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, 2009
ON
TRACK INNOVATIONS LTD.
(Name of
Registrant)
Z.H.R.
Industrial Zone, P.O. Box 32, Rosh-Pina, Israel, 12000
(Address
of Principal Executive Office)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or 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):
Yes
o
No
x
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):
Yes
o
No
x
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):
ON TRACK INNOVATIONS
LTD.
6-K ITEM
This
report on Form 6-K is incorporated by reference into On Track Innovations Ltd.’s
Registration Statement on Form F-3 (Registration No. 333-111770), initially
filed with the Securities and Exchange Commission (the “Commission”) on January
8, 2004, its Registration Statement on Form F-3 (Registration No. 333-115953),
filed with the Commission on May 27, 2004, its Registration Statement on Form
F-3 (Registration No. 333-121316), filed with the Commission on December 16,
2004, its Registration Statement on Form F-3 (Registration No. 333-127615),
initially filed with the Commission on August 17, 2005, its Registration
Statement on Form S-8 (Registration No. 333-128106), filed with the Commission
on September 6, 2005, its Registration Statement on Form F-3 (Registration No.
333-130324), filed with the Commission on December 14, 2005, its Registration
Statement on Form F-3 (Registration No. 333-135742), filed with the Commission
on July 13, 2006, its Registration Statement on Form S-8 (Registration No.
333-140786) filed with the Commission on February 20, 2007, its Registration
Statement on Form F-3 (Registration No. 333-142320), filed with the Commission
on April 24, 2007, its Registration Statement on Form S-8 (Registration No.
333-149034) filed with the Commission on February 4, 2008, its Registration
Statement on Form S-8 (Registration No. 333-149575), filed with the Commission
on March 6, 2008 and its Registration Statement on Form F-3 (Registration No.
333-153667), filed with the Commission on September 25, 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.
|
ON TRACK INNOVATIONS LTD.
(Registrant)
By /s/ Oded Bashan
Oded
Bashan
Chief
Executive Officer and Chairman
|
Date:
November 30, 2009
OTI
Reports Nine Months 2009 Financial Results
·
Revenues
of $26.3 million
·
Gross
margin increased to 44%
Iselin, NJ – November 30, 2009
–
On Track Innovations Ltd.
(OTI) (NASDAQ: OTIV), a
global leader in contactless microprocessor-based smart card solutions for
homeland security, payments, petroleum payments and other applications, today
announced its consolidated financial results for the nine months ended September
30, 2009. Following are various financial measures that compare the first nine
months of 2009 to the first nine months of 2008.
|
·
|
Total
revenues were $26.3 million, a 16% decrease from last
year.
|
|
·
|
Gross
margin increased to 44% vs. 39% last
year.
|
|
·
|
Non-GAAP
operating expenses were $21.1 million, a 6% decrease compared to $22.5
million last year. GAAP operating expenses were $24.7 million, a 13%
decrease compared to $28.6 million last
year.
|
|
·
|
Non-GAAP
operating loss was $9.6 million, a 7% decrease compared to $10.4 million
last year. GAAP operating loss was $13.3 million, a 20% decrease compared
to $16.5 million last year.
|
|
·
|
Non-GAAP
net loss was $10.4 million, a 7% decrease compared to $11.2 million last
year. GAAP net loss was $14.1 million, a 19% decrease compared to $17.4
million last year.
|
|
·
|
Cash
and cash equivalents were $18.4
million.
|
Oded
Bashan, Chairman and Chief Executive Officer of OTI, said: “the first nine
months results demonstrate OTI’s strategy which focuses on improving margins,
reduction in operating expenses, specifically in R&D and G&A, and
continuous focus on marketing efforts -- all resulting in further decrease of
the operating and net loss.”
Mr.
Bashan continued: “The recent sale of the assets of MCT is in line with our
focus to offer end-to-end solutions which ultimately yield high margin product
sale and recurring revenues. The sale will reduce OTI’s operating expenses and
improve our cash flow position.”
“In the
last weeks some of the achievements and the efforts that the company is putting
in order to bring OTI to an operating breakeven have become evident” said Mr.
