FORM 6-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 REPORT OF FOREIGN ISSUER Pursuant to rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of July 2004 ACS - TECH80 LTD. (Translation of registrant's name in English) HA'MADA AVENUE, RAMAT GABRIEL INDUSTRIAL PARK, MIGDAL HA'EMEK, ISRAEL (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 [_] Attached, as Exhibits 1 through 3 to this Report on Form 6-K, respectively, are (i) the Registrant's press release dated February 26, 2004, regarding its results for the year ended December 31, 2003 (ii) the Registrant's press release dated April 26, 2004, regarding its results for the quarter ended March 31, 2004, and (iii) the Registrant's press release dated July 22, 2004, regarding its results for the quarter ended June 30, 2004, all of which are hereby incorporated by reference herein. 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. ACS - Tech80 Ltd. (Registrant) By: /s/ Ze'ev Kirshenboim ------------------------- Name: Ze'ev Kirshenboim Title: President and CEO Date: July 26, 2004 COMPANY PRESS RELEASE SOURCE: ACS-TECH80 LTD. ACS-TECH80 LTD., 2003, FOURTH QUARTER AND YEAR END RESULTS MIGDAL HA'EMEK, Israel, February 26, 2004 /PRNewswire/ -- ACS-Tech80 Ltd., (Nasdaq: ACSEF - news), a developer of proprietary software and advanced electronics for the production of universal, fully digital motion control products, today reports 2003 fourth quarter and year end results. Revenues for the fourth quarter were $2,615,000, compared to $1,669,000 in the fourth quarter a year ago. Net income for the fourth quarter of 2003 was $315,000, or $0.11 per share, compared with a net loss of $242,000, or $0.08 per share in the fourth quarter of 2002. Revenues for the twelve months ended December 31, 2003 were $9,205,000, compared with revenues of $7,907,000 for the twelve months ended December 31, 2002. Net income was $822,000, or $0.28 per share, compared to a net loss of $201,000, or $0.07 per share for the year ended December 31, 2002. The results reflect an improving business environment in the markets that the company serves and gaining of new opportunities. It is the fourth quarter in a row with sequential increase both in sales and net income. Now, two-thirds into the first quarter of 2004, the positive trend is even further enhanced. This press release contains forward-looking statements. Such statements involve various risks that may cause actual results to differ materially. These risks and uncertainties include, but are not limited to: market demand for the Company's product, successful implementation of the Company's product, competitive factors, the ability to manage the Company's growth and the ability to recruit additional personnel. CONTACT: ZE'EV KIRSHENBOIM, CEO, ACS-TECH80 LTD. (011-972-4-654-6440 CONSOLIDATED STATEMENTS OF OPERATIONS THREE MONTHS ENDED DECEMBER 31, YEAR ENDED DECEMBER 31, -------------------- -------------------- 2003 2002 2003 2002 ------ ------ ------ ------ CONSOLIDATED ------------------------------------------------ U.S. DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA ------------------------------------------------ Revenues 2,615 1,669 9,205 7,907 Cost of revenues 1,307 687 4,548 3,579 Write off - Inventory - 466 - 466 ------ ------ ------ ------ Gross profit 1,308 516 4,657 3,862 ------ ------ ------ ------ Research and development costs Costs incurred 377 352 1,415 1,664 Less-grants received (99) (120) (430) (459) ------ ------ ------ ------ Net research and development costs 278 232 985 1,205 Selling, general and administrative expenses, net 773 747 2,801 3,011 ------ ------ ------ ------ Total operating costs 1,051 979 3,786 4,216 ------ ------ ------ ------ Operating income (loss) 257 (463) 871 (354) Financing income (expenses), net 8 31 (21) (154) Other income (expenses) (7) 2 (9) 4 ------ ------ ------ ------ Income (loss) before taxes on income 258 (430) 841 (504) Taxes on income, net 57 188 (19) 303 ------ ------ ------ ------ Net income (loss) 315 (242) 822 (201) ====== ====== ====== ====== Earnings (loss) per Ordinary Share in U.S. dollars Basic 0.11 (0.08) 0.28 (0.07) ====== ====== ====== ====== Diluted 0.09 (0.08) 0.26 (0.07) ====== ====== ====== ====== Weighted average number Shares used in computation of earnings (loss) per share Basic - in thousands 2,965 2,795 2,965 2,795 ====== ====== ====== ====== Diluted - in thousands 3,284 2,795 3,269 2,795 ====== ====== ====== ====== CONSOLIDATED BALANCE SHEETS DECEMBER 31, ------------------ 2003 2002 ------- ------- CONSOLIDATED ------------------ U.S. DOLLARS IN THOUSANDS ------------------ ASSETS CURRENT ASSETS Cash and cash equivalents 1,730 1,548 Short-term bank deposits 1,029 1,096 Accounts receivable: Trade 2,445 1,439 Other 348 437 Inventories 1,981 2,276 ------- ------- TOTAL CURRENT ASSETS 7,533 6,796 ------- ------- LONG-TERM ASSETS Deferred income taxes 245 279 Investment 1,218 1,218 Other long-term assets 96 23 ------- ------- TOTAL LONG-TERM ASSETS 1,559 1,520 ------- ------- PROPERTY AND EQUIPMENT Cost 3,336 3,347 Less - accumulated depreciation (2,160) (1,782) ------- ------- 1,176 1,565 ------- ------- 10,268 9,881 ======= ======= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Current maturities of long-term loans 1,349 1,266 Accounts payable and accruals: Trade 1,354 612 Other 901 761 ------- ------- TOTAL CURRENT LIABILITIES 3,604 2,639 ------- ------- LONG-TERM LIABILITIES Long-term loans, net of current maturities - 1,348 Long-term accrued expenses 62 - Accrued severance pay, net 142 259 ------- ------- TOTAL LONG-TERM LIABILITIES 204 1,607 ------- ------- SHAREHOLDERS' EQUITY Share capital - Ordinary Shares of NIS 0.01 par value (Authorized: 8,000,000; Issued and outstanding: December 31, 2003 - 2,821,752 (2002 - 2,820,001) 9 9 Treasury stock (December 31, 2003 and 2002 - 24,801) (346) (346) Share premium 5,813 5,530 Proceeds from issuance of stock options 1 1 Capital reserve 28 28 Retained earnings 955 413 ------- ------- 6,460 5,635 ------- ------- 10,268 9,881 ======= ======= COMPANY PRESS RELEASE SOURCE: ACS-TECH80 LTD. ACS-TECH80 LTD. REPORTS FIRST QUARTER RESULTS MIGDAL HA'EMEK, Israel, April 26 /PRNewswire/ - ACS-Tech80 Ltd., (Nasdaq: ACSEF - - news), a developer of proprietary software and advanced electronics for the production of universal, fully digital motion control products, today reports first quarter results. Revenues for the first quarter were $2,995,000, compared to $1,983,000 in the first quarter a year ago. Net income for the first quarter of 2004 was $474,000, or $0.15 per share, compared to $67,000, or $0.02 per share in the first quarter a year ago. This is the fifth quarter in a row with sequential increase both in revenues and in net income. Now, one-third into the second quarter of 2004, we see additional improvement in our markets and a stronger demand for our products. Therefore, we expect a further increase both in revenues and in net income of the second quarter. Financial results release policy: The policy of the Company is to release quarter results within approximately 30 days from the end of the quarter and within approximately 60 days from the end of the year. This press release contains forward-looking statements. Such statements involve various risks that may cause actual results to differ materially. These risks and uncertainties include, but are not limited to: market demand for the Company's product, successful implementation of the Company's product, competitive factors, the ability to manage the Company's growth and the ability to recruit additional personnel. CONTACT: ZE'EV KIRSHENBOIM, CEO, ACS-TECH80 LTD. (011-972-4-654-6440) 2004, Q1 CONSOLIDATED STATEMENT OF OPERATIONS THREE MONTHS ENDED YEAR ENDED MARCH 31, DECEMBER 31, 2004 2003 2003 ------ ------ ------ CONSOLIDATED -------------------------- U.S. DOLLARS IN THOUSANDS -------------------------- Revenues 2,995 1,983 9,205 Cost of revenues 1,570 973 4,548 ------ ------ ------ GROSS PROFIT 1,425 1,010 4,657 ------ ------ ------ RESEARCH AND DEVELOPMENT COSTS Costs incurred 363 339 1,415 Less-grants received - (129) (430) ------ ------ ------ NET RESEARCH AND DEVELOPMENT COSTS 363 210 985 Proceeds from insurance claim (182) - - Selling, general and administrative expenses, net 653 647 2,801 ------ ------ ------ TOTAL OPERATING COSTS 834 857 3,786 ------ ------ ------ OPERATING INCOME 591 153 871 Financing expenses, net (36) (36) (21) Other income (expenses), net - - (9) ------ ------ ------ INCOME BEFORE TAXES ON INCOME 555 117 841 Taxes on income, net (81) 50 (19) ------ ------ ------ NET INCOME 474 67 822 ====== ====== ====== Earnings (loss) per Ordinary Share in U.S. Dollars Basic 0.15 0.02 0.28 ====== ====== ====== Diluted 0.15 0.02 0.26 ====== ====== ====== Weighted average number of Shares used in computation of earnings per share Basic - in thousands 3,225 2,795 2,965 ====== ====== ====== Diluted - in thousands 3,361 2,795 3,269 ====== ====== ====== 2004, Q1 CONSOLIDATED BALANCE SHEET MARCH 31, DECEMBER 31, 2004 2003 2003 ------- ------- ------- CONSOLIDATED ----------------------------- U.S. DOLLARS IN THOUSANDS ----------------------------- ASSETS CURRENT ASSETS Cash and cash equivalents 2,367 1,152 1,730 Short-term bank deposits 1,031 1,021 1,029 Accounts receivable: Trade 2,892 1,917 2,445 Other 448 645 348 Inventories 2,358 2,248 1,981 ------- ------- ------- TOTAL CURRENT ASSETS 9,096 6,983 7,533 ------- ------- ------- LONG-TERM ASSETS Deferred income taxes 188 256 245 Investment in Held Company 1,218 1,218 1,218 Long-term balances 97 24 96 ------- ------- ------- 1,503 1,498 1,559 ------- ------- ------- PROPERTY AND EQUIPMENT Cost 3,374 3,354 3,336 Less - accumulated depreciation (2,264) (1,890) (2,160) ------- ------- ------- 1,110 1,464 1,176 ------- ------- ------- 11,709 9,945 10,268 ======= ======= ======= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Current maturities of long-term loans 1,032 1,263 1,349 Accounts payable and accruals: 0 Trade 1,775 923 1,354 Other 1,058 798 901 ------- ------- ------- TOTAL CURRENT LIABILITIES 3,865 2,984 3,604 ------- ------- ------- LONG-TERM LIABILITIES Long-term loans, net of current maturities - 1,035 - Long-term accrued expenses 49 - 62 Accrued severance pay, net 147 224 142 ------- ------- ------- TOTAL LONG-TERM LIABILITIES 196 1,259 204 ------- ------- ------- SHAREHOLDERS' EQUITY Share capital - Ordinary Shares of NIS 0.01 par value (Authorized: 8,000,000; Issued and outstanding: March 31, 2004 - 3,053,973, March 31 2003 - 2,820,002 Dec 31, 2003 - 2,821,752) 9 9 9 Treasury stock (March 31,2004 and 2003- 24,801 Dec 31, 2003- 24,801) (346) (346) (346) Proceeds from issuance of stock options 1 1 1 Share premium 6,527 5,530 5,813 Capital reserve 28 28 28 Retained earnings 1,429 480 955 ------- ------- ------- 7,648 5,702 6,460 ------- ------- ------- 11,709 9,945 10,268 ======= ======= ======= COMPANY PRESS RELEASE SOURCE: ACS-TECH80 LTD. ACS-TECH80 LTD. REPORTS SECOND QUARTER RESULTS MIGDAL HA'EMEK, Israel, July 22 , 2004 - ACS-Tech80 Ltd., (Nasdaq: ACSEF - news), a developer of proprietary software and advanced electronics for the production of motion control products, today reports second quarter revenues and earnings. Revenues for the second quarter were $3,689,000, compared to $2,097,000 recorded in the second quarter a year ago. Net income for the second quarter of 2004 was $668,000, or $0.20 per share, compared to $164,000, or $0.06 per share in the second quarter last year. Revenues for the first six months period ended June 30, 2004 were $6,684,000, compared to $4,080,000 in the same period a year ago. Net income for the first six months ended June 30, 2004 was $1,142,000, or $0.34 per share, compared to $231,000, or $0.08 per share recorded in the same period a year ago. This is the sixth quarter in a row with sequential increase both in revenues and in net income. Now, approximately one-third into the third quarter of 2004, we see a further increase in demand for our products. Therefore, we expect a further improvement in the operating results of the third quarter. This press release contains forward-looking statements. Such statements involve various risks that