UNITED STATES
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 November 2015
Commission File Number: 001-34929
SodaStream International Ltd.
(Translation of Registrant’s Name
into English)
Gilboa Street, Airport City
Ben Gurion Airport 70100, Israel
(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: Form 20-F þ
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 ¨ No þ
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 ¨ No þ
EXPLANATORY NOTE
On November 4, 2015, SodaStream International
Ltd. (the “Company”) issued a press release announcing its third quarter results for the period ending September 30,
2015. A copy of the press release is furnished as Exhibit 99.1 herewith.
In conjunction with the conference call
being held on November 4, 2015, the Company also is releasing commentary from its Chief Financial Officer and a PowerPoint presentation
with additional information, furnished as Exhibit 99.2 and Exhibit 99.3, respectively.
Other than as indicated below, the information
in this Form 6-K (including in Exhibits 99.1, 99.2 and 99.3) shall not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of
that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the
Exchange Act.
The condensed consolidated balance sheets,
the International Financial Reporting Standards information contained in the condensed consolidated statements of operations and
the condensed consolidated statement of cash flows contained in the press release attached as Exhibit 99.1 to this Report on Form
6-K are hereby incorporated by reference into the Company’s Registration Statements on Form S-8 (File Nos. 333-195578, 333-190655
and 333-170299).
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.
| |
SODASTREAM INTERNATIONAL LTD.
(Registrant) |
|
| |
|
|
| Date: November 4, 2015 |
By: |
/s/ Dotan
Bar-Natan |
|
| |
|
Dotan Bar-Natan |
|
| |
|
Head of Legal Department |
|
| |
EXHIBIT INDEX
| Exhibit |
Description |
| |
|
| 99.1 |
Press release dated November 4, 2015. |
| |
|
| 99.2 |
Commentary from the Chief Financial Officer of the Registrant. |
| |
|
| 99.3 |
PowerPoint presentation with additional information. |
| |
|
Exhibit 99.1
SODASTREAM REPORTS THIRD QUARTER FISCAL
2015 RESULTS
AIRPORT CITY, Israel – November
4, 2015 - SodaStream International Ltd. (NASDAQ: SODA), the leading manufacturer of home beverage carbonation systems, announced
today its results for the three and nine month periods ended September 30, 2015.
For the third quarter ended September 30,
2015, on an adjusted basis*
| · | Revenue was $110.0 million compared to $125.9 million
in the third quarter 2014; Revenue on a constant currency basis was $126.0 million |
| · | Adjusted operating income was $5.4 million compared
to $8.9 million in the third quarter 2014; Adjusted operating income on a constant currency basis was $10.5 million. |
| · | Adjusted EBITDA was $9.7 million compared to $13.7
million in the third quarter 2014; Adjusted EBITDA on a constant currency basis was $14.8 million. |
| · | Adjusted net income was $4.7 million compared to $9.5
million in the third quarter 2014 |
| · | Adjusted diluted earnings per share were $0.22 compared
to $0.45 in the third quarter 2014 |
| · | CO2 refills reached an all-time quarterly record of
7.0 million |
*Adjusted revenue, Adjusted operating income,
Adjusted net income and Adjusted diluted earnings per share are non-IFRS financial measures that eliminate the effect of restructuring
costs, which include $2.5 million of pre-tax charges incurred as part of the Company’s restructuring and growth plan announced
on October 29, 2014. The charges were related to activities associated with discontinued products, which decreased inventory and
fixed assets by $1.9 million and increased cost of revenue by $1.9 million. An additional expense of $0.6 million was associated
with the transition to the new Lehavim plant in Southern Israel which increased cost of revenue. Adjusted EBITDA represents earnings
before financial income, income tax, depreciation and amortization, and further eliminates the effect of restructuring costs. Reconciliations
of the non-IFRS measures included in this press release to the IFRS results are included at the end of this press release.
“Our operating results were similar
to the year ago period on a constant currency basis as the growth plan we announced a year ago continues to gain traction. Our
recent performance included a number of highlights that underscore the strength of our brand and business model” said Daniel
Birnbaum, Chief Executive Officer of SodaStream. “Third quarter CO2 refills increased 10% to an all-time record 7 million,
a great indication that our global user base is increasing consumption. We believe usage rates will continue to grow as existing
and new consumers embrace our repositioning as a healthy “water brand” provided by our enhanced better-for-you product
portfolio, which we recently launched in the U.S. and other select countries. As we accelerate production in our new, state-of-the-art plant in Lehavim, and continue the launch of our new Waters line and strategic repositioning, we believe we are poised
to start delivering improved financial results and greater shareholder value beginning in 2016.”
Third Quarter 2015 Financial Reviews
(The financial review relates to the Non-IFRS Consolidated Statements
of Operations. All USD values are in accordance with IFRS unless stated otherwise.)
| Geographical Revenue Breakdown | |
| | |
| | |
| |
| Revenue | |
Three Months Ended | | |
| | |
| |
| | |
September 30,
2014 | | |
September 30,
2015 | | |
(Decrease) | | |
(Decrease) | |
| | |
In Millions USD | | |
% | |
| Western Europe | |
$ | 74.6 | | |
$ | 68.5 | | |
$ | (6.1 | ) | |
| (8 | )% |
| The Americas | |
| 29.5 | | |
| 26.2 | | |
| (3.3 | ) | |
| (11 | )% |
| Asia-Pacific | |
| 13.3 | | |
| 9.0 | | |
| (4.3 | ) | |
| (32 | )% |
| Central & Eastern Europe, Middle East, Africa | |
| 8.5 | | |
| 6.3 | | |
| (2.2 | ) | |
| (27 | )% |
| Total | |
$ | 125.9 | | |
$ | 110.0 | | |
$ | (15.9 | ) | |
| (13 | )% |
| Product Segment Revenue Breakdown | |
| | |
| | |
| |
| Revenue | |
Three Months Ended | | |
| | |
| |
| | |
September 30,
2014 | | |
September 30,
2015 | | |
(decrease) | | |
(decrease) | |
| | |
In millions USD | | |
% | |
| Sparkling Water Maker Starter Kits | |
$ | 41.5 | | |
$ | 34.2 | | |
$ | (7.3 | ) | |
| (17 | )% |
| Consumables | |
| 81.2 | | |
| 73.9 | | |
| (7.3 | ) | |
| (9 | )% |
| Other | |
| 3.2 | | |
| 1.9 | | |
| (1.3 | ) | |
| (41 | )% |
| Total | |
$ | 125.9 | | |
$ | 110.0 | | |
$ | (15.9 | ) | |
| (13 | )% |
| Product Segment Unit Breakdown | |
Three Months Ended | | |
| | |
| |
| | |
September 30,
2014 | | |
September 30,
2015 | | |
Increase
(decrease) | | |
Increase
(decrease) | |
| | |
In thousands | | |
% | |
| Sparkling Water Maker Starter Kits | |
| 818 | | |
| 639 | | |
| (179 | ) | |
| (22 | )% |
| CO2 Refills | |
| 6,396 | | |
| 7,021 | | |
| 625 | | |
| 10 | % |
| Flavors | |
| 7,607 | | |
| 6,726 | | |
| (881 | ) | |
| (12 | )% |
The decrease in revenue year-over-year
was mainly due to changes in foreign currency exchange rates which reduced revenue by $16.0 million. Since the same period a year
ago, several foreign currencies have weakened versus the U.S. dollar, including the Euro by 17%, the Australian Dollar by 22% and
the Swedish Krona by 18%.
