SECURITIES AND EXCHANGE COMMISION
WASHINGTON, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
The Securities Exchange Act of 1934
May 14, 2003
SCITEX CORPORATION LTD.
(Translation of registrant's name into English)
3 Azrieli Center
Triangle Building
Tel Aviv, 67023
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 whether the registrant by furnishing the information
contained in this Form is also furnishing the information to the Commission
pursuant to Rule 12g3-2(b) under the Securities and Exchange Act of 1934.
Yes ____ No |X|
Attached to the Registrant's Form 6-K, and incorporated by reference herein is
the Registrant's press release dated May 12, 2003, announcing the Registrant's
first quarter 2003 results.
SIGNATURE
Pursuant to the requirement 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.
SCITEX CORPORATION LTD.
Yahel Shachar
Chief Financial Officer
May 14, 2003
[LOGO OMITTED]
NEWS
FOR IMMEDIATE RELEASE
SCITEX ANNOUNCES FIRST QUARTER 2003 RESULTS
TEL AVIV, ISRAEL - MAY 12, 2003. Scitex Corporation Ltd. (NASDAQ & TASE: SCIX),
a world leader in industrial inkjet digital printing solutions, today announced
its financial results for the first quarter ended March 31, 2003.
Scitex's revenues for the first quarter of 2003 were $62.6 million, an increase
of 3.1% from $60.7 million in the first quarter of 2002. Operating loss was $0.2
million (before amortization of intangibles of $1.7 million), compared to
operating income of $2.2 million in the first quarter of 2002 (before
amortization of intangibles of $0.8 million). Net loss for the quarter was $6.8
million, compared to a net loss of $1.0 million in the corresponding quarter of
2002. This is the first quarter in which Scitex includes the results of the
combined entity of Scitex Vision Ltd. and Aprion Digital Ltd. Accordingly,
Scitex's results were impacted by, among others, the combined entity's
restructuring costs of $1.2 million and $2.5 million of tax expenses, mainly
attributed to a write-off of a deferred tax asset. Scitex's financial results
for 2002 did not include figures for Aprion Digital Ltd. on a consolidated
basis, as Scitex then held only a minority interest in Aprion.
Geographically, Europe contributed 41% of the revenues in the first quarter of
2003, followed by the Americas with 37% of revenues, and the Far East trailed
with 21% of revenues.
Commenting on the results, Mr. Yeoshua Agassi, President and CEO of Scitex,
said: "The continuing slow down of the economy worldwide, especially in the
United States and Japan, combined with the uncertainty preceding and during the
war in Iraq, have contributed, among other things, to a tense market environment
and the lengthening of sales cycles of capital equipment, in the primary markets
in which Scitex, through its subsidiaries, operates."
Mr. Agassi added: "Nevertheless, Scitex Digital Printing continued to show
improvement in several areas. It managed, after a prolonged process, to improve
its gross profits and was recently selected by French social security system to
supply high-speed business color printing systems. SDP met its earnings targets
for the first quarter and improved its cash flow. The main challenges for SDP in
the next quarters are to expand its customer base and to deepen its penetration
into the Transactional Documents market."
"The combined entity of Scitex Vision and Aprion Digital has been focusing on
completing the integration of the operations of these two entities. While it was
able to maintain the planned level of sales in the graphic arts market, it did
not meet the forecasted sales for the packaging market in the quarter.
Accordingly, in addition to maintaining its leadership position in the graphic
arts market, Scitex Vision is faced with several challenges for the next several
quarters, such as completing the integration of the combined entities,
increasing sales to the packaging market and improving its cash flow." Concluded
Mr. Agassi.
SCITEX'S SUBSIDIARIES
Scitex Digital Printing, Inc. (SDP)
Revenues of Scitex Digital Printing, our wholly owned subsidiary based in
Dayton, Ohio, for the first quarter of 2003 were $39.6 million, almost unchanged
from $39.5 million in the first quarter of 2002 and a decrease of 12% from $44.8
million in the fourth quarter of 2002. Operating income was $3.0 million (7.6%
of revenues), compared to $2.8 million in the first quarter of 2002 and $1.3
million in the fourth quarter of 2002 (figures are before amortization of
intangibles).
