SECURITIES AND EXCHANGE COMMISSION
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
For the month of August, 2024
Commission File Number: 000-31215
MIND C.T.I. LTD.
(Translation of registrant’s name into English)
2 HaCarmel St., Yoqneam Ilit 2066724, 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 ☒ Form 40-F ☐
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
☐ No ☒
If “Yes” is marked, indicate below the file number assigned
to the registrant in connection with Rule 12g3-2(b): 82- N/A
INCORPORATION BY REFERENCE
The Registrant’s GAAP financial statements attached to the press release
in Exhibit 1 to this Report on Form 6-K are hereby incorporated by reference into: (i) the Registrant’s Registration Statement on Form S-8, Registration No. 333-181383; (ii) the Registrant’s Registration Statement on Form S-8, Registration No. 333-117054; (iii) the Registrant’s
Registration Statement on Form S-8, Registration No. 333-100804; and (iv) the Registrant’s Registration Statement on Form S-8, Registration
No. 333-54632.
CONTENTS
This report on Form 6-K of the registrant consists of the following
Exhibit, which is attached hereto and incorporated by reference herein:
MIND CTI Reports Second Quarter 2024 Results
Monica Iancu to Transition from CEO to Chair before
Year End
Board Appoints Ariel Glassner as Successor
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act 1934, the
registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
By Order of the Board of Directors, |
|
|
|
|
/s/ Monica Iancu |
|
Title: |
Monica Iancu |
Date: August 6, 2024 |
|
President and Chief Executive Officer |
EXHIBIT INDEX
Monica Iancu to Transition from CEO to
Chair before Year End
Board Appoints Ariel Glassner as Successor
Exhibit 99.1
MIND
CTI Reports Second Quarter 2024 Results
Monica Iancu to Transition from CEO to Chair before
Year End
Board Appoints Ariel Glassner as Successor
Yoqneam, Israel, August 6, 2024 MIND C.T.I.
LTD. – (NasdaqGM:MNDO), a leading provider of convergent end-to-end prepaid/postpaid billing and customer care product-based solutions
for service providers, unified communications analytics and call accounting solutions for enterprises as well as enterprise messaging
solutions, today announced results for its second quarter ended June 30, 2024.
The following will summarize our major developments
in the second quarter of 2024 as well as our business. The financial results can be found in the Company News section of our website at
http://www.mindcti.com/company/news/ and in our Form 6-K.
Financial Highlights
| ● | Revenues of $5.3 million, same as the second quarter of 2023,
and compared to $5.8 in the first quarter of 2024, where the messaging segment was favorably impacted by larger than usual customer campaigns. |
| ● | Operating income of $1.0 million, or 20% of total
revenues, compared with $1.1 million, or 20% of total revenues in the second quarter of 2023. |
| ● | Net income was $1.1 million, or $0.06 per share,
compared with $1.1 million, or $0.06 per share in the second quarter of 2023. |
| ● | Cash flow from operating activities was $2.0 million,
compared with $1.9 million in the second quarter of 2023. |
Six Month Financial Highlights
| ● | Revenues of $11.0 million, compared with $10.7 million
in the first six months of 2023. |
| ● | Operating income of $2.3 million, or 20.9% of total
revenues, compared with $2.4 million or 22% of total revenues in the first six months of 2023. |
| ● | Net income of $2.5 million, or $0.12 per share, same
as the first six months of 2023. |
| ● | Cash flow from operating activities in the first six months of 2024 was $2.9 million, compared with $2.4
million in the first six months of 2023. |
Monica Iancu, MIND CTI’s CEO, commented:
“In August 2024, MIND celebrates 24 years as a public company. We have delivered some years of growth and encountered some difficult
periods, including the present year, with multiple challenges to overcome. We have an incredibly strong billing platform, highly scalable
analytic enterprise solutions, a flexible messaging platform and a strong team with proven successful execution. It is the right time
for me to retire as CEO and to transition into the role of Chairperson of the Board, and I intend to continue to hold my shareholder position
for the foreseeable future. After we completed a selection process, the Board of Directors has nominated Mr. Ariel Glassner for the CEO
position. Mr. Glassner brings over 25 years of leadership experience and his career includes CEO roles at startup companies during the
last five years. Mr. Glassner shaped his expertise in Telco solutions during his 15-year tenure at Amdocs, leading the implementation
of complex solutions for major telecommunication operators. He played a pivotal role in driving revenues and overseeing transactions,
and is also a graduate of the Amdocs Excellent Leaders program.