Gross margin for the third quarter 2015
(before the impact of restructuring costs) was 48.4% compared to 51.2% for the same period in 2014. Third quarter 2015 gross margin
was negatively impacted by changes in foreign currency exchange rates versus the same period last year, partially offset by higher
share of CO2 refills in the product mix.
Sales and marketing expenses for the third
quarter 2015 totaled $36.0 million, or 32.8% of revenue, compared to $41.6 million, or 33.1% for the comparable period last year.
The decrease was primarily attributable to lower distribution costs driven by lower sales volume. Sales and marketing expenses
also decreased versus the same period last year due to changes in foreign currency rates, mainly the weakening of the Euro and
the Australian dollar.
General and administrative expenses for
the third quarter 2015 were $11.8 million, or 10.7% of revenue, compared to $13.9 million, or 11.1% of revenue in the comparable
period of last year. The decrease was mainly due to a decrease in share-based payment expenses.
Operating income (before the impact of
restructuring costs) was $5.4 million, or 4.9% of revenue, compared to $8.9 million, or 7.1% of revenue, in the third quarter 2014.
The decrease in operating income was driven primarily by negative impact on revenue from changes in foreign currency exchange rates,
offset by lower operating expenses, mainly a reduction in sales and marketing expenses.
The net negative impact on operating income
from changes in foreign currency exchange rates in comparison with the same period in 2014 was approximately $5.1 million.
Net financial income was $0.1 million compared
to net financial income of $1.8 million in the same period in 2014. Financial income in the third quarter 2015 was mainly due to
a reduction of liabilities in Israeli Shekels following its devaluation against the U.S. dollar.
Tax expense was $0.8 million with an effective
tax rate of 26.0%, compared to $1.2 million with an effective tax rate of 11.5% in the third quarter 2014. The increase in the
effective tax rate is due to the geographical allocation of profit before income tax.
Balance Sheet Review
Cash and cash equivalents at September
30, 2015 were $43.5 million compared to $46.9 million at December 31, 2014. The decrease is primarily attributable to the investment
in the Company’s new production facility, partially offset by cash generated from operations.
The Company had $47.6 million of bank debt
at September 30, 2015 mainly for financing the investment in its new production facility, compared to $43.9 million of bank debt
at December 31, 2014.
Working capital at September 30, 2015 decreased
by 12.9% to $138.3 million compared to $158.8 million at December 31, 2014 largely due to the impact of the restructuring. Inventories
at September 30, 2015 decreased by 12.4% to $121.2 million compared to $138.4 million at December 31, 2014.
Conference Call and Management Commentary
Detailed CFO commentary and a supplemental
slide presentation have been annexed as Exhibits 99.2 and 99.3 to the Form 6-K furnished to the Securities and Exchange Commission
and will be posted on the Company’s website, http://sodastream.investorroom.com.
The Company has scheduled a conference
call for 8:30 a.m. Eastern Standard Time (U.S. time) today (Wednesday, November 4, 2015) to review the Company’s financial
results. The conference call will be broadcast over the Internet as a “live” listen only Webcast. To listen, please
go to: http://sodastream.investorroom.com. Listeners are urged to login approximately 20
minutes before the conference call is scheduled to begin in order to register, as well as download and install any necessary audio
software. An archive of the Webcast will be available for 30 days after the call.
About SodaStream International
SodaStream is the world's leading manufacturer
and distributor of Sparkling Water Makers, which enable consumers to easily transform ordinary tap water into sparkling water and
flavored sparkling water in seconds. By making ordinary water more exciting and fun to drink, SodaStream helps consumers drink
more water. Sparkling Water Makers offer a highly differentiated and innovative solution to consumers of bottled and canned carbonated
soft drinks. The products promote health and wellness, are environmentally friendly, cost effective, and are customizable and fun
to use. Products are available at more than 70,000 retail stores across 45 countries, including approximately 13,000 retail stores
in the United States. To learn more about how SodaStream makes water exciting and follow SodaStream on Facebook, Twitter, Pinterest,
Instagram and YouTube, visit http://www.sodastream.com.
Non-IFRS Financial Measures
The 6-K-IFRS measures, including Adjusted
revenue, Adjusted net income, Adjusted EBITDA, and Adjusted diluted earnings per share (“Adjusted diluted EPS”).
Adjusted EBITDA represents earnings before
financial expense (income), income tax, depreciation and amortization, and further eliminates the effect of restructuring costs.
Adjusted revenue, Adjusted net income and Adjusted diluted earnings per share eliminate the effect of restructuring costs.
The Company believes that the Adjusted
revenue, Adjusted net income, Adjusted EBITDA and Adjusted diluted EPS, as described above, should be considered in evaluating
the Company’s operations. Adjusted revenue, Adjusted net income, Adjusted EBITDA and Adjusted diluted EPS exclude restructuring
costs because most of this charge is a non-cash expense that does not reflect the performance of the Company’s underlying
business and operations. Adjusted EBITDA facilitates operating performance comparisons from period to period and company to company
by backing out potential differences caused by variations in capital structures (affecting financial expenses (income), net), tax
positions (such as the impact on periods or companies of changes in effective tax rates) and the age and depreciation charges and
amortization of fixed and intangible assets, respectively (affecting relative depreciation and amortization expense, respectively).