Bashan. “We expect Q4 2009 to be cash flow positive. We are building a strong
and solid pipeline of projects. We are introducing new products in existing
markets that will contribute to OTI’s growth and profitability and we took
measures that we expect will reduce significantly our operating expenses level.
All with a view of bringing OTI to profitability in 2010.”
Conference
call and Webcast Information
The
Company has scheduled a conference call and simultaneous Web cast for November
30, 2009, at 9:30 AM ET to discuss operating results and future outlook. To
participate, call:
1-866-860-9642
(U.S. toll free), 1-800-270-345 (Israel toll free). To listen to the Web cast,
use the following link:
http://www.otiglobal.com/content.aspx?id=226
For those
unable to participate, the teleconference will be available for replay until
midnight December 7
th
, by
calling
U.S.: 1-888-326-9310
on the web at:
http://www.otiglobal.com/content.aspx?id=226
Use
of Non-GAAP Financial Information
In
addition to reporting financial results in accordance with generally accepted
accounting principles, or GAAP, OTI uses non-GAAP measures of gross profit, net
income and earnings per share, which are adjustments from results based on GAAP
to exclude non-cash equity-based compensation charges in accordance with SFAS
123(R) and EITF 96-18, and amortization of intangible assets. OTI management
believes the non-GAAP financial information provided in this release provides
meaningful supplemental information regarding our performance and enhances the
understanding of the Company’s on-going economic performance. 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
the business and as such deemed it important to provide all this information to
investors. Reconciliations between GAAP measures and non-GAAP are provided later
in this press release.
About
OTI
Established
in 1990, OTI (NASDAQ GM: OTIV) designs, develops and markets secure contactless
microprocessor-based smart card technology to address the needs of a wide
variety of markets. Applications developed by OTI include product solutions for
petroleum payment systems, homeland security solutions, electronic passports and
IDs, payments, mass transit ticketing, parking and loyalty programs. OTI has a
global network of regional offices to market and support its products. The
company was awarded the Frost & Sullivan 2005 and 2006 Company of the Year
Award in the field of smart cards.
For more
information on OTI, visit www.otiglobal.com, the content of which is not part of
this press release.
OTI
Contact:
|
Investor
Relations:
|
Galit
Mendelson
|
Miri
Segal
|
Vice
President of Corporate Relations
|
MS-IR
LLC
|
201
944 5200 ext. 111
|
917-607-8654
|
galit@otiglobal.com
|
msegal@ms-ir.com
|
# #
#
(TABLES
TO FOLLOW)
Safe
Harbor for Forward-Looking Statements:
This
press release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 and other Federal securities
laws. Whenever we use words such as “believe,” “expect,”
“anticipate,” “intend,” “plan,” “estimate” or similar expressions, we are making
forward-looking statements. Because such statements deal with future
events and are based on OTI’s current expectations, they are subject to various
risks and uncertainties and actual results, performance or achievements of OTI
could differ materially from those described in or implied by the statements in
this press release. Forward-looking statements include statements
regarding our goals, beliefs, future growth strategies, objectives, plans or
current expectations. For example, when we say that the first nine months
results demonstrate OTI’s strategy which focuses on improving margins, reduction
in operating expenses, specifically in R&D and G&A, and continuous focus
on marketing efforts - all resulting in further decrease of the operating and
net loss, or when we say that the recent sale of the assets of MCT is in line
with our focus to offer end-to-end solutions which ultimately yield high margin
product sale and recurring revenues, or when we say that the sale will reduce
OTI’s operating expenses and improve our cash flow position, or when we say that
in the last weeks some of the achievements and the efforts that the company is
putting in order to bring OTI to an operating breakeven has become evident, or
when we say that we believe that we are on the right track to bring OTI to
profitability next year and that we expect Q4 2009 to be cash flow
positive, or when we say that we are building a strong and solid pipeline of
projects and that we are introducing new products in existing markets that will
contribute to OTI’s growth and profitability and that we continue to monitor and
control our operating expenses level, all with a view of bringing OTI to
profitability in 2010, we are using forward looking statements. Forward-looking
statements could be impacted by the effects of the protracted evaluation and
validation periods in the U.S. and other markets for contactless payment cards
,market acceptance of new and existing products and our ability to execute
production on orders, as well as the other risks and uncertainties, including
those discussed in the “Risk Factors” section and elsewhere in our Annual Report
on Form 20-F for the year ended December 31, 2008 and in subsequent filings with
the Securities and Exchange Commission. Although we believe
that the expectations reflected in such forward-looking statements are based on
reasonable assumptions, we can give no assurance that our expectations will be
achieved. Except as otherwise required by law, OTI disclaims any
intention or obligation to update or revise any forward-looking statements,
which speak only as of the date hereof, whether as a result of new information,
future events or circumstances or otherwise.
