B.V.R. Technologies Ltd. reports results for the first quarter of 1996.TEL AVIV Tel Aviv (tĕl əvēv`), city (1994 pop. 355,200), W central Israel, on the Mediterranean Sea. Oficially named Tel Aviv–Jaffa, it is Israel's commercial, financial, communications, and cultural center and the core of its largest , Israel--(BUSINESS WIRE)--July 14, 1996--B.V.R. Technologies Ltd. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :BVRTF) today reported the results of its operations for the three months ended March 31, 1996. (All dollar amounts are approximate). Total sales for the three months ended March 31, 1996 amounted to $4,775,000 compared to $2,137,000 for the first three months of 1995, an increase of 123.44%. Total sales for the year ended Dec. 31, 1995, amounted to $10,469,000. Revenues from long-term contracts are charged to income using the percentage-of-completion method percentage-of-completion method A method of recognizing revenues and costs from a long-term project in relation to the percentage completed during the course of the project. . This method creates significant changes in periodic rate of sales. Backlog of orders increased to $49,322,000 to be supplied through 1998. Gross profit for the period amounted to $1,883,000, representing 39% of sales, compared to $544,000, representing 25% of sales, for the first quarter of 1995. Gross profit for the whole of 1995 amounted to $2,427,000, representing 23% of sales. The growth in the gross margin is part of the company's effort to minimize the cost of sales by additional sales of products, which until now "absorbed" the higher costs of research and development. The company had an operating loss operating loss The excess of operating expenses over revenue. As with operating income, operating losses exclude revenues and expenses from operations that are not considered a regular part of the business. Also called deficit. Compare operating income. for the three months ended March 31, 1996 totalling $991,000 compared to $1,030,000 for the first three months of 1995 (a decrease of 3.79%). Operating loss for the year ended Dec. 31, 1995 was $5,312,000. The net income for the first three months of 1996 amounted to $704,000 compared to a net loss of $1,602,000 for the first three months of the last year. The net loss for the year ended Dec. 31, 1995 amounted to $7,082,000. In computing the net income for the period, the company's share in the losses of two 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. , Nexus Telecommunication Systems Ltd. ("Nexus") and ITS Technologies (Pte.) Ltd. ("ITS"), was taken into account. The company's share in losses of Nexus, in which the company had a 26.43% interest on March 31, 1996 (32.2% on Dec. 31, 1995), totalling $342,000, compared to a loss of $568,000 for the first three months of the previous year, and $1,919,000 for the year ended Dec. 31, 1995. The company recorded other income from the issue of shares by Nexus totalling $1,750,000 for the first three months of 1996, compared to $167,000 for the year ended Dec. 31, 1995. The company's share in the income of ITS, including amortization of negative goodwill, was $321,000, for the first three months of 1996. The company has a 49% interest in ITS. Affiliate - Nexus In November 1995, Nexus effected a private placement of securities, in which it raised $6.8 million in gross proceeds (before commissions and expenses) through the sale of 1.6 million units at a price of $4.25 per unit. Each unit consists of one ordinary share and one warrant exercisable through November 1997, at an exercise price of $6 per share. The proceeds were kept in an 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. account and were released to Nexus after registration of the units, as required by the Securities Act of 1933. The registration was declared effective by the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. Securities and Exchange Commission in December 1995, but the actual formal issuance was effected at the end of January 1996. As a consequence of this private placement, BVR's share holding in Nexus was reduced by approximately 6% to 26.43%, and the company thereby realized a gain of $1,750,000 in the first quarter of 1996. EVR EVR Enhanced Vapor Recovery EVR Electronic Video Recording EVR Equine Viral Rhinopneumonitis EVR Extravehicular Robotics EVR Expanded Virtual Register EVR Exudative Vitreoretinopathy, Familial, Autosomal Dominant EVR Eläinten Vapautus Rintama , Netgame and RT-SET The results for the period also take into consideration the financial results of EVR. EVR, through RT-SET and Netgame, develops businesses in the entertainment industry, utilizing various new applications of BVR's proprietary simulation software Simulation software is based on the process of imitating a real phenomenon with a set of mathematical formulas. It is, essentially, a program that allows the user to observe an operation through simulation without actually running the program. . BVR's holding in EVR is 100%. Since its formation, EVR has invested in two companies, Netgame Ltd. ("Netgame"), of which EVR holds 60% of the outstanding shares, and Real-Time Synthesized syn·the·sized adj. 1. Relating to or being an instrument whose sound is modified or augmented by a synthesizer. 