These measures should be considered in
addition to results prepared in accordance with IFRS, but should not be considered a substitute for the IFRS results. The non-IFRS
measures included in this press release have been reconciled to the IFRS results.
Forward Looking Statements
This release contains forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, and
Section 21E of the Securities Exchange Act of 1934. These forward-looking statements include information about possible or
assumed future results of our business and financial condition, as well as the results of operations, liquidity, plans and objectives.
In some cases, you can identify forward-looking statements by terminology such as “believe,” “may,” “estimate,”
“continue,” “anticipate,” “intend,” “should,” “plan,” “expect,”
“predict,” “potential,” or the negative of these terms or other similar expressions: Such statements are
based on management's current beliefs and expectations and involve a number of known and unknown risks and uncertainties that could
cause our future results, performance or achievements to differ significantly from the results, performance or achievements expressed
or implied by such forward-looking statements. Important factors that could cause or contribute to such differences include risks
relating to: our ability to maintain or expand sales in our target markets, including the United States; our ability to maintain
or continue to develop our presence in retail networks; our ability to develop and implement production and operating infrastructure
to effectively support our growth; the success of our marketing campaigns and media spending in terms of increased sales or increased
product and brand name awareness; our ability to maintain our customer base in markets where we have an established presence; the
risks associated with our reliance on exclusive arrangements for the distribution of our beverage carbonation systems and consumables
in each of the markets in which we use third-party distributors; our ability to compete effectively with other companies which
currently offer, or may offer in the future, competing products; our ability to maintain margins due to decline in product selling
price and/or rising costs; potential product liability claims if any component of our beverage carbonation systems is misused;
our ability to protect our intellectual property rights; our being found to have a dominant position in certain markets which may
place limits on our ability to operate; risks associated with our being a multinational corporation, including fluctuations in
currency exchange rates; our potential exposure to greater than anticipated tax liabilities; our products being subject to extensive
governmental regulation in the markets in which we operate; adverse conditions in the global economy which could negatively impact
our customers' demand for our products; and other factors discussed under the heading “Risk Factors” in the Annual
Report on the Form 20-F for the year ended December 31, 2014 and other documents filed with or furnished to the Securities
and Exchange Commission. These forward-looking statements are made only as of the date hereof, and the company undertakes
no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.
Investor Contact:
Brendon Frey
ICR
Phone: + 1 203-682-8200
brendon.frey@icrinc.com
Consolidated Statements of Operations
In thousands (other than per share amounts)
| | |
For the nine months ended | | |
For the three months ended | |
| | |
September 30, | | |
September 30, | |
| | |
2014 | | |
2015 | | |
2014 | | |
2015 | |
| | |
(Unaudited) | | |
(Unaudited) | |
| Revenues | |
$ | 385,248 | | |
$ | 300,193 | | |
$ | 125,905 | | |
$ | 110,015 | |
| Cost of revenues | |
| 187,668 | | |
| 155,455 | | |
| 61,428 | | |
| 59,255 | |
| | |
| | | |
| | | |
| | | |
| | |
| Gross profit | |
| 197,580 | | |
| 144,738 | | |
| 64,477 | | |
| 50,760 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating expenses | |
| | | |
| | | |
| | | |
| | |
| Sales and marketing | |
| 134,723 | | |
| 103,610 | | |
| 41,636 | | |
| 36,031 | |
| General and administrative | |
| 40,358 | | |
| 34,869 | | |
| 13,931 | | |
| 11,772 | |
| | |
| | | |
| | | |
| | | |
| | |
| Total operating expenses | |
| 175,081 | | |
| 138,479 | | |
| 55,567 | | |
| 47,803 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating income | |
| 22,499 | | |
| 6,259 | | |
| 8,910 | | |
| 2,957 | |
| | |
| | | |
| | | |
| | | |
| | |
| Interest expense (income), net | |
| 552 | | |
| 64 | | |
| 219 | | |
| (62 | ) |
| Other financial income, net | |
| (1,210 | ) | |
| (5,212 | ) | |
| (2,002 | ) | |
| (10 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Total financial income, net | |
| (658 | ) | |
| (5,148 | ) | |
| (1,783 | ) | |
| (72 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Income before income taxes | |
| 23,157 | | |
| 11,407 | | |
| 10,693 | | |
| 3,029 | |
| | |
| | | |
| | | |
| | | |
| | |
| Income tax expense | |
| 2,672 | | |
| 2,158 | | |
| 1,229 | | |
| 787 | |
| | |
| | | |
| | | |
| | | |
| | |
| Net income for the period | |
$ | 20,485 | | |
$ | 9,249 | | |
$ | 9,464 | | |
$ | 2,242 | |
| | |
| | | |
| | | |
| | | |
| | |
| Net income per share | |
| | | |
| | | |
| | | |
| | |
| Basic | |
$ | 0.98 | | |
$ | 0.44 | | |
$ | 0.45 | | |
$ | 0.11 | |
| Diluted | |
$ | 0.96 | | |
$ | 0.44 | | |
$ | 0.45 | | |
$ | 0.11 | |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted average number of shares | |
