UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 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
November 2008
Commission File Number: 000-51694
IncrediMail Ltd.
(Translation of registrant’s name into English)
4 HaNechoshet St., Tel-Aviv, Israel 69710
(Address
of principal executive offices)
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-F x Form 40-F 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)(1): ____
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): ____
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- ________
IncrediMail Ltd.
On November 13, 2008, the registrant issued a press release announcing its financial results for the quarter ended September 30, 2008. A copy of the press release is annexed hereto as Exhibit 1 and is incorporated herein by reference.
Exhibits
| Exhibit 1 | Press release dated November 13, 2008, announcing the financial results of the registrant, for the quarter ended September 30, 2008. |
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.
| IncrediMail Ltd. By: /s/ Ofer Adler —————————————— Ofer Adler Chief Executive Officer |
Date: November 13, 2008
Exhibit 1
IncrediMail Reports Record Revenues of $5.9M
– Revenues Up 27% YOY –
TEL AVIV, ISRAEL – November 13, 2008 – IncrediMail Ltd. (NASDAQ: MAIL, www.incredimail-corp.com), an Internet company, today reported financial results for the third quarter ended September 30, 2008.
Revenues in the third quarter of 2008 were $5.9 million, up 27% compared with $4.6 million in the third quarter of 2007, and up 12% sequentially from the second quarter of 2008. The increase in revenues resulted from a 77% increase in search-related revenues which reached $3.4 million, partially offset by a decrease in product and subscription revenues.
Total operating expenses in the third quarter of 2008 were $4.8 million, increasing $1.1 million, or 30%, compared to $3.7 million in the third quarter of 2007. This increase was primarily attributable to the Company’s investment in planned media buying expenses, which increased more than four-fold, reaching $1 million in the third quarter of 2008, including those investments in its new HiYo instant messaging tool, which is not yet generating revenues. While the Company expects to spend an additional $1.5 million in this effort in the coming quarter, in the first quarter of 2009 it anticipates having a substantial user base for its HiYo product that it believes will allow it to expand primarily through organic growth and reduce its media buying expenditures.
Financial expenses in the third quarter of 2008 were $0.4 million, reflecting the negative returns on investments due to current market conditions, and does not include the $4.8 million gain to be recorded in the fourth quarter from the sale of securities previously written down, as recently announced.
The Company remained break-even with net profit according to U.S. GAAP (Generally Accepted Accounting Principles) of $0.1 million, or $0.01 per diluted share, for the third quarter of 2008, a decline from $0.3 million, or $0.03 per diluted share in the third quarter of 2007.
Commenting on the results, Mr. Ofer Adler, IncrediMail’s CEO, said, “IncrediMail’s strategy to drive more profitable growth through increased search and subscription-based e-mail and instant messaging products is positively impacting our results. It is worth noting, that while Google remains our primary search partner, more than 10% of our search revenues are currently generated from other search providers with similar results, reducing our single source dependency. Our media buying efforts in the third quarter of 2008 have begun to bear fruit, as indicated by the increase in registrations in both our flagship IncrediMail product as well as in HiYo, our instant messaging add-on. In turn, this traction is driving an increase in higher-margin search business. These initial results give us confidence that we are on the right track and are creating a solid base for future growth in revenues and subsequently in profits. Although these investments in marketing and media will continue to grow, we are doing so prudently and are constantly monitoring the effectiveness and long-term profitability of this effort.
“We are simultaneously investing in controlling and further reducing our other costs, creating a lean and effective business model. In order to do so, we recently reduced our staff size in the Israeli office by 13 employees. We feel that these cost cutting measures will help us achieve the efficiency we desire, and allow more flexibility during these volatile global economic conditions.”
