6-K
Radcom Ltd (RDCM)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
WashingtonD.C. 20549
FORM6-K
Reportof Foreign Private Issuer
Pursuantto Rule 13a-16 or 15d-16 of
theSecurities Exchange Act of 1934
For the month of May 2020
Commission File Number: 0-29452
RADCOMLTD.
(Translation of registrant’s name into English)
24Raoul 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 of Form 20-F or Form 40-F:
Form 20-F ☒ 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
THEGAAP FINANCIAL STATEMENTS INCLUDED IN EXHIBIT 99.1 TO THIS FORM 6-K OF THE REGISTRANT ARE HEREBY INCORPORATED BY REFERENCE INTOTHE REGISTRANT’S REGISTRATION STATEMENTS ON FORM S-8 (REGISTRATION STATEMENT NOS. 333-111931, 333-123981, 333-190207, 333-195465,333-203087, 333-211628 AND 333-215591) AND FORM F-3 (REGISTRATION STATEMENT NOS. 333-170512 AND 333-189111), AND SHALL BE A PARTTHEREOF FROM THE DATE ON WHICH THIS REPORT IS FILED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED ORFURNISHED.
CONTENTS
This report on Form 6-K of the registrant consists of the contents above and the following document, which is attached hereto and incorporated by reference herein:
| Exhibit<br> 99.1 | Press release, dated May 12, 2020, reporting the Registrant’s first quarter 2020 financial results. |
|---|
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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.
| RADCOM LTD. | ||
|---|---|---|
| Date:<br> May 12, 2020 | By: | /s/ Amir<br> Hai |
| Name: | Amir<br> Hai | |
| Title: | CFO |
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Exhibit 99.1
FOR IMMEDIATE RELEASE
RADCOM Reports First Quarter 2020 Results
| ● | First quarter revenues of $8.3 million |
|---|---|
| ● | Cash, cash equivalents and short-term bank deposits of $63.3 million and no debt |
| ● | Reaffirming 2020 revenue guidance range of $35-$38 million |
TEL AVIV, Israel – May 12, 2020 − RADCOM Ltd.(Nasdaq: RDCM) today reported its financial results for the first quarter ended March 31, 2020.
Commenting on the results, Eyal Harari, RADCOM’s CEO said: “We are pleased with our progress this quarter as we continued to enhance our virtualized technology and deliver on our customer commitments without interruption, despite the spread of COVID-19. This progress included playing an important role in Rakuten Mobile’s commercial launch of its greenfield, fully virtualized network in Japan last month.
“Our first-quarter revenues were in line with our expectations with little impact from the COVID-19 global pandemic. Our expenses in this quarter were impacted by one-time hardware component expenses related to one of our projects as well as delayed grants. Though there is uncertainty due to COVID-19 and its global economic impacts that could affect sales cycles, we are well-positioned with a strong balance sheet, multi-year contracts with industry-leading customers, and a belief that the telecom market will remain resilient. Based on current industry conditions and our visibility, we are reaffirming our 2020 revenue guidance range of $35 million to $38 million.
“We are proud of the major role we played in Rakuten Mobile’s commercial launch of the world’s first fully virtualized mobile network. The use of our technology in this groundbreaking project further cements our position as the leading, most advanced cloud-native assurance vendor for operators building new virtualized platforms for the launch of 5G. RADCOM’s innovative offerings helped Rakuten Mobile launch this new virtualized network and ensured the delivery of superior customer experience. We believe our continued work with them is a testament to our market leadership and advanced solutions and that our experience and expertise will be valuable as more and more operators transition to 5G.
“We continue to believe in 5G and the underlying virtualized solutions needed for this technology transition. During the quarter, we focused on 5G in research and development to enhance our 5G offering while also deploying the initial phase of 5G with one of our customers. Despite current market conditions, we expect the telecom industry to continue to move forward with planned rollouts of 5G networks.
“As a company, our top priority has been the health and welfare of our employees. We efficiently implemented secure work-from-home arrangements for all employees, allowing them to continue our product development activities and to support our customers without interruption. We continue to follow local and regional guidelines regarding safe distancing and stay-at-home policies. We are encouraged by our organization’s flexibility during these difficult times.”