| | | |
| | | |
| | | |
| | |
| Basic | |
| 20,956 | | |
| 21,030 | | |
| 21,000 | | |
| 21,041 | |
| Diluted | |
| 21,243 | | |
| 21,111 | | |
| 21,193 | | |
| 21,118 | |
| Consolidated Balance Sheets as of | |
| | |
| |
| | |
| | |
| |
| | |
December 31, | | |
September 30, | |
| | |
2014 | | |
2015 | |
| | |
(Audited) | | |
(Unaudited) | |
| | |
(In thousands) | |
| Assets | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 46,880 | | |
$ | 43,480 | |
| Inventories | |
| 138,392 | | |
| 121,231 | |
| Trade receivables | |
| 94,217 | | |
| 70,928 | |
| Other receivables | |
| 34,789 | | |
| 29,493 | |
| Derivative financial instruments | |
| 1,035 | | |
| 1,013 | |
| Total current assets | |
| 315,313 | | |
| 266,145 | |
| | |
| | | |
| | |
| Property, plant and equipment | |
| 124,817 | | |
| 152,080 | |
| Intangible assets | |
| 44,389 | | |
| 43,169 | |
| Deferred tax assets | |
| 2,506 | | |
| 3,809 | |
| Other receivables | |
| 273 | | |
| 437 | |
| Total non-current assets | |
| 171,985 | | |
| 199,495 | |
| | |
| | | |
| | |
| Total assets | |
| 487,298 | | |
| 465,640 | |
| | |
| | | |
| | |
| Liabilities | |
| | | |
| | |
| Loans and borrowings | |
| 9,239 | | |
| 27,374 | |
| Derivative financial instruments | |
| 491 | | |
| - | |
| Trade payables | |
| 67,011 | | |
| 46,919 | |
| Income tax payable | |
| 11,740 | | |
| 10,044 | |
| Provisions | |
| 2,469 | | |
| 2,622 | |
| Other current liabilities | |
| 27,882 | | |
| 24,779 | |
| Total current liabilities | |
| 118,832 | | |
| 111,738 | |
| | |
| | | |
| | |
| Loans and borrowings | |
| 34,645 | | |
| 20,241 | |
| Employee benefits | |
| 2,174 | | |
| 2,051 | |
| Other non-current liabilities | |
| 122 | | |
| 157 | |
| Deferred tax liabilities | |
| 750 | | |
| 700 | |
| Total non-current liabilities | |
| 37,691 | | |
| 23,149 | |
| | |
| | | |
| | |
| Total liabilities | |
| 156,523 | | |
| 134,887 | |
| | |
| | | |
| | |
| Shareholders’ equity | |
| | | |
| | |
| Share capital | |
| 3,400 | | |
| 3,405 | |
| Share premium | |
| 198,918 | | |
| 202,830 | |
| Translation reserve | |
| (14,908 | ) | |
| (28,096 | ) |
| Retained earnings | |
| 143,365 | | |
| 152,614 | |
| Total shareholders’ equity | |
| 330,775 | | |
| 330,753 | |
| | |
| | | |
| | |
| Total liabilities and shareholders’ equity | |
$ | 487,298 | | |
$ | 465,640 | |
| Consolidated Statements of Cash Flows | |
| | |
| | |
| | |
| |
| | |
| | |
| | |
| | |
| |
| | |
For the nine months ended | | |
For the three months ended | |
| | |
September 30, | | |
September 30, | |
| | |
2014 | | |
2015 | | |
2014 | | |
2015 | |
| | |
(Unaudited) | | |
(Unaudited) | |
| Cash flows from operating activities | |
| | | |
| | | |
| | | |
| | |
| Net income for the period | |
$ | 20,485 | | |
$ | 9,249 | | |
$ | 9,464 | | |
$ | 2,242 | |
| | |
| | | |
| | | |
| | | |
| | |
| Adjustments: | |
| | | |
| | | |
| | | |
| | |
| Amortization of intangible assets | |
| 2,042 | | |
| 2,765 | | |
| 781 | | |
| 907 | |
| Change in fair value of derivative financial instruments | |
| (1,324 | ) | |
| (3,040 | ) | |
| (1,588 | ) | |
| 800 | |
| Exchange rate differences on Short-term loans and borrowing | |
| - | | |
| (1,386 | ) | |
| - | | |
| (46 | ) |
| Exchange rate differences on long-term loans and borrowing | |
| (1,030 | ) | |
| (2,870 | ) | |
| (1,030 | ) | |
| 365 | |
| Depreciation of property, plant and equipment | |
| 10,085 | | |
| 9,822 | | |
| 3,994 | | |
| 3,352 | |
| Restructuring costs | |
| - | | |
| 6,536 | | |
| - | | |
| 2,003 | |
| Share based payment | |
| 6,732 | | |
| 3765 | | |
| 2,195 | | |
| 1,334 | |
| Interest expense (income), net | |
| 552 | | |
| 64 | | |
| 219 | | |
| (62 | ) |
| Income tax expense | |
| 2,672 | | |
| 2,158 | | |
| 1,229 | | |
| 787 | |
| | |
| 40,214 | | |
| 27,063 | | |
| 15,264 | | |
| 11,682 | |
| Decrease (increase) in inventories | |
| (15,604 | ) | |
| 10,117 | | |
| (11,659 | ) | |
| 5,061 | |
| Decrease (increase) trade and other receivables | |
| 23,425 | | |
| 17,373 | | |
| 9,572 | | |
| (1,850 | ) |
| Increase (decrease) in trade payables and other liabilities | |
| (17,933 | ) | |
| (21,078 | ) | |
| 10,345 | | |
| 1,560 | |
| Increase (decrease) in employee benefits | |
| (70 | ) | |
| (41 | ) | |
| (89 | ) | |
| 74 | |
| Increase (decrease) in provisions | |
| 378 | | |
| 188 | | |
| (79 | ) | |
| (88 | ) |
| | |
| 30,410 | | |
| 33,622 | | |
| 23,354 | | |
| 16,439 | |
| Interest paid | |
| (549 | ) | |
| (182 | ) | |
| (220 | ) | |
| (17 | ) |
| Income tax received | |
| 715 | | |
| 549 | | |
| 5 | | |
| 283 | |
| Income tax paid | |
| (4,361 | ) | |
| (5,508 | ) | |
| (422 | ) | |
| (2,303 | ) |
| Net cash from operating activities | |
| 26,215 | | |
| 28,481 | | |
| 22,717 | | |
| 14,402 | |
| | |
| | | |
| | | |
| | | |
| | |
| Cash flows from investing activities | |
| | | |
| | | |
| | | |
| | |
| Interest received | |
| 42 | | |
| 118 | | |
| 15 | | |
| 79 | |
| Proceeds from investment grants | |
| - | | |
| 2,252 | | |
| - | | |
| - | |
| Proceeds from (payment for) derivative financial instruments, net | |
| (527 | ) | |
| 2,571 | | |
| 721 | | |
| 828 | |
| Acquisition of property, plant and equipment | |
| (43,710 | ) | |
| (40,793 | ) | |
| (15,499 | ) | |
| (12,208 | ) |
| Acquisition of intangible assets | |
| (4,054 | ) | |
| (2,825 | ) | |
| (1,508 | ) | |
| (974 | ) |
| Net cash used in investing activities | |
| (48,249 | ) | |
