Aryt Industries Ltd. - Annual Report.Business Editors TEL-AVIV, Israel--(BUSINESS WIRE)--April 2, 2001 Aryt Industries Ltd. (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :ARYTF), announced its annual report for the year ended December December: see month. 31, 2000. Aryt is a managing holding company, doing business through its three divisions and their companies: the Medical Division, the Defence Division and the Technological Division. The Medical division includes ELSCINTEC SYSTEMS LTD. ("Elscintec") (50%) and SIGMED LTD. ("Sigmed") (21%). The Defence Division includes RESHEF TECHNOLOGIES LTD. ("Reshef") (90%), ARYT SYSTEMS LTD. ("Aryt Systems") (62.9%) AMCORAM LTD. ("Amcoram") (100%) and C.T.S. Ltd., Amcoram's subsidiary ("CTS (1) (Clear To Send) The RS-232 signal sent from the receiving station to the transmitting station that indicates it is ready to accept data. Contrast with RTS. (2) (Common Type System) The data typing used in . ") (51%). The Technological Division includes SENSOTECH LTD. (53%) ("Sensotech") and SENSOTECH AUTOMOTIVE LTD. Sensotech's subsidiary (100%), OFFICECORE.COM (1) (Computer Output Microfilm) Creating microfilm or microfiche from the computer. A COM machine receives print-image output from the computer either online or via tape or disk and creates a film image of each page. LTD. (45%) ("Officecore") and VOICE DIARY LTD. (64%). Aryt operates through its consolidated companies and associated companies associated company associate n → Partnerfirma f associated company n → società collegata . In the year 2000, Aryt made efforts to identify, examine and execute various investments opportunities in order to establish its three divisions. Until today Aryt invested $3.3 million in its Medical Division, $3.5 million in its Defence Division and $3.8 million in its Technological Division. Presently Aryt invests in to promoting the businesses and bettering the value of its divisions as well as examining various companies and activities synergetic synergetic /syn·er·get·ic/ (sin?er-jet´ik) synergic. syn·er·get·ic adj. Synergistic. to its own. In the year 2000 Aryt had a net profit of $24,574 thousand compared with a net loss of $1,866 thousand in 1999 and $3,066 thousand in 1998. The sharp increase in the net profit is ascribed to an extraordinary net profit of $31,427 thousand from the sale of the Company's investment in Telegate Telegate (FWB: TGT) is a communications company based in Martinsried, Germany, providing directory assistance services to callers in Germany, Spain, and Italy. Telegate was founded in August 1996 and began offering services in Germany in December of the same year, initially Ltd. shares ($11,878 thousand is included in "Other Income") and of Terayon Terayon Communication Systems, Inc. is a company that sells equipment to broadband service providers for delivering broadband voice, video and data services to residential and business subscribers. Communication Systems, Inc. shares, received in exchange thereof ($28,210 thousand is included in "Financial Income") less income tax of $8,661 thousand. The net loss in the fourth quarter of 2000 amounted to $2,914 thousand compared with $704 thousand in the same period of 1999. THE DEFENCE DIVISION Reshef is engaged in the development, manufacture and sale of electronic fuzes for the military market, and in the manufacture of laser warning systems and computerised firing ranges for Amcoram. In June June: see month. 2000, Reshef and Kaf Mem Fuzes Engineering (Soltam This article or section may contain original research or unverified claims. Please help Wikipedia by adding references. See the for details. This article has been tagged since September 2007. .), Ltd. ("KM") signed an agreement whereby Reshef acquired all the business activities of KM for $ 300 thousand. The acquisition shall expand Reshef's range of products. In addition Reshef issued to KM's shareholders ("Soltam") Reshef shares for $ 300 thousand, so that following the share issue, Soltam owns 10% of Reshef's outstanding shares. Soltam may increase its shareholdings in Reshef up to 50%, but at any event not more than Aryt's share in Reshef, in case Soltam shall reach certain milestones through its marketing and sales activities for Reshef. Amcoram is engaged in the development and sale of laser warning systems and computerised firing ranges for the military market. The systems are intended for indoor and field training and constitute a complete platform for the training from the individual to a company of infantry infantry, body of soldiers who fight in an army on foot and are equipped with hand-carried weapons, in contradistinction originally to cavalry and other branches of an army. or armoured corps. The systems are characterised by the integration of software and hardware designed to the client's requirements and specifications. All the above mentioned training systems are developed and maintained by Amcoram according to according to prep. 1. As stated or indicated by; on the authority of: according to historians. 