ON TRACK
INNOVATIONS LTD.
CONDENSED
CONSOLIDATED STATEMENT OF OPERATIONS
(In
thousands, except share and per share data)
|
|
Nine
months ended September 30
|
|
|
Three
months ended September 30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales
|
|
$
|
24,421
|
|
|
$
|
29,265
|
|
|
$
|
8,734
|
|
|
$
|
10,317
|
|
Licensing
and transaction fees
|
|
|
1,874
|
|
|
|
1,884
|
|
|
|
674
|
|
|
|
546
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
revenues
|
|
|
26,295
|
|
|
|
31,149
|
|
|
|
9,408
|
|
|
|
10,863
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
of revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
of sales
|
|
|
14,846
|
|
|
|
19,093
|
|
|
|
5,649
|
|
|
|
6,052
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
cost of revenues
|
|
|
14,846
|
|
|
|
19,093
|
|
|
|
5,649
|
|
|
|
6,052
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
profit
|
|
|
11,449
|
|
|
|
12,056
|
|
|
|
3,759
|
|
|
|
4,811
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research
and development
|
|
|
6,699
|
|
|
|
8,909
|
|
|
|
2,146
|
|
|
|
3,008
|
|
Selling
and marketing
|
|
|
8,930
|
|
|
|
8,086
|
|
|
|
2,748
|
|
|
|
2,911
|
|
General
and administrative
|
|
|
8,351
|
|
|
|
10,559
|
|
|
|
3,349
|
|
|
|
3,210
|
|
Amortization
of intangible assets
|
|
|
766
|
|
|
|
1,025
|
|
|
|
251
|
|
|
|
367
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
operating expenses
|
|
|
24,746
|
|
|
|
28,579
|
|
|
|
8,494
|
|
|
|
9,496
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
loss
|
|
|
(13,297
|
)
|
|
|
(16,523
|
)
|
|
|
(4,735
|
)
|
|
|
(4,685
|
)
|
Financial
expense, net
|
|
|
(763
|
)
|
|
|
(667
|
)
|
|
|
(385
|
)
|
|
|
(101
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss
before taxes on income
|
|
|
(14,060
|
)
|
|
|
(17,190
|
)
|
|
|
(5,120
|
)
|
|
|
(4,786
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxes
on income
|
|
|
(35
|
)
|
|
|
177
|
|
|
|
(77
|
)
|
|
|
55
|
|
Equity
in loss of affiliate
|
|
|
-
|
|
|
|
(342
|
)
|
|
|
-
|
|
|
|
(92
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss
|
|
|
(14,095
|
)
|
|
|
(17,355
|
)
|
|
|
(5,197
|
)
|
|
|
(4,823
|
)
|
Net
loss (income) attributable to noncontrolling interest
|
|
|
133
|
|
|
|
-
|
|
|
|
(8
|
)
|
|
|
-
|
|
Net
loss attributable to shareholders
|
|
|
(13,962
|
)
|
|
|
(17,355
|
)
|
|
|
(5,205
|
)
|
|
|
(4,823
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
and diluted net loss attributable to shareholders per ordinary
share
|
|
$
|
(0.63
|
)
|
|
$
|
(0.86
|
)
|
|
$
|
(0.23
|
)
|
|
$
|
(0.23
|
)
|
Weighted
average number of ordinary
shares used in computing
basic
and diluted net loss per ordinary share
|
|
|
22,331,068
|
|
|
|
20,091,808
|
|
|
|
22,939,063
|
|
|
|
20,857,776
|
|
ON TRACK
INNOVATIONS LTD.