| (38,677 | ) | |
| (16,271 | ) | |
| (12,275 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Cash flows from financing activities | |
| | | |
| | | |
| | | |
| | |
| Proceeds from exercise of employee share options | |
| 820 | | |
| 153 | | |
| 79 | | |
| - | |
| Receipts of long-term loans and borrowings | |
| 30,210 | | |
| - | | |
| 30,210 | | |
| - | |
| Repayments of long-term loans and borrowings | |
| - | | |
| (14,026 | ) | |
| - | | |
| (1,674 | ) |
| Change in short-term debt | |
| (8,830 | ) | |
| 22,013 | | |
| (31,997 | ) | |
| 9,673 | |
| Net cash from (used in) financing activities | |
| 22,200 | | |
| 8,140 | | |
| (1,708 | ) | |
| 7,999 | |
| | |
| | | |
| | | |
| | | |
| | |
| Net increase (decrease) in cash and cash equivalents | |
| 166 | | |
| (2,056 | ) | |
| 4,738 | | |
| 10,126 | |
| Cash and cash equivalents at the beginning of the period | |
| 40,885 | | |
| 46,880 | | |
| 36,244 | | |
| 33,418 | |
| Effect of exchange rates fluctuations on cash and cash equivalents | |
| (1,150 | ) | |
| (1,344 | ) | |
| (1,081 | ) | |
| (64 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Cash and cash equivalents at the end of the period | |
$ | 39,901 | | |
$ | 43,480 | | |
$ | 39,901 | | |
$ | 43,480 | |
| Information about Adjusted revenue in reportable segments | |
| | |
| |
| | |
| | |
| | |
| | |
| | |
| |
| | |
Western Europe | | |
The Americas | | |
Asia-Pacific | | |
Central & Eastern Europe, Middle East, Africa | | |
Total | |
| | |
(In thousands) | |
| Nine months ended: | |
| | |
| | |
| | |
| | |
| |
| September 30, 2014 (Unaudited) | |
$ | 214,805 | | |
| 105,141 | | |
| 37,396 | | |
| 27,906 | | |
$ | 385,248 | |
| September 30, 2015 (Unaudited) | |
| 188,238 | | |
| 72,098 | | |
| 27,040 | | |
| 15,637 | | |
$ | 303,013 | |
| | |
| | | |
| | | |
| | | |
| | | |
| | |
| Three months ended: | |
| | | |
| | | |
| | | |
| | | |
| | |
| September 30, 2014 (Unaudited) | |
$ | 74,589 | | |
| 29,504 | | |
| 13,265 | | |
| 8,547 | | |
$ | 125,905 | |
| September 30, 2015 (Unaudited) | |
$ | 68,505 | | |
| 26,234 | | |
| 8,997 | | |
| 6,279 | | |
$ | 110,015 | |
The following tables present the Company’s
Adjusted revenue, by
product type for the periods presented,
as well as such revenue
by product type as a percentage of total
revenue:
| | |
Nine months ended | | |
Three months ended | |
| | |
September 30, | | |
September 30, | |
| | |
2014 | | |
2015 | | |
2014 | | |
2015 | |
| | |
(Unaudited) | | |
(Unaudited) | |
| | |
Revenue | |
| | |
(in thousands) | |
| | |
| | |
| | |
| | |
| |
| Sparkling Water Maker starter kits (including exchange cylinders) | |
$ | 119,534 | | |
$ | 91,499 | | |
$ | 41,464 | | |
$ | 34,234 | |
| Consumables | |
| 254,835 | | |
| 205,133 | | |
| 81,212 | | |
| 73,882 | |
| Other | |
| 10,879 | | |
| 6,381 | | |
| 3,229 | | |
| 1,899 | |
| Total | |
$ | 385,248 | | |
$ | 303,013 | | |
$ | 125,905 | | |
$ | 110,015 | |
| | |
Nine months ended | | |
Three months ended | |
| | |
September 30, | | |
September 30, | |
| | |
2014 | | |
2015 | | |
2014 | | |
2015 | |
| | |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | |
| | |
As a percentage of revenue | |
| | |
| | |
| | |
| | |
| |
| Sparkling Water Maker starter kits (including exchange cylinders) | |
| 31.0 | % | |
| 30.2 | % | |
| 32.9 | % | |
| 31.1 | % |
| Consumables | |
| 66.1 | % | |
| 67.7 | % | |
| 64.5 | % | |
| 67.2 | % |
| Other | |
| 2.9 | % | |
| 2.1 | % | |
| 2.6 | % | |
| 1.7 | % |
| Total | |
| 100.0 | % | |
| 100.0 | % | |
| 100.0 | % | |
| 100.0 | % |
The following table provides
a reconciliation of Non-IFRS to IFRS
financial data for the three months ended September 30, 2015:
| | |
Non-IFRS | | |
Restructuring | | |
IFRS | |
| | |
In Thousands USD | |
| Revenue | |
$ | 110,015 | | |
$ | | | |
$ | 110,015 | |
| Cost of revenue | |
| 56,800 | | |
| 2,455 | | |
| 59,255 | |
| Gross profit | |
| 53,215 | | |
| (2,455 | ) | |
| 50,760 | |
| Operating income | |
| 5,412 | | |
| (2,455 | ) | |
| 2,957 | |
| Net income for the period | |
$ | 4,697 | | |
$ | (2,455 | ) | |
$ | 2,242 | |
| Net income per share | |
| | | |
| | | |
| | |
| Basic and diluted (in USD) | |
| 0.22 | | |
| (0.11 | ) | |
| 0.11 | |
| EBITDA | |
| | |
| | |
| | |
| |
| | |
Nine months ended | | |
Three months ended | |
| | |
September 30, | | |
September 30, | |
| | |
2014 | | |
2015 | | |
2014 | | |
2015 | |
| | |
(Unaudited) | |
| | |
(In thousands) | |
| | |
| | |
| | |
| | |
| |
| Reconciliation of Net Income to EBITDA | |
| | | |
| | | |
| | | |
| | |
| Net income | |
$ | 20,485 | | |
$ | 9,249 | | |
$ | 9,464 | | |
$ | 2,242 | |
| Financial income, net (*) | |
| (658 | ) | |
| (5,148 | ) | |
| (1,783 | ) | |
| (72 | ) |
| Income tax expense | |
| 2,672 | | |
| 2,158 | | |
| 1,229 | | |
| 787 | |
| Depreciation and amortization | |
| 12,127 | | |
| 12,587 | | |
| 4,775 | | |
| 4,259 | |
| EBITDA | |
$ | 34,626 | | |
$ | 18,846 | | |
$ | 13,685 | | |
$ | 7,216 | |
| Restructuring | |
| - | | |
| 7,347 | | |
| - | | |
| 2,455 | |
| Adjusted EBITDA | |
| 34,626 | | |
| 26,193 | | |
| 13,685 | | |
| 9,671 | |
| (*) | Starting in Q1 2015, the Company presents EBITDA excluding
total financial expense (income), net, as opposed to 2014 in which EBITDA was presented excluding only interest expense. Three
months ended September 30, 2014 and nine months ended September 30, 2014 EBITDA were also adjusted to exclude total financial
expense. |
Exhibit 99.2
SodaStream International Ltd.