As previously announced, Caisse Nationale d'Assurance Maladie des Travailleurs
Salaries (CNAMTS), the health branch of the French social security system, has
recently selected SDP to supply high-speed digital printing systems. This was
their second selection of SDP since 1998, and has the potential to generate $30
million in equipment and service revenue over a 5-year period.
Also during the first quarter, Siemens Dematic, a manufacturer and distributor
of sorting equipment systems, announced its award to SDP for a mailing
application using SDP's Dijit 5120 printer for addressing and labelling.
Installations that would cover 54 sites throughout 2003 are expected to begin in
June.
SDP continues its activities in the marketing of the value of color in
transactional documents - which it believes will be an important foundation for
sales in this segment in the coming quarters.
Scitex Vision Ltd. (the combined entity of Scitex Vision Ltd. and Aprion Digital
Ltd., which currently holds the name of Aprion Digital Ltd., but it is in the
process of adopting the name Scitex Vision Ltd.)
On January 1, 2003, Aprion Digital Ltd. acquired from Scitex all of the
outstanding share capital of Scitex Vision Ltd. in exchange for shares in
Aprion. Following the consummation of the transaction, Scitex holds
approximately 75% of the combined entity's outstanding share capital. The
financial results for the period ended March 31, 2003 are the first in which the
transaction and the financial results of the combined entity are included. The
first quarter of 2003 was marked by the integration of Scitex Vision's
operations with those of Aprion Digital. During the quarter, most of Scitex
Vision's activities were combined and aligned, including distribution and
customer support, manufacturing and logistics, research and development and
administrative functions. The new entity's headquarters have relocated to a
modern 8,000 square meter facility in Netanya, housing all of its Israeli based
activities.
In light of the acquisition of Scitex Vision by Aprion, of a certain reduction
in the line of credit available to Scitex Vision, and Scitex Vision's cash
needs, the Board of Directors of Scitex Vision has approved a rights offering of
between $6 million and $10 million. Scitex and two other principal shareholders
of Scitex Vision have expressed their agreement in principle to participate in
the proposed rights offering.
2
Revenues of Scitex Vision for the first quarter of 2003 were $23 million, an
increase of 8.9% from $21.2 million in the corresponding quarter of 2002 and an
increase of 10% from $20.9 million in the fourth quarter of 2002 (Aprion
Digital, which had no revenues in the first quarter of 2002, recognized revenues
of $2.1 million in the fourth quarter of 2002). Operating loss was $2.4 million,
compared to operating income of $0.2 million in the first quarter of 2002 and
operating loss of $0.3 million in the fourth quarter of 2002 (figures are before
amortization of intangibles). As noted above, Scitex Vision's 2003 figures
comprise the combined entity of Scitex Vision and Aprion Digital. Accordingly,
Scitex Vision's results were impacted this quarter by, among other things, the
combined entity's restructuring costs of $1.2 million and $2.5 million of tax
expenses, mainly due to a write-off of a deferred tax asset (as it is not
expected, after the transaction, to utilize it in the foreseeable future).
Scitex Vision's 2002 figures did not include Aprion Digital's figures (the
operating expenses of Aprion Digital in the first quarter of 2002 were $4.6
million).
During the quarter, Scitex Vision renamed its Shaldag SP Industrial Digital
Press for corrugated packaging as Scitex Vision Corejet. Twelve of such systems
are now installed and operating at key packaging customer sites. Scitex Vision
views the Packaging market as a growth opportunity for the future.
Recently, Scitex Vision received assessments from the Israeli Tax Authorities
("ITA") relating to certain matters in the years 1995-2000 of approximately NIS
30 million, including interest and index adjustment (currently, represents
approximately US$ 6.7 million). Scitex Vision appealed to the District Court in
Tel Aviv against the ITA tax assessments, but the outcome of the appeal cannot
be predicted at this time. Scitex Vision believes that its applicable reserves
as at the end of the first quarter are sufficient.