RECONCILIATION
BETWEEN GAAP TO NON-GAAP
UNADITED
STATEMENT OF OPERATIONS
(In
thousands, except share and per share data)
|
|
GAAP
|
|
|
Nine
months ended
September
30, 2009
Adjustments
|
|
|
Non-GAAP
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
Sales
|
|
$
|
24,421
|
|
|
|
-
|
|
|
$
|
24,421
|
|
Licensing
and transaction fees
|
|
|
1,874
|
|
|
|
-
|
|
|
|
1,874
|
|
Total
revenues
|
|
|
26,295
|
|
|
|
|
|
|
|
26,295
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
of Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
of sales
|
|
|
14,846
|
|
|
|
(39
|
)
(a)
|
|
|
14,807
|
|
Total
cost of revenues
|
|
|
14,846
|
|
|
|
(39
|
)
|
|
|
14,807
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
profit
|
|
|
11,449
|
|
|
|
39
|
|
|
|
11,488
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Research
and development
|
|
|
6,699
|
|
|
|
(1,570
|
)
(a)
|
|
|
5,129
|
|
Selling
and marketing
|
|
|
8,930
|
|
|
|
(546
|
)
(a)
|
|
|
8,384
|
|
General
and administrative
|
|
|
8,351
|
|
|
|
(731
|
)
(a)
|
|
|
7,620
|
|
Amortization
of intangible assets
|
|
|
766
|
|
|
|
(766
|
)
(b)
|
|
|
-
|
|
Total
operating expenses
|
|
|
24,746
|
|
|
|
(3,613
|
)
|
|
|
21,133
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
loss
|
|
|
(13,297
|
)
|
|
|
3,652
|
|
|
|
(9,645
|
)
|
Financial
expenses, net
|
|
|
(763
|
)
|
|
|
-
|
|
|
|
(763
|
)
|
Loss
before taxes on income
|
|
|
(14,060
|
)
|
|
|
3,652
|
|
|
|
(10,408
|
)
|
Taxes
on income
|
|
|
(35
|
)
|
|
|
-
|
|
|
|
(35
|
)
|
Net
loss
|
|
$
|
(14,095
|
)
|
|
$
|
3,652
|
|
|
$
|
(10,443
|
)
|
Net
loss attributable to noncontrolling interest
|
|
|
133
|
|
|
|
-
|
|
|
|
133
|
|
Net
loss attributable to shareholders
|
|
$
|
(13,962
|
)
|
|
$
|
3,652
|
|
|
$
|
(10,310
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
and diluted net loss attributable to shareholders per ordinary
share
|
|
$
|
(0.63
|
)
|
|
$
|
0.17
|
|
|
$
|
(0.46
|
)
|
Weighted
average number of ordinary
shares used in computing basic
and
diluted net loss per ordinary share
|
|
|
22,331,068
|
|
|
|
|
|
|
|
22,331,068
|
|
|
(a)
|
The
effect of stock-based compensation in accordance with SFAS 123(R) and EITF
96-18.
|
|
(b)
|
The
effect of amortization of intangible assets
.
|
ON TRACK
INNOVATIONS LTD.