“We built MIND around a culture of integrity
and innovation that will continue to serve our employees and customers for years to come. We own great technology, and have a team that
is ready to deliver a bright and secure future for our customers. I am confident that Ariel will preserve the same values and believe
he is the right leader to take MIND to new heights.”
Cash Position
Our cash position, including short-term deposits
and marketable securities, was $14.6 million as of June 30, 2024, compared with $15 million as of June 30, 2023.
As previously announced, the Board declared on
March 8, 2024, a cash dividend of $0.24 per share before withholding tax. The dividend sum of approximately $4.9 million was distributed
in April 2024.
Revenue Distribution for Q2 2024
Europe represented 53% (including the messaging
segment revenues in Germany that represented 36%), the Americas represented 42%, and the rest of the world represented 5% of total revenues.
Customer care and billing software totaled $2.9
million, or 56% of total revenues, enterprise messaging and payment solutions were $1.9 million, or 36% of total revenues and enterprise
call accounting software totaled $0.5 million, or 8% of total revenues.
Maintenance and additional services totaled $5.2
million, or 98% of total revenues, while licenses were $0.1 million, or 2% of total revenues.
Revenue Distribution for the First Six Months
of 2024
Europe represented 56% (including the messaging
segment revenues in Germany that represented 38%), the Americas represented 38%, and the rest of the world represented 6% of total revenues.
Customer care and billing software totaled $5.9
million, or 53% of total revenues, enterprise messaging and payment solutions were $4.2 million, or 38% of total revenues and enterprise
call accounting software totaled $0.9 million, or 9% of total revenues.
Maintenance and additional services totaled $10.9
million, or 99% of total revenues, while licenses were $0.1 million, or 1% of total revenues.
About MIND
MIND CTI Ltd. is a leading provider of convergent
end-to-end billing and customer care product-based solutions for service providers, unified communications analytics and call accounting
solutions for enterprises as well as enterprise messaging solutions. MIND provides a complete range of billing applications for any business
model (license, SaaS, managed service or complete outsourced billing service) for Wireless, Wireline, Cable, IP Services and Quad-play
carriers. A global company, with over twenty-five years of experience in providing solutions to carriers and enterprises, MIND operates
from offices in Israel, Romania, Germany and the United States.
Cautionary Statement for Purposes of the “Safe
Harbor” Provisions of the Private Securities Litigation Reform Act of 1995: All statements other than historical facts included in
the foregoing press release regarding the Company’s business strategy are “forward-looking statements”, including estimations
relating to the impact of the political situation in Ukraine, expectations of the results of the Company’s business optimization
initiative, integration of the company’s acquisitions and its projected outlook and results of operations. These statements are
based on management’s beliefs and assumptions and on information currently available to management. Forward-looking statements are not
guarantees of future performance, and actual results may materially differ. The forward-looking statements involve risks, uncertainties,
and assumptions, including, but not limited to, economic conditions in our key markets, as well as the risks discussed in the Company’s
annual report and other filings with the United States Securities Exchange Commission. The Company does not undertake to update any forward-looking
information.
For more information please contact:
Andrea Dray
MIND C.T.I. Ltd.