2. Relating to or being compositions or a composition performed on synthesizers or synthesized instruments. Entertainment Technology Ltd. ("RT-SET"), of which EVR holds 66% of the outstanding shares (on Dec. 31, 1995 - 96%). Netgame is developing hardware and software that will facilitate various interactive applications over the cable network. Netgame recently received a certificate from the Israeli Ministry of Communications to operate its systems in Israel. During the reported period, Netgame commenced site testing for its system under development with Cablevision, one of the largest Multiple System Operators (MSO (1) (Multiple System Operator) Typically refers to a cable TV organization that owns more than one cable system, but it may refer to an operator of only one system. ) in the United States, with Telecom Eireann of Dublin, Ireland, and with Planet Internet Planet Internet is one of the largest internet service providers (ISPs) in the Netherlands. Planet Internet is a brand of the Planet Media Group, which is a subsidiary of KPN. Planet Internet opened office in 1995, offering services such as internet access and content. Holdings, a subsidiary of KPN KPN Koninklijke PTT Nederland (Royal Dutch Telecom) KPN Konfederacja Polski Niepodleglej (Polish conservative party) Multimedia of the Netherlands. Netgame is also currently negotiating potential cooperation agreements with several major United States MSO's. Negotiations with the strategic partner, described in the financial statements of Dec. 31, 1995 have continued. Consultancy fees consultancy fee n → honoraires mpl d'expert consultancy fee n → onorario di consulenza regarding the negotiations, accrued as of March 31, 1996, totalling approximately $350,000 will be charged to the statement of operations See Income statement. in case of failure of the negotiations. Upon successful completion of certain stages of product development, and upon signing with the said investor, bonuses and management fees totalling approximately $500,000 will be payable. These stages of development had not been reached by March 31, 1996. During the reported period, Netgame issued additional options to consultants and senior employees. As of March 31, 1996, the abovementioned a·bove·men·tioned adj. Mentioned previously. n. The one or ones mentioned previously. options will entitle 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: the holders to a 5% shareholding in Netgame. RT-SET is developing virtual movie technology that will enable the integration of live studio filming with a virtual background. During 1995, RT-SET moved its activities to a major Israeli television studio where RT-SET can begin to produce programs based on the technology developed during the last year by RT-SET. The development of RT-SET's main product has been completed. RT-SET contributed $538,000 to the consolidated sales for the reported period. As a result of the above, B.V.R.'s share in the losses of EVR, for the three months ended March 31, 1996, was $448,000, compared to $220,000 for the first three months of 1995 (an increase of 100.04%), and $2,328,000 for the year ended Dec. 31, 1995. The losses are primarily due to the increase of research and development costs and G&A expenses relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the operations of EVR's subsidiaries. In February 1996, BVR BVR Beyond Visual Range BVR Business Valuation Review (journal) BVR Biliverdin Reductase BVR Bureau of Vocational Rehabilitation BVR Bulletin de Versement (French) , RT-SET and EVR entered into an agreement with Chyron Corporation Chyron Corporation is a Melville, NY based company founded in 1966. The company develops and manufactures on screen graphics solutions for the broadcast industry. In the United States the graphics (e.g. ("Chyron Chyron may refer to:
prep. 1. As stated or indicated by; on the authority of: according to historians. 2. In keeping with: according to instructions. 3. RT-SET issued preferred shares Preferred shares Preferred shares give investors a fixed dividend from the company's earnings and entitle them to be paid before common shareholders. See: Preferred stock. of a new class to Chyron, representing 19% of the share capital of RT-SET. In addition, RT-SET granted Chyron an option to increase its holdings in RT-SET to a maximum of 51% of the share capital of RT-SET (in exchange for additional consideration on exercise of the option). In exchange, Chyron issued to RT-SET 800,000 ordinary shares of Chyron common stock and issued an additional 1,600,000 shares under certain registration of Chyron's shares will be held in Escrow and will be released to RT-SET on the fulfillment of certain conditions. In addition, Chyron was granted a conditional option to transfer the preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. back to RT-SET (in which case the 800,000 shares of Chyron, which have been transferred to RT-SET, would remain in the possession of RT-SET). Chyron will assist in marketing, sales, and distribution of RT-SET's Virtual Reality Studio Systems alongside RT-SET's own specialized sales teams. Chyron will also provide infrastructure for installation, service, and support functions on a worldwide basis. In January 1996, Chyron purchased an RT-SET software system at an amount of $450,000, in order to develop specific software application programs for the television broadcast and high-end post-production markets. On May 22, 1996, the company, RT-SET and Chyron signed an agreement with the Challenge Fund ETGAR L.P. ("the investors") according to which RT-SET issued the investors shares which entitle the investors to 11.7% of the ownership and control rights in RT-SET for consideration of US$2,024,000. As a result of the transaction, the company's shareholding in RT-SET fell to 66%. In addition, the investors received an option to exchange their shares in RT-SET into approximately up to 190,000 ordinary shares of the company in accordance with the terms and conditions set in the agreement. The option will expire either in the event of an IPO (Initial Public Offering) The first time a company offers shares of stock to the public. While not a computer term per se, many founders, employees and insiders of computer companies have found this acronym more exciting than any tech term they ever heard. of RT-SET common stock or on May 21, 1999, whichever is earlier. In the second quarter of 1996, when the first contingency described was cleared, the company recorded its share in the increase of RT-SET's equity as a capital reserve of approximately $1,500,000, since the decrease in RT-SET's shareholding is still conditional. Working Capital and Backlog On March 31, 1996, the company had working capital amounting to $2,456,000 compared to $6,513,000 at March 31, 1995. (On Dec. 31, 1995, BVR had working capital amounting to $3,027,000). Backlog on March 31, 1996 totalled approximately $49,322,000 to be supplied through 1998. At present, a material part of the backlog to be supplied is under negotiation with one of the company's clients, which may result in the production work, currently included in the backlog, being performed on the client's premises. Although this will reduce the backlog the company will collect royalties on such production work. B.V.R. Technologies Ltd. is engaged in the development, manufacture and marketing of advanced training and simulation systems for the aircraft and other industries. Nexus is engaged in the development, manufacture and marketing of low-energy wireless communications wireless communications System using radio-frequency, infrared, microwave, or other types of electromagnetic or acoustic waves in place of wires, cables, or fibre optics to transmit signals or data. and location systems through applications of digital spread spectrum technologies. EVR is engaged in developing businesses in the entertainment industry, which will utilize civilian applications of the technologies developed by BVR for military use. -0- B.V.R. Technologies Ltd. Selected Financial Data (US$ in thousands)
Statement of Income Data:
(Consolidated)
Three Months Ended Year Ended
March 31, Dec. 31,
1996 1995 1995
Sales 4,775 2,137 10,469 Gross profit 1,883 544 2,427 Operating loss (991) (1,030) (5,312) Income (loss) for the period 704 (1,602) (7,082) Income (loss) per share 0.12 (0.31) (1.21) Weighted average number of shares outstanding (in thousands) 6,080 5,189 5,861 Figures for the Company Only (excluding subsidiaries): Sales 4,237 2,107 10,442 Gross profit 1,375 514 2,400 Operating loss (543) (778) (3,047) Consolidated Balance Sheet Data:
March 31, Dec. 31,
1996 1995 1995
Total assets 21,051 23,761 19,933 Working capital 2,456 6,513 3,027 Shareholders' equity 7,208 11,227 6,339 CONTACT: B.V.R. Technologies Ltd. Yaron Sheinman, 972-3-571-5671 |
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