RECONCILIATION
BETWEEN GAAP TO NON-GAAP
UNAUDITED
STATEMENT OF OPERATIONS
(In
thousands, except share and per share data)
|
|
GAAP
|
|
|
Three
months ended
September
30, 2009
Adjustments
|
|
|
Non-GAAP
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
Sales
|
|
$
|
8,734
|
|
|
|
-
|
|
|
$
|
8,734
|
|
Licensing
and transaction fees
|
|
|
674
|
|
|
|
-
|
|
|
|
674
|
|
Total
revenues
|
|
|
9,408
|
|
|
|
|
|
|
|
9,408
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
of Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
of sales
|
|
|
5,649
|
|
|
|
(11
|
)
(a)
|
|
|
5,638
|
|
Total
cost of revenues
|
|
|
5,649
|
|
|
|
(11
|
)
|
|
|
5,638
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
profit
|
|
|
3,759
|
|
|
|
11
|
|
|
|
3,770
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Research
and development
|
|
|
2,146
|
|
|
|
(429
|
)
(a)
|
|
|
1,717
|
|
Selling
and marketing
|
|
|
2,748
|
|
|
|
(195
|
)
(a)
|
|
|
2,553
|
|
General
and administrative
|
|
|
3,349
|
|
|
|
(263
|
)
(a)
|
|
|
3,086
|
|
Amortization
of intangible assets
|
|
|
251
|
|
|
|
(251
|
)
(b)
|
|
|
-
|
|
Total
operating expenses
|
|
|
8,494
|
|
|
|
(1,138
|
)
|
|
|
7,356
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
loss
|
|
|
(4,735
|
)
|
|
|
1,149
|
|
|
|
(3,586
|
)
|
Financial
expenses, net
|
|
|
(385
|
)
|
|
|
-
|
|
|
|
(385
|
)
|
Loss
before taxes on income
|
|
|
(5,120
|
)
|
|
|
1,149
|
|
|
|
(3,971
|
)
|
Taxes
on income
|
|
|
(77
|
)
|
|
|
-
|
|
|
|
(77
|
)
|
Net
loss
|
|
$
|
(5,197
|
)
|
|
$
|
1,149
|
|
|
$
|
(4,048
|
)
|
Net
Income attributable to noncontrolling interest
|
|
|
(8
|
)
|
|
|
-
|
|
|
|
(8
|
)
|
Net
loss attributable to shareholders
|
|
$
|
(5,205
|
)
|
|
$
|
1,149
|
|
|
$
|
(4,056
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
and diluted net loss attributable to shareholders per ordinary
share
|
|
$
|
(0.23
|
)
|
|
$
|
0.05
|
|
|
$
|
(0.18
|
)
|
Weighted
average number of ordinary shares used in computing basic and diluted net
loss per ordinary share
|
|
|
22,939,063
|
|
|
|
|
|
|
|
22,939,063
|
|
|
(a)
|
The
effect of stock-based compensation in accordance with SFAS 123(R) and EITF
96-18.
|
|
(b)
|
The
effect of amortization of intangible assets
.
|
ON TRACK
INNOVATIONS LTD
RECONCILIATION
BETWEEN GAAP TO NON-GAAP
UNAUDITED
STATEMENT OF OPERATIONS
(In
thousands, except share and per share data)
|
|
GAAP
|
|
|
Nine
months ended September 30, 2008
Adjustments
|
|
|
Non-GAAP
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
Sales
|
|
$
|
29,265
|
|
|
|
-
|
|
|
$
|
29,265
|
|
Licensing
and transaction fees
|
|
|
1,884
|
|
|
|
-
|
|
|
|
1,884
|
|
Total
revenues
|
|
|
31,149
|
|
|
|
|
|
|
|
31,149
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
of Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
of sales
|
|
|
19,093
|
|
|
|
(45
|
)
(a)
|
|
|
19,048
|
|
Total
cost of revenues
|
|
|
19,093
|
|
|
|
(45
|
)
|
|
|
19,048
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
profit
|
|
|
12,056
|
|
|
|
45
|
|
|
|
12,101
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Research
and development
|
|
|
8,909
|
|
|
|
(2,368
|
)
(a)
|
|
|
6,541
|
|
Selling
and marketing
|
|
|
8,086
|
|
|
|
(1,064
|
)
(a)
|
|
|
7,022
|
|
General
and administrative
|
|
|
10,559
|
|
|
|
(1,657
|
)
(a)
|
|
|
8,902
|
|
Amortization
of intangible assets
|
|
|
1,025
|
|
|
|
(1,025
|
)
(b)
|
|
|
-
|
|
Total
operating expenses
|
|
|
28,579
|
|
|
|
(6,114
|
)
|
|
|
22,465
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
loss
|
|
|
(16,523
|
)
|
|
|
6,159
|
|
|
|
(10,364
|
)
|
Financial
expenses, net
|
|
|
(667
|
)
|
|
|
-
|
|
|
|
(667
|
)
|
Loss
before taxes on income
|
|
|
(17,190
|
)
|
|
|
6,159
|
|
|
|
(11,031
|
)
|
Taxes
on income
|
|
|
177
|
|
|
|
-
|
|
|
|
177
|
|
Equity
in loss of affiliate
|
|
|
(342
|
)
|
|
|
-
|
|
|
|
(342
|
)
|
Net
loss
|
|
$
|
(17,355
|
)
|
|
$
|
6,159
|
|
|
$
|
(11,196
|
)
|
Net
loss attributable to noncontrolling interest
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Net
loss attributable to shareholders
|
|
$
|
(17,355
|
)
|
|
$
|
6,159
|
|
|
$
|
(11,196
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
and diluted net loss attributable to shareholders per ordinary
share
|
|
$
|
(0.86
|
)
|
|
$
|
0.30
|
|
|
$
|
(0.56
|
)
|
Weighted
average number of ordinary shares used in computing basic and diluted net
loss per ordinary share
|
|
|
20,091,808
|
|
|
|
|
|
|
|
20,091,808
|
|
|
(a)
|
The
effect of stock-based compensation in accordance with SFAS 123(R) and EITF
96-18.