Mr. Adler continued, “We are pleased to report that HiYo continues its rapid growth, accumulating more than 1.7 million registered downloads in less than half a year since its introduction, and expect to introduce our revenue generating models in the coming months. Following the early success of HiYo, we are preparing for the fourth-quarter launch of the new version of IncrediMail which will enhance the user’s experience. We believe that with our new growth strategy in place, the traction of our existing products and the launch of the new version of IncrediMail, we are well positioned to achieve our growth objectives going forward. As to 2009, we currently expect to grow revenues by 20% over 2008, and achieve EBITDA of approximately 20%, or $5 million.”
Conference Call
IncrediMail will host a conference
call to discuss the results today, November 13th at 10:30 AM EST. We invite all
those interested in participating in the call to dial 1-(888)-642-5032. Callers from
Israel may access the call by dialing (03) 918-0688. Participants may also access a live
webcast of the conference call through the Investor Relations section of
IncrediMail’s website at www.incredimail-corp.com. The webcast will be archived on
the company’s website for seven days.
About IncrediMail Ltd.
IncrediMail Ltd. (NASDAQ: MAIL) is an
internet company that designs, markets and delivers high end personal desktop software.
The company’s award winning e-mail client product, IncrediMail Premium, is sold in
over 100 countries in 10 different languages. Other products include Magentic, a wallpaper
and screensaver software for presenting digital personal photos, and HiYo, a graphic
add-on to instant messaging software.
Non-GAAP measures
Use of Non-GAAP Financial
Information – In addition to reporting financial results in accordance with generally
accepted accounting principles, or GAAP, IncrediMail uses non-GAAP measures of net income
and earnings per share, which are adjustments from results based on GAAP to exclude
reorganization expenses and non-cash stock-based compensation expenses. IncrediMail’s
management believes the non-GAAP financial information provided in this release is useful
to investors’ understanding and assessment of IncrediMail’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. Management 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.
Forward Looking
Statements
This press release contains
historical information and forward-looking statements within the meaning of The Private
Securities Litigation Reform Act of 1995 with respect to the business, financial condition
and results of operations of the Company. The words “believe,”
“expect,” “intend,” “plan,” “should” and similar
expressions are intended to identify forward-looking statements. Such statements reflect
the current views, assumptions and expectations of the Company with respect to future
events and are subject to risks and uncertainties. Many factors could cause the actual
results, performance or achievements of the Company to be materially different from any
future results, performance or achievements that may be expressed or implied by such
forward-looking statements, including, among others, changes in the markets in which the
Company operates and in general economic and business conditions, loss of key customers
and unpredictable sales cycles, competitive pressures, market acceptance of new products,
inability to meet efficiency and cost reduction objectives, changes in business strategy
and various other factors, both referenced and not referenced in this press release.
Various risks and uncertainties may affect the Company and its results of operations, as
described in reports filed by the Company with the Securities and Exchange Commission from
time to time. The Company does not assume any obligation to update these forward-looking
statements.