Chief Financial Officer’s Commentary
Third Quarter 2015
Restructuring
During the third quarter of 2015, the Company
recorded pre-tax charges of $2.5 million in cost of revenues as part of the restructuring and growth plan it announced on October
29, 2014. An expense of $1.9 million was related to activities associated with discontinued products, and additional expense of
$0.6 million was associated with the transition to the new plant in Southern Israel which increased cost of revenue.
The following table provides a reconciliation
of Non-IFRS to IFRS financial data for the three months ended September 30, 2015:
| | |
Non-IFRS | | |
Restructuring | | |
IFRS | |
| | |
In Thousands USD | |
| Revenue | |
$ | 110,015 | | |
$ | | | |
$ | 110,015 | |
| Cost of revenue | |
| 56,800 | | |
| 2,455 | | |
| 59,255 | |
| Gross profit | |
| 53,215 | | |
| (2,455 | ) | |
| 50,760 | |
| Operating income | |
| 5,412 | | |
| (2,455 | ) | |
| 2,957 | |
| Net income for the period | |
$ | 4,697 | | |
$ | (2,455 | ) | |
$ | 2,242 | |
| Net income per share | |
| | | |
| | | |
| | |
| Basic and diluted (in USD) | |
| 0.22 | | |
| (0.11 | ) | |
| 0.11 | |
Revenue
Third quarter revenue decreased 13.0% to
$110.0 million from $125.9 million in the third quarter 2014. Changes in foreign currency exchange rates negatively impacted revenue
by $16.0 million, primarily reflecting the weakening of the Euro/U.S. dollar exchange rate by 17%, the Australian Dollar/U.S. Dollar
by 22% and the Swedish Krona/U.S. Dollar by 18% versus the same period last year.
| Geographical Revenue Breakdown | |
| | |
| | |
| |
| Revenue | |
Three Months Ended | | |
| | |
| |
| | |
September 30,
2014 | | |
September 30,
2015 | | |
(Decrease) | | |
(Decrease) | |
| | |
In Millions USD | | |
% | |
| Western Europe | |
$ | 74.6 | | |
$ | 68.5 | | |
$ | (6.1 | ) | |
| (8 | )% |
| The Americas | |
| 29.5 | | |
| 26.2 | | |
| (3.3 | ) | |
| (11 | )% |
| Asia-Pacific | |
| 13.3 | | |
| 9.0 | | |
| (4.3 | ) | |
| (32 | )% |
| Central & Eastern Europe, Middle East, Africa | |
| 8.5 | | |
| 6.3 | | |
| (2.2 | ) | |
| (27 | )% |
| Total | |
$ | 125.9 | | |
$ | 110.0 | | |
$ | (15.9 | ) | |
| (13 | )% |
On a constant currency basis the revenue
comparison is as follows:
| Geographical Revenue Breakdown - currency neutral |
|
|
|
|
|
|
|
|
|
| Revenue |
|
Three Months Ended |
|
|
|
|
|
|
|
| |
|
September 30, 2014 |
|
|
September 30,
2015 - at
Q3-2014 rates |
|
|
Increase
(Decrease) |
|
|
Increase
(Decrease) |
|
| |
|
|
In Millions USD |
|
|
% |
|
| Western Europe |
|
$ |
74.6 |
|
|
$ |
81.3 |
|
|
$ |
6.7 |
|
|
|
9 |
% |
| The Americas |
|
|
29.5 |
|
|
|
27.0 |
|
|
|
(2.5) |
|
|
|
(8) |
% |
| Asia-Pacific |
|
|
13.3 |
|
|
|
10.6 |
|
|
|
(2.7) |
|
|
|
(20) |
% |
| Central & Eastern Europe, Middle East, Africa |
|
|
8.5 |
|
|
|
7.1 |
|
|
|
(1.4) |
|
|
|
(16) |
% |
| Total |
|
$ |
125.9 |
|
|
$ |
126.0 |
|
|
$ |
0 .1 |
|
|
|
0 |
% |
The following table sets forth each region’s
contribution to total revenue and a comparison with the third quarter 2014 (by percentage):
| Region | |
Portion of the revenue in
three months ended | |
| | |
September 30,
2014 | | |
September 30,
2015 | |
| The Americas | |
| 23.4 | % | |
| 23.8 | % |
| Western Europe | |
| 59.3 | % | |
| 62.3 | % |
| Asia-Pacific | |
| 10.5 | % | |
| 8.2 | % |
| Central & Eastern Europe, Middle East & Africa | |
| 6.8 | % | |
| 5.7 | % |
| Total | |
| 100.0 | % | |
| 100.0 | % |
The revenue decrease in the Americas was
mainly due to lower demand for sparkling water makers in the U.S. The decrease in Western Europe revenue was mainly due to changes
in foreign currency exchange rates. Excluding the foreign currency exchange impact, Western Europe revenue increased by approximately
9% due to increased sales in Germany, Austria, Italy, Benelux and Switzerland partially offset by declines in France and the Nordics.
Asia-Pacific revenue decreased primarily due to changes in foreign currency exchange rates combined with lower sales in Australia,
partially offset by increased sales in Japan. The decrease in CEMEA revenue was due to changes in foreign currency exchange rates.
Sparkling water maker unit sales decreased
22% to 639,000 from 818,000 in the same period in 2014 mainly due to decreases in the U.S and France partially offset by increases
in Germany, Austria and Italy. CO2 refill unit sales increased 10% to a record of 7.0 million and flavor unit sales
decreased 12% to 6.7 million.
Gross Margin
Gross margin for the third quarter 2015
(before the impact of restructuring costs) was 48.4% compared to 51.2% for the same period in 2014. Third quarter 2015 gross margin
was negatively impacted primarily by the unfavorable changes in foreign currency exchange rates, partially offset by higher share
of CO2 refills in product mix.
Sales and Marketing
Sales and marketing expenses for the third
quarter 2015 totaled $36.0 million, or 32.8% of revenue, compared to $41.6 million, or 33.1% of revenue for the comparable period
in the prior year. The decrease in expenses was primarily attributable to lower distribution costs compared to the third quarter
2014 due to the lower sales volumes. Selling and marketing expenses also decreased versus the same period last year due to the
changes in foreign currency exchange rates led by the weakening of the Euro/U.S. dollar.