Tel: +972-4-993-6666
investor@mindcti.com
MIND C.T.I. LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| |
Three Months Ended June 30, | | |
Six Months Ended June 30, | |
| |
2024 | | |
2023 | | |
2024 | | |
2023 | |
| |
U.S. dollars in thousands (except per share data) | |
| |
| | |
| | |
| | |
| |
REVENUES | |
$ | 5,274 | | |
$ | 5,252 | | |
$ | 11,039 | | |
$ | 10,739 | |
COST OF REVENUES | |
| 2,474 | | |
| 2,535 | | |
| 5,448 | | |
| 5,322 | |
GROSS PROFIT | |
| 2,800 | | |
| 2,717 | | |
| 5,591 | | |
| 5,417 | |
OPERATING EXPENSES: | |
| | | |
| | | |
| | | |
| | |
Research and development | |
| 841 | | |
| 905 | | |
| 1,723 | | |
| 1,805 | |
Selling and marketing | |
| 301 | | |
| 299 | | |
| 616 | | |
| 564 | |
General and administrative | |
| 587 | | |
| 439 | | |
| 938 | | |
| 668 | |
Total operating expenses | |
| 1,729 | | |
| 1,643 | | |
| 3,277 | | |
| 3,037 | |
OPERATING INCOME | |
| 1,071 | | |
| 1,074 | | |
| 2,314 | | |
| 2,380 | |
FINANCIAL
INCOME, net | |
| 140 | | |
| 142 | | |
| 328 | | |
| 290 | |
INCOME BEFORE TAXES ON INCOME | |
| 1,211 | | |
| 1,216 | | |
| 2,642 | | |
| 2,670 | |
TAXES ON INCOME | |
| 82 | | |
| 78 | | |
| 179 | | |
| 187 | |
NET INCOME | |
$ | 1,129 | | |
$ | 1,138 | | |
$ | 2,463 | | |
$ | 2,483 | |
| |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | |
EARNINGS
PER SHARE - in U.S. dollars | |
| | | |
| | | |
| | | |
| | |
Basic | |
$ | 0.06 | | |
$ | 0.06 | | |
$ | 0.12 | | |
$ | 0.12 | |
Diluted | |
$ | 0.05 | | |
$ | 0.06 | | |
$ | 0.12 | | |
$ | 0.12 | |
| |
| | | |
| | | |
| | | |
| | |
WEIGHTED AVERAGE NUMBER OF SHARES
USED IN COMPUTATION OF EARNINGS PER SHARE -
in thousands: | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 20,398 | | |
| 20,202 | | |
| 20,253 | | |
| 20,149 | |
Diluted | |
| 20,640 | | |
| 20,469 | | |
| 20,547 | | |
| 20,440 | |
MIND C.T.I. LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
| |
June 30, | | |
December 31, | |
| |
2024 | | |
2023 | |
| |
U.S. dollars in thousands | |
ASSETS | |
| | |
| |
CURRENT ASSETS: | |
| | |
| |
Cash and cash equivalents | |
$ | 3,170 | | |
$ | 2,958 | |
Short-term bank deposits | |
| 11,195 | | |
| 13,464 | |
Marketable securities | |
| 186 | | |
| 182 | |
Accounts receivable, net | |
| 2,104 | | |
| 2,295 | |
Other current assets | |
| 588 | | |
| 538 | |
Prepaid expenses | |
| 350 | | |
| 277 | |
Total current assets | |
| 17,593 | | |
| 19,714 | |
| |
| | | |
| | |
NON-CURRENT ASSETS: | |
| | | |
| | |
Accounts receivable, net | |
| 448 | | |
| 714 | |
Severance pay fund | |
| 2,102 | | |
| 2,051 | |
Deferred income taxes | |
| 105 | | |
| 102 | |
Property and equipment, net | |
| 181 | | |
| 216 | |
Right-of-use assets, net | |
| 546 | | |
| 690 | |
Intangible assets, net | |
| 198 | | |
| 266 | |
Goodwill | |
| 7,792 | | |
| 7,872 | |
Total assets | |
$ | 28,965 | | |
$ | 31,625 | |
| |
| | | |
| | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | |
| | | |
| | |
CURRENT LIABILITIES: | |
| | | |
| | |
Accounts payable | |
$ | 710 | | |
$ | 989 | |
Other current liabilities and accruals | |
| 1,480 | | |
| 1,749 | |
Current maturities of lease liabilities | |
| 146 | | |
| 218 | |
Deferred revenues | |
| 1,907 | | |
| 1,517 | |
Total current liabilities | |
| 4,243 | | |
| 4,473 | |
| |
| | | |
| | |
LONG-TERM LIABILITIES: | |
| | | |
| | |
Deferred revenues | |
| 115 | | |
| 100 | |
Lease liabilities, net of current maturities | |
| 347 | | |
| 424 | |
Accrued severance pay | |
| 2,102 | | |
| 2,060 | |
Deferred income taxes | |
| 59 | | |
| 80 | |
Total liabilities | |
| 6,866 | | |
| 7,137 | |
| |
| | | |
| | |
SHAREHOLDERS’ EQUITY: | |
| | | |
| | |
Share capital | |