2. In keeping with: according to instructions. 3. long term service contracts. In congruence con·gru·ence n. 1. a. Agreement, harmony, conformity, or correspondence. b. An instance of this: "What an extraordinary congruence of genius and era" with Amcoram's policy to expand its product range, in September September: see month. 2000, Amcoram purchased all the business activities and patents of Technology Systems - TECSYS (of N.C.C. Group) Ltd. ("TECSYS") for $1,250 thousand and for the additional consideration of up to $750 thousand payable in the next 5 years, subject to performance. (NIS Niš or Nish (both: nēsh), city (1991 pop. 175,391), SE Serbia, on the Nišava River. An important railway and industrial center, it has industries that manufacture textiles, electronics, spirits, and locomotives. . 65 thousand of which have been paid post balance sheet date). TECSYS is engaged in the development, manufacture and marketing of indoor training simulators for the defence forces based on advanced technology incorporating video and graphic display. The technology is Amcoram's proprietary and protected by a patent. In September 2000, Amcoram invested $80 thousand in C.T.S., Ltd. ("CTS") in consideration of 51% of its outstanding shares. In addition Amcoram has undertaken to invest $300 thousand on completion of the first CTS's marketing activity. In the event that Amcoram chooses not to make the additional investment then its share in CTS will be diluted di·lute tr.v. di·lut·ed, di·lut·ing, di·lutes 1. To make thinner or less concentrated by adding a liquid such as water. 2. To lessen the force, strength, purity, or brilliance of, especially by admixture. to 30%. CTS is engaged in the development of a system utilizing lasers with wireless activation activation /ac·ti·va·tion/ (ak?ti-va´shun) 1. the act or process of rendering active. 2. the transformation of a proenzyme into an active enzyme by the action of a kinase or another enzyme. 3. method. This patent provides a technological platform for various training systems. Aryt Systems Ltd., is a public company traded in the Tel-Aviv Stock exchange. In October October: see month. 2000, Aryt completed it investment in Aryt Systems and acquired 63% of its outstanding shares, Prior to the investment, Aryt Systems sold all its business activities to its previous controlling shareholders for an amount covering Aryt System's debts. Aryt's management expects to complete the sale of Reshef and Amcoram to Aryt System, in exchange for the latter shares, by the second quarter of 2001. THE TECHNOLOGICAL DIVISION Sensotech Ltd., is a private company engaged in the development, manufacture and sale of intelligent, ultrasonic ultrasonic /ul·tra·son·ic/ (-son´ik) beyond the upper limit of perception by the human ear; relating to sound waves having a frequency of more than 20,000 Hz. ul·tra·son·ic adj. 1. security sensors
Sensotech has developed security sensor A device that measures or detects a real-world condition, such as motion, heat or light and converts the condition into an analog or digital representation. An optical sensor detects the intensity or brightness of light, or the intensity of red, green and blue for color systems. intended for the automotive industry The automotive industry is the industry involved in the design, development, manufacture, marketing, and sale of motor vehicles. In 2006, more than 69 million motor vehicles, including cars and commercial vehicles were produced worldwide. ("Accessor"), to the public transportation ("Class") and for elevators ("Sensolift") as well as additional products based on Sensotech unique technology. During the year of 2000, Sensotech launched a new product ("Robosense"), a smart sensor to be applied for robotics robotics, science and technology of general purpose, programmable machine systems. Contrary to the popular fiction image of robots as ambulatory machines of human appearance capable of performing almost any task, most robotic systems are anchored to fixed positions and automatization au·tom·a·ti·za·tion n. Automation. . In August 2000, Sensotech formed its wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. - Sensotech Automotive Ltd., intended to centralize cen·tral·ize v. cen·tral·ized, cen·tral·iz·ing, cen·tral·iz·es v.tr. 1. To draw into or toward a center; consolidate. 