First Quarter 2020 Financial Highlights:
| ● | Revenues: Total revenues for the first quarter were $8.3 million, compared to $6.0 million<br>in the first quarter of 2019. |
|---|---|
| ● | Net loss: GAAP net loss for the quarter decreased to $2.9 million, or $0.21 per diluted<br>share, compared to a GAAP net loss of $3.1 million, or $0.23 per diluted share for the first quarter of 2019. |
| ● | Non-GAAP net loss: Non-GAAP net loss for the period decreased to $2.4 million, or $0.17<br>per diluted share, compared to a non-GAAP net loss of $2.7 million, or $0.20 per diluted share for the first quarter of 2019. |
| ● | Balance sheet: As of March 31, 2020, the Company had cash and cash equivalents and short-term<br>bank deposits of $63.3 million and no debt. |
Earnings Conference Call
RADCOM’s management will hold an interactive conference call today at 8:00 AM Eastern Daylight Time (3:00 PM Israel Daylight Time) to discuss the results and to answer participants’ questions. To join the call, please call one of the following numbers approximately five minutes before the call is scheduled to begin:
From the US (toll-free): +1-888-407-2553
From other locations: +972-3-918-0610
For those unable to listen to the call at the time, a replay will be available on RADCOM’s website later the same day.
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For all investor inquiries, please contact:
Investor Relations:
Miri Segal
MS-IR LLC
917-607-8654
Company Contact:
Amir Hai
CFO
+972-77-774-5011
About RADCOM
RADCOM (Nasdaq: RDCM) is the leading expert in 5G ready cloud-native, network intelligence solutions for telecom operators transitioning to 5G. RADCOM Network Intelligence consists of RADCOM Network Visibility, RADCOM Service Assurance, and RADCOM Network Insights. The RADCOM Network Intelligence suite offers intelligent, container-based, on-demand solutions to deliver network analysis from the RAN to the Core for 5G assurance. Utilizing automated and dynamic solutions with smart minimal data collection and on-demand troubleshooting and cutting edge techniques based on machine learning, these solutions work in harmony to provide operators an understanding of the entire customer experience and allow them to troubleshoot network performance from a high to granular level while reducing storage costs and cloud resource utilization. For more information on how to RADCOMize your network today, please visit www.radcom.com, the content of which does not form a part of this press release.
Non-GAAP Information
Certain non-GAAP financial measures are included in this press release. These non-GAAP financial measures are provided to enhance the reader’s overall understanding of the Company’s financial performance. By excluding non-cash stock-based compensation that has been expensed in accordance with ASC Topic 718, the Company’s non-GAAP results provide information to both management and investors that is useful in assessing the Company’s core operating performance and in evaluating and comparing the Company’s results of operations on a consistent basis from period to period. These non-GAAP financial measures are also used by management to evaluate financial results and to plan and forecast future periods. The presentation of this additional information is not meant to be considered a substitute for the corresponding financial measures prepared in accordance with GAAP.
Risks Regarding Forward-Looking Statements
Certain statements made herein that use words such as “estimate,” “project,” “intend,” “expect,” “‘believe,” “may,” “might,” “predict,” “potential,” “anticipate,” “plan” or similar expressions are intended to identify forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. For example, when the Company discusses its investment in technology and R&D, maintaining technological leadership and delivering real value for early adopters, the expected transition to and roll out of 5G networks, the Company’s market position, v and leadership, the resiliency of the telecom market, the Company’s expectation to be well-positioned to handle uncertainties and other impacts due to COVID-19, and its revenue guidance, it is using forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties that could cause the actual results, performance or achievements of the Company to be materially different from those that may be expressed or implied by such statements, including, among others, changes in general economic and business conditions and specifically, decline in the demand for 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 U.S. Securities and Exchange Commission. The Company does not undertake to revise or update any forward-looking statements for any reason.
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RADCOM LTD.
Consolidated Statementsof Operations
Unaudited
(thousands of U.S. dollars, except share and per share data)
| Three months ended <br> March 31, | ||||||
|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||
| Revenues | $ | 8,328 | $ | 6,046 | ||
| Cost of revenues | 3,109 | 1,837 | ||||
| Gross profit | 5,219 | 4,209 | ||||
| Research and development, gross | 4,790 | 4,645 | ||||
| Less - royalty-bearing participation | - | 404 | ||||
| Research and development, net | 4,790 | 4,241 | ||||
| Sales and marketing | 2,453 | 2,446 | ||||
| General and administrative | 1,023 | 797 | ||||
| Total operating expenses | 8,266 | 7,484 | ||||
| Operating loss | (3,047 | ) | (3,275 | ) | ||
| Financial income, net | 170 | 140 | ||||
| Loss before taxes on income | (2,877 | ) | (3,135 | ) | ||
| Taxes on income | (32 | ) | (9 | ) | ||
| Net loss | $ | (2,909 | ) | $ | (3,144 | ) |
| Basic and diluted net loss per ordinary share | $ | (0.21 | ) | $ | (0.23 | ) |
| Weighted average number of ordinary shares used in computing basic and<br> diluted net loss per ordinary share | 13,875,833 | 13,749,528 |
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RADCOM LTD.
