenues) driving improvement of gross margin by 300 basis points to 56.3%. o Combined EBITDA margin of 17.8% (vs 9.4% in Q4 2000) reflects the benefit of the Vialog acquisition. Montpellier, France - May 15, 2001 - Genesys Conferencing (Euronext: 3955 and Nasdaq: GNSY), the world's leading conferencing specialist, today announced unaudited pro forma first-quarter results in line with preliminary results reported on May 3, 2001 for Genesysand Vialog The Vialog acquisition was completed on April 25 and will be consolidated from May 1, 2001. - ------------------------------------------------------------------------- Summary of pro forma Genesys + Vialog first quarter 2001 results In US GAAP unaudited Pro forma Accounts. In thousands Genesys + Vialog ---------------- Euro $ Revenue 51,589 47,617 -------------------------------------------------------------------- Gross Margin % 56.3% -------------------------------------------------------------------- EBITDA (including 9,197 8,489 corporate costs) -------------------------------------------------------------------- % of revenue 17.8 % -------------------------------------------------------------------- EBIT (1,252) (1,155) -------------------------------------------------------------------- Net Income (loss) -3,459 (3,192) -------------------------------------------------------------------- Combined revenues for Genesys and Vialog for the first quarter increased to Euros 51.6 million (U.S. $47.6 million) from Euros 41.3 million (U.S. $38.1 million). Europe represented 27% of revenues, while the United States represented 70% and Asia-Pacific 3%. Growth was mainly organic, and both companies saw increased use of automated services, which accounted for 34% of audio revenues. Combined EBITDA was approximately Euros 9.2 million (U.S. $8.5 million), or 17.8% of combined revenues up from 9.4% in Q4 2000. Combined EBIT, including goodwill amortization of approximately Euros 6,1 million (US$ 5.6 million), for the period amounted to Euros (1.3) million (US$ 1.2) and combined pretax loss was Euros (2.04) millions (US$ -1.88). The company posted a net loss of Euros (3.5) million (US$ -3.2), or Euros -(0.27) (US$ 0.23) per share. In presenting those results, Francois Legros, Chairman & CEO of Genesys stated: "we are very happy with the financial performance of both companies during the first quarter. These figures clearly reflect some of the benefits of the merger between Vialog and Genesys, although it has to be noted that savings from operational synergies as well as from the refinancing of Vialog's debt were not realized during the first quarter. We are also pleased with the continuous strong deployment of our automated services and the resulting increase of our margins", he added. ----------------------------------------- Genesys ------------------ In French GAAP, unaudited accounts Euro $ In thousands ----------------------------------------- Revenue 26,777 24,709 ----------------------------------------- Gross margin 15,684 14,476 ----------------------------------------- in % of revenue 58,6 % ----------------------------------------- EBIT (118) (109) ----------------------------------------- Financial income (647) (597) ----------------------------------------- Income tax (875) (808) ----------------------------------------- Goodwill amortization (1,907) (1,760) ----------------------------------------- Net income (loss) (3,547) (3,274) ----------------------------------------- - -------------------------------------------------------------------------------- CEO Francois Legros, EVP Finance Pierre Schwich and SVP Business Affairs Mike Savage will hold a conference call on Wednesday, May 16 at 18:30 PM French time (GMT+1) or at 12:30 AM Eastern Time. The Genesys conference call will be webcast live. The public may access the call by: Dialing + 44 208 781 05 97 from Europe and + 1 303 267 10 07 from North America to join the conference call and participate in the Q&A session OR Joining the live webcast of the call at www.genesys.com/investor by clicking on the Q1 2001 earnings webcast icon. If you are unable to participate during the conference, a replay of the call will be available at www.genesys.com/investor - -------------------------------------------------------------------------------- About Genesys Conferencing: Founded in 1986, Genesys Conferencing is the world's leading conferencing specialist: audio conferencing, data conferencing, video conferencing and webstreaming. Working in a rapidly growing market and enjoying unique world-wide coverage as