MAJOR INVESTMENT
Creo Inc.
For its second quarter of 2003 (ended March 31, 2003), Creo reported revenues of
$141.5 million compared to revenues of $130 million in the second quarter of
2002 and $142.8 in the previous quarter. Creo's net loss under US GAAP for the
quarter was $1.2 million. With effect from December 1, 2002, Scitex accounts for
the Creo investment as "available for sale" and the changes in its share price
value are recorded to shareholders' equity. Gain or loss from this investment
will only be recognized in the event of a sale of its Creo shares or in the
event of impairment that is not of a temporary nature. Accordingly, the change
for the quarter in Scitex's investment in Creo was a decrease of $15.6 million
recorded to shareholders' equity due to the decrease in the market price of
Creo's shares at quarter-end to $5.68 per share, compared with $8.17 at the end
of the previous quarter (the last reported closing market price of Creo's share
on NASDAQ was $6.20). Scitex holds 12.7% in Creo's outstanding share capital.
3
EXPLANATORY NOTE TO FINANCIAL STATEMENTS
This quarter is the first one in which Scitex consolidates in its financial
statements a majorityowned company - the combined Aprion Digital/Scitex Vision
entity, in which it holds approximately 75% (compared to incorporating Scitex
Vision's results as a wholly-owned subsidiary). As a result, all assets and
liabilities of the combined entity are included in Scitex's balance sheet, with
a deduction of the relative minority interest in the combined entity's equity.
Similarly, Scitex fully consolidates the combined entity's Statement of Income,
with a deduction of the relative minority interest in the combined entity's
Statement of Income.
CONFERENCE CALL
Scitex will be holding a conference call to discuss its first quarter 2003
results on Tuesday, May 13, 2003 at 10:00 a.m. EST (7:00 a.m. Pacific time, 3:00
p.m. GMT, 5:00 p.m. Israel time). Investors will have the opportunity to listen
to a live simultaneous Webcast of the analyst conference call in connection with
Scitex's first quarter 2003. All interested parties will have the opportunity to
listen to a live simultaneous Webcast of the conference call by connecting
online through www.scitex.com.
A replay of the conference call will be available during the seven days
following the conference call (until midnight May 20, 2003) at the following
numbers:
US: 1 800 475-6701
Intl: 1 320 365-3844
Access code: 683709
ABOUT SCITEX CORPORATION LTD.
Scitex Corporation Ltd. is a world leader in industrial inkjet digital printing
solutions. Through its subsidiaries and strategic investments, Scitex
strengthens its market position in this specialized sector. Scitex shares trade
on NASDAQ and The Tel Aviv Stock Exchange under the symbol "SCIX". For more
information, please visit our Web site at www.scitex.com.
EXCEPT FOR THE HISTORICAL INFORMATION HEREIN, THE MATTERS DISCUSSED IN THIS NEWS
RELEASE INCLUDE FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE "SAFE
HARBOR" PROVISIONS OF THE U.S. PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.