2. the Accessor's activity, to spot strategic investors in the car industry, which have unique qualities. Sensotech has reached understandings with several car manufacturers defining qualitative qualitative /qual·i·ta·tive/ (kwahl´i-ta?tiv) pertaining to quality. Cf. quantitative. qualitative pertaining to observations of a categorical nature, e.g. breed, sex. and quantitative objectives. In September 2000, an agreement was signed between Sensotech and a US public transportation manufacturer regarding the sale of manufacturing rights of the Class sensor in North America North America, third largest continent (1990 est. pop. 365,000,000), c.9,400,000 sq mi (24,346,000 sq km), the northern of the two continents of the Western Hemisphere. for a period of 10 years and the receipt of a $1.00 million order for sensors. In addition Sensotech shall be entitled en·ti·tle tr.v. en·ti·tled, en·ti·tling, en·ti·tles 1. To give a name or title to. 2. To furnish with a right or claim to something: to receive royalties from the car manufacturer's sales of its final product. Sensotech expects to commence serial production of certain sensors in the year 2001. Officecore.com, Ltd., is engaged in the development of an internet complete work environment, primarily for small and medium business management, including office applications, customer relations management (CRM (Customer Relationship Management) An integrated information system that is used to plan, schedule and control the presales and postsales activities in an organization. ), e-commerce e-commerce, commerce conducted over the Internet, most often via the World Wide Web. E-commerce can apply to purchases made through the Web or to business-to-business activities such as inventory transfers. website management, inventory management and other models. Under the agreement, Aryt invested $500 thousand for 30% of the outstanding shares of Officecore. Post balance sheet date Aryt has increased its shareholding in Officecore to 45%. The system has been installed with a few application service providers. Presently Officecore does not charge for its services. In order to secure its existence and reduce its dependence on raising additional capital, Officecore now operates as software house for various customers. This should provide a permanent positive cash flow securing its ability to continue developing its products. Voice Diary Ltd., a private company engaged in the development of palm diary, activated activated a state of being more than usually active. In biological systems this is usually brought about by chemical or electrical means. Commonly said of pharmaceutical and chemical products. by voice and intended for users with sight impairment Impairment 1. A reduction in a company's stated capital. 2. The total capital that is less than the par value of the company's capital stock. Notes: 1. This is usually reduced because of poorly estimated losses or gains. 2. . In the second quarter of 2001 the company is expected to supply its distributors approximately 1,000 units (for approximately $140 thousand). The Company made an additional investment in Voice Diary Ltd. and increased its share to 64%. The company's future depends on its ability to obtain additional orders and on developing a new generation of products. THE MEDICAL DEVISION SigMed Ltd., is a private company engaged in the development, marketing and sale of medical robotic systems robotic system An integrated system of devices that automate production and manufacturing of goods and services Surgery An AI-based surgical assistant system, which processes sensory input from haptic interfaces and/or allows surgeons to act with more accuracy than designed for early detection of breast cancer. The flagship product A primary product of a company, which is typically why the company was founded and/or what made it well known. For example, MS-DOS, Windows and the Microsoft Office suite have been flagship products of Microsoft. CorelDRAW is a flagship product of Corel Corporation. of the company is the Robolite, a computerized computerized adapted for analysis, storage and retrieval on a computer. computerized axial tomography see computed tomography. biopsy biopsy (bīäp`sē), examination of cells or tissues removed from a living organism. Excised material may be studied in order to diagnose disease or to confirm findings of normality. system that enables the examining physician to guide the biopsy needle biopsy needle Surgery A thin–'skinny' needle passed percutaneously into an organ, often liver and kidney to obtain tissue for evaluation by light microscopy to the precise location of the suspected tissue with pinpoint accuracy. The system can be installed on all types of mammography mammography, diagnostic procedure that uses low-dose X rays to detect abnormalities in the breasts. The early diagnosis of breast cancer made possible by the routine use of mammography for screening women increases a woman's treatment alternatives and improves her systems. Aryt presently owns 21% of SigMed's outstanding shares. ElscinTec Systems Ltd. is a private company, engaged in the development manufacture and sale of mammography systems worldwide for the detection and diagnostic of breast cancer. ElscinTec's system is a recognized brand name. All ElscinTec's products are FDA FDA abbr. Food and Drug Administration FDA, n.pr See Food and Drug Administration. FDA, n.pr the abbreviation for the Food and Drug Administration. (U.S.) and CE (Europe Europe (y  r`əp), 6th largest continent, c.4,000,000 sq mi (10,360,000 sq km) including adjacent islands (1992 est. pop. 512,000,000). ) approved. Until today 550 ElscinTec's mammography
units were installed worldwide. Aryt presently owns 50% of ElscinTec.