may cause actual results to differ materially. These risks and uncertainties include, but are not limited to: market demand for the Company's product, successful implementation of the Company's product, competitive factors, the ability to manage the Company's growth and the ability to recruit additional personnel. CONTACT: ZE'EV KIRSHENBOIM, CEO, ACS-TECH80 LTD. (011-972-4-654-6440) 2004, Q2 CONSOLIDATED STATEMENTS OF OPERATIONS SIX MONTHS ENDED THREE MONTHS ENDED YEAR ENDED JUNE 30, JUNE 30, DECEMBER 31, ---------------- ---------------- ------ 2004 2003 2004 2003 2003 ------ ------ ------ ------ ------ CONSOLIDATED ---------------------------------------------- U.S. DOLLARS IN THOUSANDS ---------------------------------------------- REVENUES 6,684 4,080 3,689 2,097 9,205 COST OF REVENUES 3,555 1,974 1,985 1,001 4,548 ------ ------ ------ ------ ------ GROSS PROFIT 3,129 2,106 1,704 1,096 4,657 ------ ------ ------ ------ ------ RESEARCH AND DEVELOPMENT COSTS COSTS INCURRED 739 689 376 350 1,415 LESS-GRANTS RECEIVED (171) (220) (171) (91) (430) ------ ------ ------ ------ ------ NET RESEARCH AND DEVELOPMENT COSTS 568 469 205 259 985 PROCEEDS FROM INSURANCE CLAIM (182) - - - - SELLING, GENERAL AND ADMINISTRATIVE EXPENSES, NET 1,416 1,348 763 701 2,801 ------ ------ ------ ------ ------ TOTAL OPERATING COSTS 1,802 1,817 968 960 3,786 ------ ------ ------ ------ ------ OPERATING INCOME 1,327 289 736 136 871 FINANCING INCOME (EXPENSES), NET (64) (8) (28) 28 (21) OTHER INCOME (EXPENSES), NET (2) (2) (2) (2) (9) ------ ------ ------ ------ ------ INCOME BEFORE TAXES ON INCOME 1,261 279 706 162 841 TAXES ON INCOME (EXPENSE), NET (119) (48) (38) 2 (19) ------ ------ ------ ------ ------ NET INCOME 1,142 231 668 164 822 ====== ====== ====== ====== ====== EARNINGS PER SHARE - IN U.S. DOLLARS BASIC NET EARNINGS PER SHARE 0.34 0.08 0.20 0.06 0.28 ====== ====== ====== ====== ====== DILUTED NET EARNINGS PER SHARE 0.34 0.08 0.20 0.06 0.26 ====== ====== ====== ====== ====== WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING BASIC - IN THOUSANDS 3,339 2,795 3,339 2,795 2,965 ====== ====== ====== ====== ====== DILUTED - IN THOUSANDS 3,339 2,795 3,339 2,795 3,269 ====== ====== ====== ====== ====== 2004, Q2 CONSOLIDATED BALANCE SHEETS JUNE 30, DECEMBER 31, 2004 2003 2003 ------- ------- ------- CONSOLIDATED ----------------------------- U.S. DOLLARS IN THOUSANDS ----------------------------- ASSETS CURRENT ASSETS Cash and cash equivalents 2,273 1,365 1,730 Short-term bank deposits 578 1,024 1,029 Accounts receivable: Trade 3,576 1,859 2,445 Other 583 518 348 Inventories 2,966 2,160 1,981 ------- ------- ------- TOTAL CURRENT ASSETS 9,976 6,926 7,533 ------- ------- ------- LONG-TERM ASSETS Deferred income taxes 193 257 245 Investment in Held Company 1,218 1,218 1,218 Long-term balances 98 22 96 ------- ------- ------- 1,509 1,497 1,559 ------- ------- ------- PROPERTY AND EQUIPMENT Cost 3,415 3,341 3,336 Less - accumulated depreciation 2,360 1,987 2,160 ------- ------- ------- 1,055 1,354 1,176 ------- ------- ------- 12,540 9,777 10,268 ======= ======= ======= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Current maturities of long-term loans 181 1,260 1,349 Accounts payable and accruals: Trade 2,715 816 1,354 Other 1,082 918 901 ------- ------- ------- TOTAL CURRENT LIABILITIES 3,978 2,994 3,604 ------- ------- ------- LONG-TERM LIABILITIES Long-term loans, net of current maturities - 722 - Long-term accrued expenses 36 - 62 Accrued severance pay, net 145 195 142 ------- ------- ------- TOTAL LONG-TERM LIABILITIES 181 917 204 ------- ------- ------- SHAREHOLDERS' EQUITY Share capital - Ordinary Shares of NIS 0.01 par value (Authorized: 8,000,000; Issued and outstanding: June 30, 2004 - 3,070,147, June 30, 2003 - 2,820,002 Dec 31, 2003 - 2,821,752) 9 9 9 Treasury stock (June 30, 2004 and 2003 - 24,801 Dec 31, 2003 - 24,801) (346) (346) (346) Share premium 6,621 5,559 5,842 Retained earnings 2,097 644 955 ------- ------- ------- 8,381 5,866 6,460 ------- ------- ------- 12,540 9,777 10,268 ======= ======= =======