Contact Information
For further information please
contact:
Jeff Holzmann
IncrediMail
NY, President
Jeff@IncrediMail.com
David Burke / Marybeth Csaby
KCSA Strategic
Communications
(212) 896-1258 / 212-896-1236
dburke@kcsa.com / mcsaby@kcsa.com
– Tables Follow –
| INCREDIMAIL LTD. BALANCE SHEETS |
| U.S. dollars in thousands (except share data) |
| September 30, 2008 |
December 31, 2007 | |||||||
|---|---|---|---|---|---|---|---|---|
| (unaudited) | ||||||||
| ASSETS | ||||||||
| CURRENT ASSETS: | ||||||||
| Cash and cash equivalents | $ | 9,516 | $ | 4,611 | ||||
| Short-term bank deposits | -- | 1,000 | ||||||
| Marketable securities | 12,155 | 17,911 | ||||||
| Trade receivables | 2,240 | 1,993 | ||||||
| Deferred taxes | 284 | 368 | ||||||
| Other receivables and prepaid expenses | 4,145 | 2,017 | ||||||
| Total current assets | 28,340 | 27,900 | ||||||
| LONG-TERM ASSETS: | ||||||||
| Severance pay fund | 1,259 | 1,037 | ||||||
| Deferred taxes | 53 | 92 | ||||||
| Long-term deposits | 166 | 182 | ||||||
| Restricted cash | 472 | 458 | ||||||
| Property and equipment, net | 1,953 | 1,808 | ||||||
| Goodwill | 125 | 125 | ||||||
| Other intangible assets, net | 138 | 164 | ||||||
| Total long-term assets | 4,166 | 3,866 | ||||||
| Total assets | $ | 32,506 | $ | 31,766 | ||||
| LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||
| CURRENT LIABILITIES: | ||||||||
| Trade payables | $ | 1,567 | $ | 1,546 | ||||
| Deferred revenues | 2,865 | 3,254 | ||||||
| Accrued expenses and other liabilities | 3,748 | 3,244 | ||||||
| Total current liabilities | 8,180 | 8,044 | ||||||
| LONG-TERM LIABILITIES: | ||||||||
| Deferred revenues | 1,548 | 1,559 | ||||||
| Accrued severance pay | 1,665 | 1,392 | ||||||
| Total long-term liabilities | 3,213 | 2,951 | ||||||
| SHAREHOLDERS' EQUITY | ||||||||
| Shares issued and outstanding: 9,406,103 and 9,475,943 at September | ||||||||
| 30, 2008 and December 31, 2007, respectively | 21,113 | 20,771 | ||||||
| Total liabilities and shareholders' equity | $ | 32,506 | $ | 31,766 | ||||
| INCREDIMAIL LTD.
STATEMENTS OF OPERATIONS |
| U.S. dollars in thousands (except per share data), unaudited |
| Quarter ended September 30, |
Nine months ended September 30, |
|||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2008 |
2007 |
2008 |
2007 | |||||||||||
| Revenues | $ | 5,859 | $ | 4,597 | $ | 15,839 | $ | 13,317 | ||||||
| Cost of revenues | 483 | 463 | 1,371 | 1,170 | ||||||||||
| Gross profit | 5,376 | 4,134 | 14,468 | 12,147 | ||||||||||
| Operating expenses: | ||||||||||||||
| Research and development | 1,876 | 1,469 | 5,951 | 4,127 | ||||||||||
| Selling and marketing | 2,035 | 1,214 | 4,988 | 3,285 | ||||||||||
| General and administrative | 873 | 990 | 3,277 | 2,686 | ||||||||||
| Total operating expenses | 4,784 | 3,673 | 14,216 | 10,098 | ||||||||||
| Operating income | 592 | 461 | 252 | 2,049 | ||||||||||
| Financial income (expense), net | (350 | ) | 287 | (15 | ) | 952 | ||||||||
| Income before taxes on income | 242 | 748 | 237 | 3,001 | ||||||||||
| Taxes on income | 146 | 431 | 189 | 1,221 | ||||||||||
| Net income | $ | 96 | $ | 317 | $ | 48 | $ | 1,780 | ||||||
| Net earnings per Ordinary share: | ||||||||||||||
| Basic | $ | 0.01 | $ | 0.03 | $ | 0.01 | $ | 0.19 | ||||||
| Diluted | $ | 0.01 | $ | 0.03 | $ | 0.00 | $ | 0.18 | ||||||
| Diluted weighted number of shares (in | ||||||||||||||
| thousands) | 9,543 | 9,665 | 9,567 | 9,644 | ||||||||||
| Non-GAAP adjustment: | ||||||||||||||
| Reorganization expenses | -- | -- | $ | 745 | -- | |||||||||
| Stock based compensation | $ | 260 | $ | 201 | 782 | $ | 537 | |||||||
| Non-GAAP net income | $ | 356 | $ | 518 | $ | 1,575 | $ | 2,317 | ||||||
| Non-GAAP net earnings per share : | ||||||||||||||
| Basic | $ | 0.04 | $ | 0.05 | $ | 0.17 | $ | 0.25 | ||||||
| Diluted | $ | 0.04 | $ | 0.05 | $ | 0.16 | $ | 0.24 | ||||||