FINANCIAL CONDITION Main Changes in the Company's Consolidated Balance Sheet consolidated balance sheet A balance sheet in which assets and liabilities of a parent company and its controlled subsidiaries are combined, thereby presenting balance sheet items for the parent and its subsidiaries as if they were a single firm. : As of December 31, 2000, Aryt's total balance sheet amounted to $35,274 thousand, compared with $9,330 thousand on December 31, 1999. The increase is mainly attributed to a capital gain resulting from the realization (specification) realization - A UML semantic relationship between a classifier that specifies a contract and another classifier that guarantees to carry it out. [Handout by Mr. David Gillibrand]. of the Company's investment in Telegate Ltd. ("Telegate") and the net profit from its short term investments in marketable securities Marketable Securities Very liquid securities that can be converted into cash quickly at a reasonable price. Notes: Marketable securities are very liquid as they tend to have maturities less than one year, and the rate at which these securities can be bought or sold has . Current Assets Current Assets Appearing on a company's balance sheet, it represents cash, accounts receivable, inventory, marketable securities, prepaid expenses, and other assets that can be converted to cash within one year. As of December 31, 2000, current assets amounted to $27,139 thousand, compared with $7,442 thousand on December 31, 1999. The increase is mainly attributed to the realization of a capital gain resulting from the Company's investments. Long Term Investments and Loans As of December 31, 2000, long term investments and debit balances Debit balance The amount that is owed to a broker by a margin customer for loans the customer uses to buy securities. debit balance The amount owed in a brokerage margin account. amounted to $2,837 thousand. Deferred Charges, Net As of December 31, 2000, net deferred charges amounted to $3,605 thousand, compared with $51 thousand, on December 31, 1999. The increase in net deferred charges is mainly attributed to goodwill associated with the purchase of new companies and their intellectual property. Current Liabilities Current Liabilities Usually appearing on a company's balance sheet, it represents the amount owed for interest, accounts payable, short-term loans, expenses incurred but unpaid, and other debts due within one year. As of December 31, 2000, current liabilities amounted to $5,566 thousand, compared with $7,840 thousand, on December 31, 1999. The decrease is attributed to reduction of short-term Short-term Any investments with a maturity of one year or less. short-term 1. Of or relating to a gain or loss on the value of an asset that has been held less than a specified period of time. loans from banks. Long Term Liabilities As of December 31, 2000, long-term liabilities Long-Term Liabilities Recorded on the balance sheet, a company's liabilities for leases, bond repayments and other items due in more than one year. Notes: A company's long-term liabilities are accounted for by its debt obligations to other parties which last longer than amounted to $5,484 thousand, compared with $2,490 thousand, on December 31, 1999. The increase is attributed to growth in long-term Long-term Three or more years. In the context of accounting, more than 1 year. long-term 1. Of or relating to a gain or loss in the value of a security that has been held over a specific length of time. Compare short-term. loans from banks and long-term liabilities in respect of an acquisition of a company. Shareholders' Equity Shareholders' Equity A firms' total assets minus its total liabilities. Equivalently, it is share capital plus retained earnings minus treasury shares. Shareholders' equity is the amount by which a company is financed through common and preferred shares. As of December 31, 2000, Shareholders' Equity amounted to $24,224 thousand; constituting 69% of the total balance thousand, compared with negative Shareholders' Equity of $1,000 thousand on December 31, 1999. The increase in shareholders' equity is mainly attributed to a capital gain resulting from realization of