|
|
(b)
|
The
effect of amortization of intangible assets
.
|
ON TRACK
INNOVATIONS LTD
RECONCILIATION
BETWEEN GAAP TO NON-GAAP
UNAUDITED
STATEMENT OF OPERATIONS
(In
thousands, except share and per share data)
|
|
GAAP
|
|
|
Three
months ended September 30, 2008
Adjustments
|
|
|
Non-GAAP
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
Sales
|
|
$
|
10,317
|
|
|
|
-
|
|
|
$
|
10,317
|
|
Licensing
and transaction fees
|
|
|
546
|
|
|
|
-
|
|
|
|
546
|
|
Total
revenues
|
|
|
10,863
|
|
|
|
|
|
|
|
10,863
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
of Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
of sales
|
|
|
6,052
|
|
|
|
(15
|
)
(a)
|
|
|
6,037
|
|
Total
cost of revenues
|
|
|
6,052
|
|
|
|
(15
|
)
|
|
|
6,037
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
profit
|
|
|
4,811
|
|
|
|
15
|
|
|
|
4,826
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Research
and development
|
|
|
3,008
|
|
|
|
(633
|
)
(a)
|
|
|
2,375
|
|
Selling
and marketing
|
|
|
2,911
|
|
|
|
(139
|
)
(a)
|
|
|
2,772
|
|
General
and administrative
|
|
|
3,210
|
|
|
|
(432
|
)
(a)
|
|
|
2,778
|
|
Amortization
of intangible assets
|
|
|
367
|
|
|
|
(367
|
)
(b)
|
|
|
-
|
|
Total
operating expenses
|
|
|
9,496
|
|
|
|
(1,571
|
)
|
|
|
7,925
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
loss
|
|
|
(4,685
|
)
|
|
|
1,586
|
|
|
|
(3,099
|
)
|
Financial
expenses, net
|
|
|
(101
|
)
|
|
|
-
|
|
|
|
(101
|
)
|
Loss
before taxes on income
|
|
|
(4,786
|
)
|
|
|
1,586
|
|
|
|
(3,200
|
)
|
Taxes
on income
|
|
|
55
|
|
|
|
-
|
|
|
|
55
|
|
Equity
in loss of an affiliate
|
|
|
(92
|
)
|
|
|
-
|
|
|
|
(92
|
)
|
Net
loss
|
|
$
|
(4,823
|
)
|
|
$
|
1,586
|
|
|
$
|
(3,237
|
)
|
Net
loss attributable to noncontrolling interest
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Net
loss attributable to shareholders
|
|
$
|
(4,823
|
)
|
|
$
|
1,586
|
|
|
$
|
(3,237
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
and diluted net loss
per
ordinary share
|
|
$
|
(0.23
|
)
|
|
$
|
0.07
|
|
|
$
|
(0.16
|
)
|
Weighted
average number of ordinary shares used in computing basic and diluted net
loss per ordinary share
|
|
|
20,857,776
|
|
|
|
|
|
|
|
20,857,776
|
|
|
(a)
|
The
effect of stock-based compensation in accordance with SFAS 123(R) and EITF
96-18.
|
|
(b)
|
The
effect of amortization of intangible
assets.
|
ON
TRACK INNOVATIONS LTD.
