FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
The Securities Exchange Act of 1934
For the month of April, 2003
Commission File Number: 0-29452
RADCOM LTD.
(Translation of Registrant's Name into English)
24 Raoul Wallenberg Street, Tel Aviv 69719, 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_______
-
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): N/A
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): N/A
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 _______ No X
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82- N/A
THIS REPORT ON FORM 6-K IS HEREBY INCORPORATED BY REFERENCE INTO RADCOM LTD.'S
("RADCOM") REGISTRATION STATEMENTS ON FORM S-8 (REGISTRATION STATEMENT NOS.
333-13244, 333-13246, 333-13248, 333-13250, 333-13254, 333-13252, 333-13236),
AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FILED, TO THE
EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OF FURNISHED.
CONTENTS
This report on Form 6-K of Radcom consists of the following documents, which is
attached hereto and incorporated by reference herein:
1. Press Release: RADCOM REPORTS RESULTS FOR THE FIRST QUARTER OF 2003. Dated
April 28, 2003.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Radcom Ltd.
(Registrant)
Dated: April 29, 2003 By: /s/David Zigdon
-----------------------
David Zigdon
Chief Financial Officer
EXHIBIT INDEX
Exhibit Number Description of Exhibit
10.1 Press Release: RADCOM REPORTS RESULTS FOR THE FIRST
QUARTER OF 2003. Dated April 28, 2003.
EXHIBIT 10.1
Contact:
David Zigdon, CFO
(972) 3-6455004
davidz@radcom.com
RADCOM REPORTS RESULTS FOR THE FIRST QUARTER OF 2003
TEL-AVIV, Israel--April 28, 2003-- RADCOM Ltd. (RADCOM) (NASDAQ:
RDCM) today announced financial results for the first
quarter ended March 31, 2003.
Revenues for the first quarter of 2003 were $1,600,000 compared to
$4,405,000 for the first quarter of 2002. Net loss for the first quarter of 2003
was $(3,180,000), or $(0.30) per ordinary share, compared to $(1,291,000), or
$(0.12) per ordinary share, for the first quarter of 2002. The net loss included
an inventory write-off of $960,000 (recorded in Cost of Sales) to reflect the
reduced value of some of the Company's products and components caused by
changing market conditions during the first quarter of 2003.. Excluding the
inventory write-off, the non-GAAP net loss for the first quarter of 2003 was
$(2,220,000), or $(0.21) per ordinary share.
Commenting on the results, Arnon Toussia-Cohen, President and CEO of
RADCOM, said, "The weakness of our first quarter revenues was due primarily to a
timing gap between the phase-out of older ATM/Frame Relay products and the
phase-in of next-generation ones, together with the continued worldwide decline
of ATM/Frame Relay markets. In light of the effect of this environment on our
first quarter sales, we have lowered the value of some of our inventory of
product lines and components.
"In parallel, we have launched an exciting new product, the Cellular
Performer. This is a breakthrough solution for the monitoring and analysis needs
of cellular equipment vendors and operators. We are delighted with initial
market reception and anticipate that this product should generate revenues
during the second quarter.
"To achieve the full sales potential of the Cellular Performer together
with that of the VoIP Performer and all our converged network product lines, we
have stepped up our direct sales efforts and Key Account strategies. An
important marketing advantage is the rapid application development capability
afforded by our now-complete Next Generation analysis platform, the focus of our
R&D efforts over the past two years. This flexible technology platform enables
us to quickly respond to the dynamic needs of our customers with comprehensive
application-specific solutions. We believe this is a competitive advantage that
positions us to grow in step with Next Generation markets."
A teleconference to discuss the quarter will be held on Tuesday, April
29, 2003, at 9:00 a.m. ET. A live broadcast is available through the Company's
website: www.radcom.com
###
RADCOM REPORTS/2
RADCOM designs, manufactures, markets and supports network test and quality
management solutions for service providers, developers and enterprises
worldwide. The company specializes in a line of high-quality, integrated,
multitechnology WAN/LAN test solutions as well as unique performance measurement
solutions for VoIP and cellular converged networks. RADCOM's analysis and
simulation solutions are used in the development and manufacture of network
devices, and in the installation and ongoing maintenance of operational networks
to facilitate real-time isolation, diagnosis, and resolution of network
problems. RADCOM's sales network includes over 60 distributors in 50 countries
worldwide and 10 manufacturer's representatives across North America. RADCOM's
customers include Cisco, Lucent, Ericsson, Nokia, Motorola, AT&T, MCI Worldcom,
Sprint, British Telecom, Deutsche Telecom and Telstra.
Certain statements made herein that use the words "estimate," "project,"
"intend," "expect, "believe" and similar expressions are intended to identify
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. These 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 and specifically, decline in
demand to the Company's products, inability to timely develop and introduce new
technologies, products and applications and loss of market share and pressure on
prices resulting from competition. For additional information regarding these
and other risks and uncertainties associated with the Company's business,
reference is made to the Company's reports filed from time to time with the
Securities and Exchange Commission.
RADCOM REPORTS/3
RADCOM Ltd.
Consolidated Statements of Operations
(1000's of U.S. dollars, except per share data)
Three months ended March 31,
2003 2002
-------------------------------
Unaudited Unaudited
-------------------------------
Sales $ 1,600 $ 4,405
Cost of sales 1,621 1,504
--------------------------------------
Gross profit (loss) (21) 2,901
Research and development, gross 1,417 1,757
Less - royalty-bearing participation 451 450
--------------------------------------
Research and development, net 966 1,307
Sales and marketing 1,822 2,495
General and administrative 393 453
--------------------------------------
Total operating expenses 3,181 4,255
--------------------------------------
Operating loss (3,202) (1,354)
Financing income, net 22 63
--------------------------------------
Net loss (3,180) (1,291)
======================================
Basic loss per ordinary share $ (0.30) $ (0.12)
======================================
Weighted average number of
Ordinary shares (basic) 10,492,050 10,492,050
(Additional table to follow)
RADCOM REPORTS/4
RADCOM Ltd.
Consolidated Balance Sheets
(1000's of U.S. dollars)
As of March 31, 2003 As of December 31, 2003
(unaudited) (audited)
Current Assets
Cash and cash equivalents 5,379 7,207
Short-term bank deposits 3,016 3,006
Trade receivables, net 1,614 2,983
Inventories and inventory prepayments 1,910 2,182
Other current assets 771 601
----------------------------------------------------
Total Current Assets 12,690 15,979
----------------------------------------------------
Assets held for severance benefits 1,293 1,187
----------------------------------------------------
Property and equipment, net 2,056 2,263
----------------------------------------------------
Total Assets 16,039 19,429
====================================================
Liabilities and Shareholders' Equity
Current Liabilities
Trade payables 1,144 1,276
Other payables and accrued expenses 3,751 3,996
----------------------------------------------------
Total Current Liabilities 4,895 5,272
----------------------------------------------------
Liability for employees severance pay benefits 1,948 1,813
----------------------------------------------------
Total Liabilities 6,843 7,085
----------------------------------------------------
Shareholders' Equity
Share capital 57 57
Additional paid-in capital 38,178 38,146
Accumulated deficit (29,039) (25,859)
----------------------------------------------------
Total Shareholders' Equity 9,196 12,344
----------------------------------------------------
Total Liabilities and Shareholders' Equity 16,039 19,429
====================================================