FORWARD-LOOKING STATEMENTS THAT ARE BASED ON VARIOUS ASSUMPTIONS (SOME OF WHICH
ARE BEYOND THE COMPANY'S CONTROL) MAY BE IDENTIFIED BY THE USE OF
FORWARD-LOOKING TERMINOLOGY, SUCH AS "MAY", "CAN BE", "WILL", "EXPECTS",
"ANTICIPATES", "INTENDS", "BELIEVES", "PROJECTS", "POTENTIAL", "ARE OPTIMISTIC",
"VIEW" AND SIMILAR WORDS AND PHRASES. ACTUAL RESULTS COULD DIFFER MATERIALLY
FROM THOSE SET FORTH IN FORWARD-LOOKING STATEMENTS DUE TO A VARIETY OF FACTORS,
INCLUDING, BUT NOT LIMITED TO, (1) RISKS IN PRODUCT AND TECHNOLOGY DEVELOPMENT,
(2) MARKET ACCEPTANCE OF NEW PRODUCTS AND CONTINUING PRODUCT DEMAND, (3) THE
IMPACT OF COMPETITIVE PRODUCTS AND PRICING, (4) CHANGES IN DOMESTIC AND FOREIGN
ECONOMIC AND MARKET CONDITIONS, (5) TIMELY DEVELOPMENT AND RELEASE OF NEW
PRODUCTS BY STRATEGIC SUPPLIERS, (6) THE IMPACT OF THE COMPANY'S ACCOUNTING
POLICIES, (7) RISKS RELATING TO THE INTEGRATION OF NEW BUSINESSES, AND (8) THE
OTHER RISK FACTORS DETAILED IN THE COMPANY'S MOST RECENT ANNUAL REPORT AND OTHER
FILINGS WITH THE US SECURITIES AND EXCHANGE COMMISSION. EXCEPT AS MAY BE
REQUIRED BY LAW, THE COMPANY DOES NOT UNDERTAKE,
4
AND SPECIFICALLY DISCLAIMS, ANY OBLIGATION TO PUBLICLY RELEASE THE RESULTS OF
ANY REVISIONS WHICH MAY BE MADE TO ANY FORWARD-LOOKING STATEMENTS TO REFLECT THE
OCCURRENCE OF ANTICIPATED OR UNANTICIPATED EVENTS OR CIRCUMSTANCES AFTER THE
DATE OF SUCH FORWARD-LOOKING STATEMENTS.
SCITEX AND THE SCITEX LOGO ARE REGISTERED TRADEMARKS AND SERVICE MARKS OF SCITEX
CORPORATION LTD. SCITEX VISION, APRION, SHALDAG AND COREJET ARE TRADEMARKS OF
SCITEX VISION LTD. OR APRION DIGITAL LTD. DIJIT IS A REGISTERED TRADEMARK OF
SCITEX DIGITAL PRINTING, INC.
CONTACTS
SCITEX CORPORATION LTD.
Yahel Shachar Dalit Yehuda
Chief Financial Officer Corporate Assistant
Tel: +972 3 607 5755 Tel: +972 3 607 5755
Fax: +972 3 607 5756 Fax: +972 3 607 5756
E-mail: yahel.shachar@scitex.com E-mail: dalit.yehuda@cii.co.il
5
SCITEX CORPORATION LTD. (AN ISRAELI CORPORATION) AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(U.S. DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
QUARTER ENDED MARCH 31
2003 2002*
(UNAUDITED) (UNAUDITED)
--------------------------------------------------------------------------------
REVENUES
Sales $ 35,337 $ 35,676
Service and supplies 27,288 25,023
---------- ----------
TOTAL REVENUES 62,625 60,699
---------- ----------
COST OF REVENUES
Cost of sales 17,661 19,441
Cost of service and supplies 18,891 17,963
---------- ----------
TOTAL COST OF REVENUES 36,552 37,404
---------- ----------
GROSS PROFIT 26,073 23,295
EXPENSES
Sales and marketing 11,906 10,145
General & administrative 6,957 5,281
Research and development, net 7,407 5,715
Amortization of intangibles 1,698 783
---------- ----------
OPERATING INCOME (LOSS) (1,895) 1,371
Financial income (expense) - net (774) (252)
Other income (expense) - net (840) (489)
---------- ----------
INCOME (LOSS) BEFORE TAXES ON INCOME (3,509) 630
Taxes on income 4,081 644
---------- ----------
(7,590) (14)
Share in losses of equity investments (1,370) (1,003)
Minority interest in losses of
consolidated subsidiary 2,208
---------- ----------
NET LOSS ($ 6,752) ($ 1,017)
========== ==========
LOSS PER SHARE - BASIC AND DILUTED: ($ 0.16) ($ 0.02)
========== ==========
WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING (IN THOUSANDS) BASIC
AND DILUTED: 43,018 43,018
========== ==========
* Actual 2002 figures. Aprion is consolidated commencing January 1, 2003.