CONDENSED
CONSOLIDATED BALANCE SHEET
(In
thousands, except share and per share data)
|
|
September
30
|
|
|
December
31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current
assets
|
|
|
|
|
|
|
Cash
and cash equivalents
|
|
$
|
18,381
|
|
|
$
|
27,196
|
|
Short-term
investments
|
|
|
-
|
|
|
|
904
|
|
Trade
receivables (net of allowance for doubtful
accounts
of $3,183 and $3,315 as of September 30, 2009
and
December 31, 2008, respectively)
|
|
|
5,892
|
|
|
|
4,567
|
|
Other
receivables and prepaid expenses
|
|
|
3,392
|
|
|
|
2,994
|
|
Inventories
|
|
|
13,041
|
|
|
|
12,343
|
|
|
|
|
|
|
|
|
|
|
Total
current assets
|
|
|
40,706
|
|
|
|
48,004
|
|
|
|
|
|
|
|
|
|
|
Severance
pay deposits fund
|
|
|
1,228
|
|
|
|
1,189
|
|
|
|
|
|
|
|
|
|
|
Investment
in an affiliated company
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Property,
plant and equipment, net
|
|
|
20,082
|
|
|
|
18,613
|
|
|
|
|
|
|
|
|
|
|
Intangible
assets, net
|
|
|
1,747
|
|
|
|
2,503
|
|
|
|
|
|
|
|
|
|
|
Total
Assets
|
|
$
|
63,763
|
|
|
$
|
70,309
|
|
ON TRACK
INNOVATIONS LTD.
CONDENSED
CONSOLIDATED BALANCE SHEET
(In
thousands, except share and per share data)
|
|
September
30
|
|
|
December
31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities
and Shareholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current
Liabilities
|
|
|
|
|
|
|
Short-term
bank credit and current maturities
|
|
|
|
|
|
|
of
long-term bank loans
|
|
$
|
6,247
|
|
|
$
|
4,984
|
|
Trade
payables
|
|
|
8,551
|
|
|
|
8,071
|
|
Other
current liabilities
|
|
|
4,113
|
|
|
|
3,517
|
|
Total
current liabilities
|
|
|
18,911
|
|
|
|
16,572
|
|
|
|
|
|
|
|
|
|
|
Long-Term
Liabilities
|
|
|
|
|
|
|
|
|
Long-term
loans, net of current maturities
|
|
|
2,865
|
|
|
|
1,762
|
|
Accrued
severance pay
|
|
|
3,615
|
|
|
|
3,672
|
|
Deferred
tax liability
|
|
|
140
|
|
|
|
202
|
|
Total
long-term liabilities
|
|
|
6,620
|
|
|
|
5,636
|
|
|
|
|
|
|
|
|
|
|
Total
Liabilities
|
|
|
25,531
|
|
|
|
22,208
|
|
|
|
|
|
|
|
|
|
|
Commitments
and Contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
|
|
Shareholders'
Equity
|
|
|
|
|
|
|
|
|
Ordinary
shares of NIS 0.1 par value: Authorized –
50,000,000 shares as
of September 30, 2009 and
December 31, 2008; issued 23,066,829
and 21,534,788
shares as of September 30, 2009 and December 31,
2008,
respectively; outstanding 23,066,829 and 21,495,409
shares
as of September 30, 2009 and December 31, 2008,
respectively
|
|
|
547
|
|
|
|
508
|
|
Additional
paid-in capital
|
|
|
186,555
|
|
|
|
182,944
|
|
Accumulated
other comprehensive income (loss)
|
|
|
500
|
|
|
|
(325
|
)
|
Accumulated
deficit
|
|
|
(149,403
|
)
|
|
|
(135,441
|
)
|
Shareholder’s
equity
|
|
|
38,199
|
|
|
|
47,686
|
|
Noncontrolling
interest
|
|
|
33
|
|
|
|
415
|
|
|
|
|
|
|
|
|
|
|
Total
Equity
|
|
|
38,232
|
|
|
|
48,101
|
|
|
|
|
|
|
|
|
|
|
Total
Liabilities and Shareholders’ Equity
|
|
$
|
63,763
|
|
|
$
|
70,309
|
|
ON TRACK
INNOVATIONS LTD.