Aryt's investments. CASH FLOW In the year ended December 31, 2000 there was a negative cash flow from current operations amounted to $1,919 thousand compared with $786 thousand in 1999. The increase in the negative cash flow from current operations is attributed to delay in payments by customers that were deferred to the first quarter of 2001. The cash flow from investment activity was positive and amounted to $3,677 thousand compared with a negative cash flow of $210 thousand in 1999. The large positive cash flow is attributed to the sale of the shares received in exchange of Telegate's shares. RESULTS OF OPERATIONS Sales During the year ended on December 31, 2000, the aggregate sales of the Aryt's group of companies (including the unconsolidated companies) amounted to $8,417 thousand, compared with $7,041 thousand in 1999. The increase in the aggregate sales is attributed to the growth of Reshef's sales and the inclusion for the first time of SigMed, Sensotech, Officecore and Voice Diary. Research and Development Expenses, Net Net R&D expenses in the year ended on December 31, 2000 amounted to $858 thousand compared with $845 thousand in 1999. In the fourth quarter of 2000, total R&D expenses amounted to $436 thousand, compared with $106 thousand in the same period, last year. The sharp increase of the R&D expenses in the last quarter is attributed to a settlement of a Reshef's debt to the Office of Chief Scientist. Selling and Marketing Expenses Selling Expenses in nine months period ended on December 31, 2000, amounted to $359 thousand compared with $426 thousand in the same period last year. The decrease is attributed to the Company's policy of increasing efficiency and reducing selling expenses. In the three month period ended December 31, 2000, selling and marketing expenses amounted to $100 thousand compared with $78 thousand in the same period last year. The increase is mainly the outcome of the marketing efforts in connection with the newly acquired activities in the military market. G&A Expenses G&A expenses in the year ended December 31, 2000, amounted to $2,255 thousand compared with $1,452 thousand in the same period last year. The increase in the G&A expenses is mainly attributed to the implementation of the Company's business plan, associated, inter-alia, with legal expenses and other costs of examining potential investments which have not materialized and other investments' write-off Write-Off A reduction in the value of an asset or earnings by the amount of an expense or loss. Companies are able to write off certain expenses that are required to run the business, or have been incurred in the operation of the business and detract from retained revenues. . In the three month period ended December 31, 2000, G&A expenses amounted to $874 thousand compared with $545 thousand in the same period last year. The increase is mainly the outcome of the above-mentioned A`bove´-men`tioned a. 1. Mentioned or named before; aforesaid; mentioned or named earlier in the same text (in written documents). Adj. 1. reasons. Financial Income / Expenses Net financial income in the year ended December 31, 2000 amounted to $23,411 thousand compared with financial expenses of $322 thousand, last year. The financial income is mainly attributed to the appreciation of the investment in Terayon less losses from investments in marketable securities. Other Income, Expenses Net The Company's other income in the year ended December 31, 2000 amounted to $11,884 thousand compared with $2,234 thousand in 1999 and is attributed to the capital gain on the sale of Telegate. Earning (Loss) Per Share The earning per one ordinary share of NIS. 1.00 par value was $0.57 compared with loss of $0.05 in 1999 and loss of $0.11 in 1998. Data of Affiliated Companies Affiliated Companies A situation that occurs when one company owns a minority interest (less than 50%) in another company. Also refers to companies that are related to each other in some way. Notes: An affiliated company is sometimes referred to as a subsidiary. Aryt's "results from operations" is affected by its affiliated companies' results of operations. GENERAL Sale of Telegate - In January January: see month. 