Selling expenses within sales and marketing
amounted to $20.3 million, or 18.4% of revenue, compared to $26.0 million or 20.6% of revenue in the third quarter 2014. Advertising
and promotion expenses within sales and marketing increased slightly to $15.8 million, or 14.3% of revenue in the quarter, compared
to $15.7 million or 12.5% of revenue in the third quarter 2014.
General and Administrative
General and administrative expenses for the third quarter 2015
were $11.8 million, or 10.7% of revenue, compared to $13.9 million, or 11.1% of revenue in the third quarter 2014. The decrease
was mainly due to a decrease in share-based payment expenses.
Operating Income
Operating income (before the impact of
restructuring costs) decreased to $5.4 million, or 4.9% of revenue, compared to $8.9 million, or 7.1% of revenue, in the third
quarter 2014. Operating income was negatively impacted mainly from changes in foreign currency exchange rates by approximately
$5.1 million. Adjusted operating income on a constant currency basis was $10.5 million or 8.3% of revenue reflecting theoretical
increase of 18% compared to the same period last year.
Tax Expense
Tax expense was $0.8 million with an effective
tax rate of 26.0%, compared to $1.2 million with an effective tax rate of 11.5% in the third quarter 2014. The increase in the
effective tax rate is due to the geographical allocation of profit before income tax.
IFRS Net Income
Third quarter 2015 net income on an IFRS
basis was $2.2 million, or $0.11 per diluted share, based on 21.1 million weighted shares outstanding compared to net income on
IFRS basis of $9.5 million, or $0.45 per diluted share, based on 21.2 million weighted shares outstanding in the third quarter
2014.
Adjusted Net Income
Third quarter 2015 Adjusted net income
was $4.7 million, or $0.22 per diluted share.
Foreign Currency Impact
Changes in foreign currency exchange rates
("FX") had a negative impact of $16.0 million on revenue mainly due to the weakening in the Euro, the Australian dollar
and the Swedish Krona exchange rate against the U.S. dollar compared to their average rates in the third quarter of 2014. Conversely,
FX had a positive impact on cost of revenue and operating expenses during the third quarter 2015, as approximately 75% of costs
and expenses in the third quarter were denominated in currencies other than the U.S. dollar, mainly the Israeli Shekel, which value
decreased by 8% against the U.S. dollar compared to its average rate in the same period in 2014. As a result, FX had an overall
net negative impact of approximately $5.1 million on operating income.
Balance Sheet
As of September 30, 2015, the Company had
cash and cash equivalents and bank deposits of $43.5 million compared to $46.9 million at December 31, 2014. The decrease is primarily
attributable to the investments in the Company’s new production facility. As of September 30, 2015, the Company had $47.6
million of bank debt mainly for financing the investments in the new production facility, compared to $43.9 million of bank debt
as of December 31, 2014.
Working capital at September 30, 2015, after the impact of the
restructuring, decreased 12.9% to $138.3 million compared to $158.8 million at December 31, 2014. Inventories at September 30,
2015 decreased 12.4% to $121.2 million compared to $138.4 million at December 31, 2014
Nine months 2015
Restructuring
During the nine months of 2015, the Company
recorded pre-tax charges of $7.3 million as part of the restructuring and growth plan it announced on October 29, 2014 relating
to activities associated with discontinued products, which decreased revenue by $2.8 million and increased cost of revenue by $3.5
million. An additional increase in cost of revenue of $1.0 million is associated with the transition to the new plant in Southern
Israel.
The following table provides a reconciliation
of Non-IFRS to IFRS financial data for the nine months ended September 30, 2015:
| | |
Non-IFRS | | |
Restructuring | | |
IFRS | |
| | |
In Thousands USD | |
| Revenue | |
$ | 303,013 | | |
$ | (2,820 | ) | |
$ | 300,193 | |
| Cost of revenue | |
| 150,928 | | |
| 4,527 | | |
| 155,455 | |
| Gross profit | |
| 152,085 | | |
| (7,347 | ) | |
| 144,738 | |
| Operating income | |
| 13,606 | | |
| (7,347 | ) | |
| 6,259 | |
| Net income for the period | |
$ | 16,596 | | |
$ | (7,347 | ) | |
$ | 9,249 | |
| Net income per share | |
| | | |
| | | |
| | |
| Diluted (in USD) | |
| 0.79 | | |
| (0.35 | ) | |
| 0.44 | |
Revenue
First nine months revenue before the impact
of the restructuring decreased 21.3% to $303.0 million from $385.2 million in the first nine months 2014. Changes in foreign currency
exchange rates negatively impacted revenue by $46.3 million, primarily reflecting the weakening of the Euro/U.S. dollar exchange
rate by 18%, the Australian dollar/U.S. dollar by 17% and the Swedish Krona/U.S. dollar by 21% versus the same period last year.