a result of its geographic expansion policy, Genesys Conferencing has established its advanced technology in 16 countries throughout Europe, Asia Pacific and the United States. Genesys Conferencing's ordinary shares are listed on the Nouveau Marche in Paris (Euronext: 3955) and its ADRs are listed on the Nasdaq National Stock Market (Nasdaq: GNSY). Genesys Conferencing's revenue has grown by 24 times, internally and through acquisitions, over the past five years. The company's average yearly revenue growth rate during that same time span was 89 percent. In 2000, Genesys Conferencing's revenue amounted to approximately U.S. $85.3 million, up 95 percent from 1999, representing 305 million of conferencing minutes. Combined revenues of Genesys and Vialog for the full-year 2000 were US $164.4 million. Press & Investor Relations in Europe Pierre SCHWICH Marine BRUN Florence CATEL EVP, Finance Shareholder and Investor Relations Press Relations Tel: +33 4 67 06 27 55 Tel : + 33 4 67 06 75 17 Tel : + 33 4 67 06 27 49 Pierre.schwich@genesys.com investor@genesys.com florence.catel@genesys.com Press and Investor relations in North America Mike Savage Paul Joyal SVP Business Affairs Press Relations Tel : 781-761-6200 Tel : 781-761-6200 Msavage@genesys.com pjoyal@genesys.com 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 F4 registration statement which was filed by Genesys with the Securities and Exchange Commission on February 12, 2001.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. GENESYS CONFERENCING Pro forma combined Genesys and Vialog results in US GAAP for the periods ended March 31, 2000, December 31, 2000 and March 31, 2001 (in thousands, except share and per share data) (the exchange rate is an average of Q1 2001, 1Euro= $0.923) Three months ended March 2001 Euro $ Net revenues 51,589 47,617 Cost of revenues, including depreciation 22,543 20,807 ---------------------- Gross profit 29,046 26,810 Selling, general and administrative expenses 24,182 22,320 Amortization of goodwill and intangibles 6,116 ---------------------- Operating income (loss) (1,252) (1,155) Financial income (expense), net (787) (726) ---------------------- Income (loss) before taxes (2,039) (1,881) Income tax (expense) (1,420) (1,311) ---------------------- Net loss (3,459) (3,192) Loss per common share - basic and diluted (0.27) (0.25) Weighted average common shares outstanding 12,865,965 EBITDA 9,197 8,489 Three months Three months ended Three months ended ended March 2001 December 31, 2000 March 31, 2000 Euro $ Euro $ Euro $ Net revenues 51,589 47,617 49,317 45,519 41,322 38,140 Gross Profit 29,046 26,810 26,286 24,262 22,041 20,344 ------------------------------------------------------------------- 9,197 8,489 4,656 4,297 8,818 8,139 EBITDA GENESYS CONFERENCING Genesys Results in US GAAP for the periods ended March 31, 2000, December 31 2000 and March 31, 2001 (in thousands, except share and per share data) (the exchange rate is an average of Q1 2001, 1Euro= $0.923) Three months ended March 2001 Euro $ Net revenues 26,770 24,709 Cost of revenues, including depreciation 11,086 10,232 ------------------------ Gross profit 15,684 14,476 Selling, general and administrative expenses 15,500 14,307 Amortization of goodwill and intangibles 2,326 2,147 ------------------------ Operating income (loss) (2,142) (1,977) Financial income (expenses), net 1,556 1,436 Income (loss) before taxes (586) (541) Income tax (expense) (1,420) (1,311) ------------------------ Net loss (-2,006) (-1,852) Loss per common share - basic and diluted (0.21) (0.20) Weighted average common shares outstanding 9,418,996 EBITDA 2,784 2,570 Main differences between Genesys French GAAP accounts and U.S. GAAP accounts are summarized below: - - 2.3 million Euros of goodwill amortization included in the EBIT in U.S. GAAP and accounted for 1,9 million Euros after EBIT in French GAAP. - - Deffered treatment of currency exchange gain of 1.0 million Euros in U.S. GAAP versus a loss of 1,0 million Euros in French GAAP, affecting Finacial income. Three months Three months ended Three months ended ended March 2001 December 31, 2000 March 31, 2000 Euro $ Euro $ Euro $ Net revenues 26,770 24,709 27,865 25,719 20,494 18,916 15,684 14,476 15,749 14,536 11,472 10,589 Gross Profit ------------------------------------------------------------------- 2,784 2,570 1,653 1,526 3,679 3,396 EBITDA 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 16, 2001 GENESYS SA By: /s/ Pierre Schwich ------------------------------- Name: Pierre Schwich Title: Chief Financial Officer