2000, the Company completed the sale of its investment in Telegate to Terayon Communication Systems, Inc. in exchange of shares in Terayon. Upon completion of the sale, Telegate has become a wholly owned subsidiary of Terayon. Following the sale of Telegate, the Company received approximately 220,000 shares in Terayon and $41 thousand in cash. As of today, the Company sold approximately 200,000 of its shares in Terayon for the average price of $198 per share. The Company wrote-off the balance of Terayon shares. As a result of the transaction, the Company recorded a capital gain of $11,946 thousand and a profit on sale of marketable securities of $28,211 thousand. The said profits were included in Net Other Income and Net Financial Income, respectively. [Series 4] Debentures - In February February: see month. 2000, Amcoram exercised its option and purchased all the outstanding [Series 4] debentures (NIS. 5,199,349 ($1,186,649) par value) for $1,463 thousand and in March 2000, converted these debentures to 4,642,275 Ordinary shares of the Company. Employees' Stock Option Plan - In March 2000, the Company approved a stock option plan for its key employees. The plan was consisted of 1,550,000 [Series 9] options to be vested vested adj. referring to having an absolute right or title, when previously the holder of the right or title only had an expectation. Examples: after 20 years of employment Larry Loyal's pension rights are now vested. (See: vest, vested remainder) over a 4-year period, exercisable to 1,550,000 Ordinary shares at $0.33 per share until May 31, 2005. In August 2000, the Company's Board of Directors amended a·mend v. a·mend·ed, a·mend·ing, a·mends v.tr. 1. To change for the better; improve: amended the earlier proposal so as to make it more comprehensive. 2. the plan and allowed the employees to exercise their options. The realized shares were deposited in escrow escrow Instrument, such as a deed, money, or property, that constitutes evidence of obligations between two or more parties and is held by a third party. It is delivered by the third party only upon fulfillment of some condition. and will be released to the employees according to the original vesting Vesting The process by which employees accrue non-forfeitable rights over employer contributions that are made to the employee's qualified retirement plan account. Notes: conditions over a 4 years period. Investment in Voice Diary Ltd. - In January 2000, the Company purchased 13% of the outstanding shares in Voice Diary Ltd. in consideration of a line of credit of $150 thousand to be provided by the Company until the year 2000. In November November: see month. , the Company made an additional investment of $25 thousand, extended the period of its credit line and increased its share in the Voice Diary Ltd. to 64%. Voice Diary Ltd. is engaged in the development of a palm diary activated by voice and intended for users with sight impairment. Sensotech Ltd. - In April 2000, the Company completed its investment in Sensotech Ltd., a company engaged in the development and manufacture of patented ultrasound ultrasound or sonography, in medicine, technique that uses sound waves to study and treat hard-to-reach body areas. In scanning with ultrasound, high-frequency sound waves are transmitted to the area of interest and the returning echoes recorded sensors for cars, trains and elevators industries. According to the agreement, the Company invested $1 million for 25% of Sensotech's outstanding shares. In December 2000 the Company purchased from First Isratech Funds 16.5% of Sensotech's outstanding shares. In February 2001 the Company exercised its option to purchase additional 15% of Sensotech for $1 million, so that the Company now owns 53% of Sensotech's outstanding shares. Officecore.com, Ltd.