RECONCILIATION OF GAAP TO NON-GAAPFINANCIAL INFORMATION
Unaudited
(thousands of U.S. dollars, except share and per share data)
| Three months ended<br> <br>March 31, | ||||||
|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||
| GAAP gross profit | $ | 5,219 | $ | 4,209 | ||
| Stock-based compensation | 29 | 29 | ||||
| Non-GAAP gross profit | $ | 5,248 | $ | 4,238 | ||
| GAAP Research and development, net | $ | 4,790 | $ | 4,241 | ||
| Stock-based compensation | 167 | 178 | ||||
| Non-GAAP Research and development, net | $ | 4,623 | $ | 4,063 | ||
| GAAP sales and marketing | $ | 2,453 | $ | 2,446 | ||
| Stock-based compensation | 143 | 146 | ||||
| Non-GAAP sales and marketing | $ | 2,310 | $ | 2,300 | ||
| GAAP general and administrative | $ | 1,023 | $ | 797 | ||
| Stock-based compensation | 185 | 87 | ||||
| Non-GAAP general and administrative | $ | 838 | $ | 710 | ||
| GAAP total operating expenses | $ | 8,266 | $ | 7,484 | ||
| Stock-based compensation | 495 | 411 | ||||
| Non-GAAP total operating expenses | $ | 7,771 | $ | 7,073 | ||
| GAAP operating loss | $ | (3,047 | ) | $ | (3,275 | ) |
| Stock-based compensation | 524 | 440 | ||||
| Non-GAAP operating loss | $ | (2,523 | ) | $ | (2,835 | ) |
| GAAP loss before taxes on income | $ | (2,877 | ) | $ | (3,135 | ) |
| Stock-based compensation | 524 | 440 | ||||
| Non-GAAP loss before taxes on income | $ | (2,353 | ) | $ | (2,695 | ) |
| GAAP net loss | $ | (2,909 | ) | $ | (3,144 | ) |
| Stock-based compensation | 524 | 440 | ||||
| Non-GAAP net loss | $ | (2,385 | ) | $ | (2,704 | ) |
| GAAP net loss per diluted share | $ | (0.21 | ) | $ | (0.23 | ) |
| Stock-based compensation | 0.04 | 0.03 | ||||
| Non-GAAP net loss per diluted share | $ | (0.17 | ) | $ | (0.20 | ) |
| Weighted average number of shares used to compute diluted net loss per share | 13,875,833 | 13,749,528 |
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RADCOM Ltd.
Consolidated Balance Sheets
(thousands of U.S. dollars)
| As of | As of | |||||
|---|---|---|---|---|---|---|
| March 31,<br> <br>2020 | December 31,<br> <br>2019 | |||||
| (unaudited) | ||||||
| Current Assets | ||||||
| Cash and cash equivalents | $ | 4,766 | $ | 6,201 | ||
| Short-term bank deposits | 58,526 | 63,080 | ||||
| Trade receivables, net | 12,732 | 11,039 | ||||
| Inventories | 431 | 1,356 | ||||
| Other accounts receivable and prepaid expenses | 1,405 | 1,536 | ||||
| Total Current Assets | 77,860 | 83,212 | ||||
| Non-Current Assets | ||||||
| Severance pay fund | 3,233 | 3,365 | ||||
| Other long-term receivables | 1,985 | 2,314 | ||||
| Property and equipment, net | 1,612 | 1,669 | ||||
| Operating lease right-of-use assets | 5,426 | 5,842 | ||||
| Total Non-Current Assets | 12,256 | 13,190 | ||||
| Total Assets | $ | 90,116 | $ | 96,402 | ||
| Liabilities and Shareholders’ Equity | ||||||
| Current Liabilities | ||||||
| Trade payables | $ | 1,288 | $ | 2,452 | ||
| Deferred revenues and advances from customers | 559 | 828 | ||||
| Employee and payroll accruals | 3,359 | 4,132 | ||||
| Operating lease liabilities | 1,182 | 1,263 | ||||
| Other liabilities and accrued expenses | 3,087 | 4,050 | ||||
| TotalCurrent Liabilities | 9,475 | 12,725 | ||||
| Non-Current Liabilities | ||||||
| Deferred revenues | 96 | 100 | ||||
| Accrued severance pay | 3,929 | 3,904 | ||||
| Operating lease liabilities | 4,453 | 4,967 | ||||
| Other liabilities and accrued expenses | 679 | 836 | ||||
| Total Non-Current Liabilities | 9,157 | 9,807 | ||||
| Total Liabilities | $ | 18,632 | $ | 22,532 | ||
| Shareholders’ Equity | ||||||
| Share capital | $ | 654 | $ | 648 | ||
| Additional paid-in capital | 138,487 | 137,969 | ||||
| Accumulated other comprehensive loss | (2,635 | ) | (2,634 | ) | ||
| Accumulated deficit | (65,022 | ) | (62,113 | ) | ||
| Total Shareholders’ Equity | 71,484 | 73,870 | ||||
| TotalLiabilities and Shareholders’ Equity | $ | 90,116 | $ | 96,402 |
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