CONSOLIDATED BALANCE SHEETS
(U.S. DOLLARS IN THOUSANDS)
MARCH 31 December 31
2003 2002*
(UNAUDITED) (Audited)
------------ ------------
ASSETS
Current assets:
Cash and cash equivalents $ 33,307 $ 30,969
Short-term investments 1,572 2,561
Restricted deposits 19,000 20,203
----------- -----------
Total cash and short-term investments 53,879 53,733
Trade receivables - net 92,910 95,054
Other receivables 10,310 9,900
Inventories 57,881 51,561
Deferred income taxes 16,958 20,974
----------- -----------
231,938 231,222
Investments and other non-current assets 49,126 67,012
Property and equipment - net 40,031 36,857
Goodwill and other intangible assets - net 50,155 34,465
----------- -----------
$ 371,250 $ 369,556
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Short term debt and current maturities $ 37,922 $ 37,184
Creo note 18,760 18,523
Trade payables 26,453 22,200
Accrued and other liabilities 60,773 57,011
----------- -----------
143,908 134,918
----------- -----------
Long-term liabilities:
Loans from banks 7,781 5,493
Deferred income taxes 1,838 5,033
Liability for employees 4,157 2,933
Convertible loan 5,678
----------- -----------
19,454 13,459
Minority interest 5,390
-----------
Shareholders' equity:
Share capital 6,205 6,205
Capital surplus 368,104 364,619
Accumulated other comprehensive income (loss) (14,613) 801
Retained earnings (accumulated deficit) (152,991) (146,239)
Treasury stock at cost (4,207) (4,207)
----------- -----------
202,498 221,179
----------- -----------
$ 371,250 $ 369,556
=========== ===========
* Actual 2002 figures. Aprion is consolidated commencing January 1, 2003.
SCITEX DIGITAL PRINTING, INC.
US Dollar in Thousands
THREE MONTHS ENDED
MARCH 31
2003 2002
Unaudited Unaudited
REVENUES
Equipment 20,960 22,493
Service and Consumables 18,616 17,042
----------- -----------
TOTAL REVENUES 39,575 39,535
GROSS PROFIT 16,576 14,388
EXPENSES:
S,G&A 9,429 7,551
Research and Development 4,141 4,017
OPERATING INCOME BEFORE
AMORTIZATION OF INTANGIBLES 3,006 2,820
Amortization of Intangibles 77 73
----------- -----------
OPERATING INCOME 2,929 2,747
=========== ===========
SCITEX VISION LTD. (COMBINED WITH APRION DIGITAL LTD.)
US Dollar in Thousands
THREE MONTHS ENDED
MARCH 31
2003 2002*
Unaudited Unaudited
REVENUES
Equipment 14,377 13,183
Service and Consumables 8,673 7,981
----------- -----------
TOTAL REVENUES 23,050 21,164
GROSS PROFIT 9,497 8,906
EXPENSES:
S,G&A 8,661 7,028
Research and Development 3,265 1,670
OPERATING INCOME BEFORE
AMORTIZATION OF INTANGIBLES (2,429) 208
Amortization of Intangibles 1,334 710
----------- -----------
OPERATING (LOSS) INCOME (3,764) (502)
=========== ===========
* Actual results of Scitex Vision Ltd. Aprion is consolidated commencing
January 1, 2003.
INVESTMENTS AT MARCH 31, 2003
US Dollars in Thousands
TOTAL HOLDING AT
INVESTMENT MARCH 31, 2003
COMPANY
Creo Products Inc. 196,915 12.7%
Scitex Vision Ltd. 18,238 75.5%
Jemtex Ink Jet Ltd. 7,800 49.8%
Objet Geometries Ltd. 8,667 23.0%
RealTimeImage Ltd. 5,300 14.9%
InfoBit Ltd. 1,000 21.3%
XMPie Inc. 500 8.6%
Dor Capital Ventures 2,400