- In May 2000, the Company completed its investment in Officecore, a company engaged in the development of internet complete work environment, primarily for small and medium business management, including Office applications, Customer Relationships Management (CRM), e-commerce website management, inventory management and other models. Under the agreement, the Company invested $500 thousand for 30% of the outstanding shares in Officecore. In February 2001, the Company, for $300 thousand, exercised its option and increased its share to 45% of the outstanding shares in Officecore. Acquisition of Business Activity and Share Issuance in Reshef to Soltam Systems Ltd. In March 2001, Reshef and Kaf Mem Fuzes Engineering (Soltam), Ltd. ("Soltam") signed an agreement. Pursuant to this agreement Reshef purchased Soltam's electronic fuzes business activity for $300 thousand. Concurrently con·cur·rent adj. 1. Happening at the same time as something else. See Synonyms at contemporary. 2. Operating or acting in conjunction with another. 3. Meeting or tending to meet at the same point; convergent. , Reshef and Soltam System Ltd. ("Soltam System") signed an agreement whereby Reshef issued to Soltam System 10% of Reshef shares following the allotment A portion, share, or division. The proportionate distribution of shares of stock in a corporation. The partition and distribution of land. ALLOTMENT. Distribution by lot; partition. Merl. Rep. h.t. for $300 thousand. Soltam System has obtained an option to increase its share in Reshef up to Aryt's share in Reshef, in consideration of its marketing and sales activities and based on their results. Aryt Systems Ltd. (previously Ram-Zur Industries Ltd.)-. In October 2000, the Company has completed an investment of $1,818,857 in Aryt Systems, an Israeli public company traded in the Tel-Aviv Stock Exchange. Following the completion of the investment, the Company was issued 7,350,000 shares, and purchased 2,688,000 shares from Aryt System's controlling shareholders without any additional consideration and consequently now owns 63% of Aryt System's outstanding shares. Presently the Company is negotiating the sale and transfer of all its defense activities to Aryt System. Acquisition of Business Activities by Amcoram -. In September 2000, Amcoram purchased all the business activities including patents of TECSYS for $1,250 thousand and for additional consideration of up to $750 thousand to be paid over the next 5 years, subject to performance. Post balance sheet date Amcoram paid $65 thousand of the additional consideration. TECHSYS is engaged in the development, manufacture and marketing of indoor training simulation system based on advanced technology incorporating video and graphics display, to simulate simulate - simulation firing and target "hits", for the defence forces. C.T.S., Ltd. - In September 2000, Amcoram invested $80 thousand in CTS in consideration of 51% of its outstanding shares. In addition Amcoram has undertaken to invest $300 thousand on completion of the first CTS's marketing activity. In the event that Amcoram chooses not to exercise its option, its holdings in CTS will be diluted to 30%. CTS is engaged in the development of a system utilizing lasers with wireless activation method. SigMed, Ltd. - In November 2000, the Company invested $750 thousand in SIGMED for 21% of its outstanding shares. Additionally the Company has obtained an option to increase its shareholdings to 35% in consideration of $750 thousand, for 12 months, and to 40% in consideration of additional $500 thousand, for 24 months. SIGMED is engaged in the development, marketing and sale of medical robotic systems designed for early detection of breast cancer Exercise of Options - During the year 2000, Altschuller Sham Ltd. exercised all its 3,150,000 [Series 7] Options for 3,150,000 Ordinary share in the Company. SUBSEQUENT EVENTS Investment in ElscinTec Systems Ltd. - In January 2001, Aryt completed the purchase of 100% of Towton Ltd. for $1,250 thousand, giving Aryt the rights to 50% of ElscinTec Systems Ltd. ("ElscinTec"). In addition Aryt has undertaken to provide in favor ElscinTec collateral collateral (kəlăt`ərəl), something of value given or pledged as security for payment of a loan. Collateral consists usually of financial instruments, such as stocks, bonds, and negotiable paper, rather than physical goods, although of $1,250 thousand for a period of 3 years. ElscinTec is engaged in the development, manufacture and sale of mammography systems for the detection and diagnosis of breast cancer.