| 54 | | |
| 54 | |
Additional paid-in capital | |
| 27,814 | | |
| 27,776 | |
Accumulated other comprehensive loss | |
| (1,113 | ) | |
| (1,001 | ) |
Accumulated deficit | |
| (3,739 | ) | |
| (1,334 | ) |
Treasury shares | |
| (917 | ) | |
| (1,007 | ) |
Total shareholders’ equity | |
| 22,099 | | |
| 24,488 | |
Total liabilities and shareholders’ equity | |
$ | 28,965 | | |
$ | 31,625 | |
MIND C.T.I. LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| |
Three Months Ended | | |
Six Months Ended | |
| |
June 30, | | |
June 30, | |
| |
2024 | | |
2023 | | |
2024 | | |
2023 | |
| |
U.S. dollars in thousands | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |
| | |
| |
Net income | |
$ | 1,129 | | |
$ | 1,138 | | |
$ | 2,463 | | |
$ | 2,483 | |
Adjustments to reconcile net income to net cash provided | |
| | | |
| | | |
| | | |
| | |
by operating activities: | |
| | | |
| | | |
| | | |
| | |
Depreciation and amortization | |
| 46 | | |
| 51 | | |
| 94 | | |
| 100 | |
Deferred income taxes, net | |
| (9 | ) | |
| (10 | ) | |
| (22 | ) | |
| (22 | ) |
Accrued severance pay | |
| 7 | | |
| 12 | | |
| 13 | | |
| 19 | |
Unrealized gain from marketable securities, net | |
| (3 | ) | |
| (16 | ) | |
| (4 | ) | |
| (1 | ) |
Employees share-based compensation expenses | |
| 64 | | |
| 73 | | |
| 128 | | |
| 141 | |
Changes in operating asset and liability items: | |
| | | |
| | | |
| | | |
| | |
Decrease (increase) in accounts receivable, net | |
| 653 | | |
| 383 | | |
| 416 | | |
| (139 | ) |
Decrease (increase) in other current assets | |
| 36 | | |
| 44 | | |
| (51 | ) | |
| (68 | ) |
Decrease (increase) in prepaid expenses | |
| 41 | | |
| (23 | ) | |
| (73 | ) | |
| (107 | ) |
Increase (decrease) in accounts payable | |
| (384 | ) | |
| 43 | | |
| (251 | ) | |
| 105 | |
Decrease in other current liabilities and accruals | |
| (153 | ) | |
| (628 | ) | |
| (259 | ) | |
| (630 | ) |
Change in operating lease liability | |
| (1 | ) | |
| (4 | ) | |
| (5 | ) | |
| (6 | ) |
Increase in deferred revenues | |
| 551 | | |
| 795 | | |
| 405 | | |
| 537 | |
Net cash provided by operating activities | |
| 1,977 | | |
| 1,858 | | |
| 2,854 | | |
| 2,412 | |
| |
| | | |
| | | |
| | | |
| | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |
| | | |
| | | |
| | | |
| | |
Purchase of property and equipment | |
| (2 | ) | |
| (2 | ) | |
| (2 | ) | |
| (44 | ) |
Severance pay funds | |
| (11 | ) | |
| (14 | ) | |
| (22 | ) | |
| (28 | ) |
Proceeds from redemption of short-term bank deposits | |
| 1,336 | | |
| 2,285 | | |
| 2,269 | | |
| 3,338 | |
Net cash provided by investing activities | |
| 1,323 | | |
| 2,269 | | |
| 2,245 | | |
| 3,266 | |
| |
| | | |
| | | |
| | | |
| | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |
| | | |
| | | |
| | | |
| | |
Dividend paid | |
| (4,868 | ) | |
| (4,839 | ) | |
| (4,868 | ) | |
| (4,839 | ) |
Net cash used in financing activities | |
| (4,868 | ) | |
| (4,839 | ) | |
| (4,868 | ) | |
| (4,839 | ) |
| |
| | | |
| | | |
| | | |
| | |
TRANSLATION ADJUSTMENTS ON CASH AND CASH EQUIVALENTS | |
| (6 | ) | |
| 2 | | |
| (19 | ) | |
| 21 | |
| |
| | | |
| | | |
| | | |
| | |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | |
| (1,574 | ) | |
| (710 | ) | |
| 212 | | |
| 860 | |
BALANCE OF CASH
AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | |
| 4,744 | | |
| 6,835 | | |
| 2,958 | | |
| 5,265 | |
BALANCE OF CASH
AND CASH EQUIVALENTS AT END OF PERIOD | |
$ | 3,170 | | |
$ | 6,125 | | |
$ | 3,170 | | |
$ | 6,125 | |
5
MIND C T I (NASDAQ:MNDO)
Gráfica de Acción Histórica
De Ago 2024 a Sep 2024
MIND C T I (NASDAQ:MNDO)
Gráfica de Acción Histórica
De Sep 2023 a Sep 2024