CONDENSED
CONSOLIDATED STATEMENT OF CASH FLOWS
(In
thousands, except share and per share data)
|
|
Nine months ended
September
30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
flows from operating activities
|
|
|
|
|
|
|
Net
loss
|
|
$
|
(14,095
|
)
|
|
$
|
(17,355
|
)
|
Adjustments
required to reconcile net loss to net cash used in
operating
activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based
compensation related to options and shares issued to employees
and
others
|
|
|
2,886
|
|
|
|
5,134
|
|
Equity
in loss of affiliate
|
|
|
-
|
|
|
|
342
|
|
Amortization
of intangible assets
|
|
|
766
|
|
|
|
1,025
|
|
Depreciation
|
|
|
1,955
|
|
|
|
2,578
|
|
Accrued
severance pay, net
|
|
|
(96
|
)
|
|
|
366
|
|
Decrease
in deferred tax liabilities
|
|
|
(62
|
)
|
|
|
(183
|
)
|
Decrease
(increase) in trade receivables
|
|
|
(1,222
|
)
|
|
|
878
|
|
Decrease
(increase) in other receivables and prepaid expenses
|
|
|
(288
|
)
|
|
|
240
|
|
Decrease
(increase) in inventories
|
|
|
(367
|
)
|
|
|
1,127
|
|
Increase
(decrease) in trade payables
|
|
|
232
|
|
|
|
(2,420
|
)
|
Increase
(decrease) in other current liabilities
|
|
|
438
|
|
|
|
(631
|
)
|
Other,
net
|
|
|
(4
|
)
|
|
|
17
|
|
|
|
|
|
|
|
|
|
|
Net
cash used in operating activities
|
|
|
(9,857
|
)
|
|
|
(8,882
|
)
|
|
|
|
|
|
|
|
|
|
Cash
flows from investing activities
|
|
|
|
|
|
|
|
|
Acquisition
of a consolidated subsidiary, net of cash acquired
|
|
|
-
|
|
|
|
(565
|
)
|
Proceeds
from maturity of available -for sale securities and
deposits
|
|
|
1,418
|
|
|
|
24,621
|
|
Purchase
of available-for sale securities
|
|
|
(514
|
)
|
|
|
(28,574
|
)
|
Purchase
of property and equipment
|
|
|
(2,693
|
)
|
|
|
(1,176
|
)
|
Other,
net
|
|
|
19
|
|
|
|
21
|
|
|
|
|
|
|
|
|
|
|
Net
cash used in investing activities
|
|
|
(1,770
|
)
|
|
|
(5,673
|
)
|
|
|
|
|
|
|
|
|
|
Cash
flows from financing activities
|
|
|
|
|
|
|
|
|
Increase
in short-term bank credit, net
|
|
|
1,148
|
|
|
|
333
|
|
Proceeds
from long-term bank loans
|
|
|
1,437
|
|
|
|
-
|
|
Repayment
of long-term bank loans
|
|
|
(388
|
)
|
|
|
(389
|
)
|
Proceeds
from receipt on account of shares and exercise of options
|
|
|
510
|
|
|
|
768
|
|
|
|
|
|
|
|
|
|
|
Net
cash provided by financing activities
|
|
|
2,707
|
|
|
|
712
|
|
|
|
|
|
|
|
|
|
|
Effect
of exchange rate changes on cash
|
|
|
105
|
|
|
|
6
|
|
|
|
|
|
|
|
|
|
|
Decrease
in cash and cash equivalents
|
|
|
(8,815
|
)
|
|
|
(13,837
|
)
|
Cash
and cash equivalents at the beginning of the period
|
|
|
27,196
|
|
|
|
35,470
|
|
|
|
|
|
|
|
|
|
|
Cash
and cash equivalents at the end of the period
|
|
$
|
18,381
|
|
|
$
|
21,633
|
|
13
On Track Innovations (NASDAQ:OTIV)
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From Sep 2024 to Oct 2024
On Track Innovations (NASDAQ:OTIV)
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From Oct 2023 to Oct 2024