AUDITED CONSOLIDATED BALANCE SHEETS
December 31
2000 1999
--------------- --------------
U.S. Dollars
-------------------------------------
(In thousands)
ASSETS
CURRENT ASSETS:
Cash and case equivalents 3,082 1,620
Short term investments 15,395 -
Trade receivables 3,120 1,587
Other accounts receivable 2,968 171
Inventories 2,574 3,364
Investment in investee - 680
--------------- --------------
27,139 7,422
--------------- --------------
LONG-TERM INVESTMENTS AND LOANS:
Long term investment 103 -
Investments in affiliates 2,734 -
--------------- --------------
2,837 -
--------------- --------------
FIXED ASSETS, NET 1,628 1,857
--------------- --------------
MINORITHY DEBT. 65 -
--------------- --------------
DEFERRED CHARGES, NET 3,605 51
--------------- --------------
35,274 9,330
=============== ==============
LIABILITIES
CURRENT LIABILITIES:
Credit from banks and others 1,581 4,359
Trade payables 1,222 820
Other accounts payable and
accrued expenses 2,702 2,364
Customer advances 61 297
--------------- --------------
5,566 7,840
--------------- --------------
LONG-TERM LIABILITIES:
Convertible debentures 1,697 2,122
Credit from bank 2,537 -
Other long-term liabilities 839 -
Accrued severance pay 411 368
--------------- --------------
5,484 2,490
--------------- --------------
SHAREHOLDERS' EQUITY (DEFICIENCY)24,224 (1,000)
--------------- --------------
35,274 9,330
=============== ==============
AUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
Year ended December 31,
-----------------------------------
2000 1999 1998
-----------------------------------
US Dollars (In thousands)
-----------------------------------
Revenues from sales and services 7,681 7,041 6,073
Cost of sales 5,938 5,533 5,065
-----------------------------------
Gross profit 1,743 1,508 1,008
-----------------------------------
Research and development expenses,
net 858 845 779
Selling and marketing expenses 359 426 402
General and administrative expenses 2,255 1,452 1,631
-----------------------------------
3,472 2,723 2,812
-----------------------------------
Operating loss 1,729 1,215 1,804
Financial income (expenses), net 23,411 (322) (503)
Other income (expenses), net 11,884 2,234 (9)
-----------------------------------
Income (loss) before taxes on
income 33,566 697 (2,316)
Taxes on income 8,594 - 27
-----------------------------------
Income (loss) before equity in
losses of affiliate 24,972 697 (2,343)
Equity in losses of affiliate 414 2,563 1,777
Minority interest in losses of
subsidiaries 16 - -
-----------------------------------
Income (loss) from continuing
operations 24,574 (1,866) (4,120)
Income from discontinued operations - - 1,054
-----------------------------------
Income (loss) for the year 24,574 (1,866) (3,066)
===================================
Earnings (loss) per NIS 1 nominal
value of ordinary shares (in
dollars):
Basic earnings (loss) per share:
Earnings form continuing operations $ 0.57 $ (0.05) $ (0.15)
===================================
Earnings (loss) from discontinued
operations
$-,- $-,- $ 0.04
===================================
Earnings (loss) for the year $ 0.57 $ (0.05) $ (0.11)
===================================
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
Three months ended
------------------------------------
2000 1999
------------- -------------
US Dollars (In thousands)
------------------------------------
Revenues from sales and services 2,967 2,666
Cost of sales 2,022 1,848
------------------------------------
Gross profit 945 818
------------------------------------
Research and development
expenses, net 436 106
Selling and marketing expenses 100 78
General and administrative
expenses 874 545
------------------------------------
1,410 729
------------------------------------
Operating income (loss) (465) 89
Financial expenses, net 3,600 23
Other income (expenses), net (972) 1,256
------------------------------------
Income (loss) before taxes on
income (5,037) 1,322
Taxes on income 2,312 -
------------------------------------
Income (loss) before equity in
losses of affiliate (2,725) 1,322
Equity in losses of affiliate 205 618
Minority interest in losses of
subsidiaries 16 -
------------------------------------
Income (loss) from continuing
operations 2,914 704
Income from discontinued
operations - -
------------------------------------
Income (loss) for the year 2,914 704
====================================
This press release may contain forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. concerning our, and our subsidiaries' strategy, marketing and operations plans. These statements involve a number of risks and uncertainties including, but not limited to, risks related to the applicable evolving markets for each product, competition, the ability to manage growth and expansion, economic conditions generally, and of the technology sector in particular, and other risk factors. Actual results may differ materially from those projected due to a number of risks, including changes in customer demands for each product, new product offering from competitors, changes in or inability to execute business strategy or unanticipated development, manufacturing or supply problems. Aryt cannot guarantee future results, levels of activity, performance or achievements. In addition, the matters discussed in this press release also involve general risks and uncertainties summarized under the heading "Risk Factors" in Aryt's 20-F filed with the Securities and Exchange Commission on a yearly basis, as is amended from year to year. Aryt does not assume any obligation to update the forward-looking for·ward-look·ing adj. Concerned with or making provision for the future: forward-looking educators; a forward-looking corporate plan. Adj. 1. information contained in this press release. |
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