| Geographical Revenue Breakdown | |
| | |
| | |
| |
| Adjusted Revenue | |
Nine Months Ended | | |
| | |
| |
| | |
September 30,
2014 | | |
September 30,
2015 | | |
(Decrease) | | |
(Decrease) | |
| | |
In Millions USD | | |
% | |
| Western Europe | |
$ | 214.8 | | |
$ | 188.2 | | |
$ | (26.6 | ) | |
| (12.4 | %) |
| The Americas | |
| 105.1 | | |
| 72.1 | | |
| (33.0 | ) | |
| (31.4 | %) |
| Asia-Pacific | |
| 37.4 | | |
| 27.1 | | |
| (10.3 | ) | |
| (27.7 | %) |
| Central & Eastern Europe, Middle East, Africa | |
| 27.9 | | |
| 15.6 | | |
| (12.3 | ) | |
| (44.0 | %) |
| Total | |
$ | 385.2 | | |
$ | 303.0 | | |
$ | (82.2 | ) | |
| (21.3 | %) |
On a constant currency basis the Adjusted
revenue comparison is as follows:
| Geographical Revenue Breakdown - currency neutral | |
| | |
| | |
| |
| Adjusted Revenue | |
Nine Months Ended | | |
| | |
| |
| | |
September 30,
2014 | | |
September 30,
2015* | | |
Increase
(Decrease) | | |
Increase
(Decrease) | |
| | |
In Millions USD | | |
% | |
| Western Europe | |
$ | 214.8 | | |
$ | 226.5 | | |
$ | 11.7 | | |
| 5.5 | % |
| The Americas | |
| 105.1 | | |
| 73.8 | | |
| (31.3 | ) | |
| (29.8 | %) |
| Asia-Pacific | |
| 37.4 | | |
| 31.1 | | |
| (6.3 | ) | |
| (16.6 | %) |
| Central & Eastern Europe, Middle East, Africa | |
| 27.9 | | |
| 17.9 | | |
| (10.0 | ) | |
| (35.9 | %) |
| Total | |
$ | 385.2 | | |
$ | 349.3 | | |
$ | (35.9 | ) | |
| (9.3 | %) |
| * | At Q1-2014, Q2-2014 and Q3-2014 rates |
The following table sets forth each region’s
contribution to total revenue and a comparison with the first nine months of 2014
(by percentage):
| Region | |
Portion of the Adjusted revenue in
nine months ended | |
| | |
September 30,
2014 | | |
September 30,
2015 | |
| Western Europe | |
| 55.8 | % | |
| 62.1 | % |
| The Americas | |
| 27.3 | % | |
| 23.8 | % |
| Asia-Pacific | |
| 9.7 | % | |
| 8.9 | % |
| Central & Eastern Europe, Middle East & Africa | |
| 7.2 | % | |
| 5.2 | % |
| Total | |
| 100.0 | % | |
| 100.0 | % |
The revenue decrease in the Americas was
mainly due to lower demand for sparkling water makers and flavors in the U.S., which is partially due to the product transition
as part of the Company’s current brand repositioning and growth plan. The decrease in revenue in Western Europe was mainly
due to the impact from changes in foreign currency exchange rates. Excluding the foreign currency exchange impact, Western Europe
revenue increased approximately 5.5% due to increased sales in Germany, Austria and Switzerland partially offset by declines in
France and the Nordics. Asia-Pacific revenue decreased primarily due to changes in foreign currency exchange rates and a decrease
in sales in Australia and South Korea partially offset by increased sales in Japan. The decrease in CEMEA revenue was due to lower
sales in Czech Republic and Israel.
Sparkling water maker unit sales decreased
25% to 1.6 million from 2.2 million in the same period in 2014 mainly due to a decrease in the U.S and France partially offset
by an increase in Germany, Austria and Switzerland. CO2 refill unit sales increased 7% to a record of 20.0 million and flavor unit
sales decreased 34% to 16.7 million.
Gross Margin
Nine months gross margin (before the impact of restructuring
costs) was 50.2% this year compared to 51.3% in the prior year. Nine months 2015 gross margin was positively impacted primarily
by higher share of CO2 refills in product mix offset by unfavorable changes in foreign currency exchange rates.
Sales & Marketing
Sales and marketing expenses decreased
by 23.1% to $103.6 million, or 34.2% of Adjusted revenue, compared to $134.7 million, or 35.0% of revenue in the same period 2014.
Selling expenses within the sales and marketing expenses amounted to $61.7 million or 20.4% of Adjusted revenue, compared to $76.6
million or 19.9% of revenue in the first nine months of 2014. Advertising and promotion expenses were $41.9 million or 13.8% of
Adjusted revenue in the first nine months of 2015, compared to $58.1 million or 15.1% of revenue in the first nine months of 2014.
General & Administrative
General and administrative expenses for
the nine months of 2015 were $34.9 million, or 11.5% of Adjusted revenue, compared to $40.4 million, or 10.5% of revenue in 2014.
The decrease was mainly due to a decrease in share-based payment expenses.
Operating Income
Operating income (before the impact of
restructuring costs) decreased to $13.6 million, or 4.5% of Adjusted revenue compared to $22.5 million or 5.8% of revenue in the
first nine months of 2014. Operating income was negatively impacted from changes in foreign currency exchange rates by approximately
$12.2 million.
Tax Expense
Tax expense was $2.2 million representing an effective tax rate
of 18.9% compared to $2.7 million or an effective tax rate of 11.5% in the first nine months of 2014.
IFRS Net Income
First nine month 2015 net income on an
IFRS basis was $9.2 million, or $0.44 per diluted share, based on 21.1 million weighted shares outstanding, compared to net income
of $20.5 million, or $0.96 per diluted share, based on 21.2 million weighted shares outstanding in the first nine months of 2014.
Adjusted Net Income
First nine month 2015 Adjusted net income
was $16.6 million, or $0.79 per diluted share.
Foreign Currency Impact
Changes in foreign currency exchange rates
("FX") had a negative impact on adjusted revenue of $46.3 million mainly due to the weakening in the Euro, the Australian
dollar and the Swedish Krona exchange rates against the U.S. dollar compared to the same period last year. Conversely, FX had a
positive impact on cost of revenue and operating expenses during the first nine months of 2015, as approximately 75% of costs and
expenses were denominated in currencies other than the U.S. dollar, mainly the Israeli Shekel, which decreased in value by 10%
against the U.S. dollar compared to its average rate in the same period in 2014. As a result, FX had an overall net negative impact
of approximately $12.2 million on operating income.
Exhibit 99.3
Q3 2015 % Change Y/Y Total Revenues $110.0 million - 13% Soda Maker Units 639,000 - 22% Flavor Units 6.7 million - 12% CO 2 Refill Units 7.0 million +10% Net Income Non - IFRS (1) $4.7 million - 50% EPS (2) Non - IFRS (1) $0.22 - 50% Net Income IFRS $2.2 million - 76% EPS (2) IFRS $0.11 - 76% Financial Highlights Q3 2015 (1 ) Excluding impact of restructuring. For reconciliations of the Non - IFRS measures to the IFRS results, see the Company’s press release “ SodaStream reports third Quarter Fiscal 2015 results” ( 2) Based on 21.1 million weighted shares outstanding in Q3 2015 and 21.2 million weighted shares outstanding in Q3 2014
Quarterly Revenue 2009 - 2015 (in $ millions) Quarterly Revenue Change 27.9 31.6 35.9 40.9 39.1 50.0 54.5 64.9 58.5 69.1 75.7 85.7 87.9 103.0 112.5 132.9 117.6 132.4 144.6 168.1 118.2 141.2 125.9 126.5 91.3 101.7 110.0 - 20.0 40.0 60.0 80.0 100.0 120.0 140.0 160.0 180.0 Q1 Q2 Q3 Q4 2009 2010 2011 2012 2013 2014 2015
Quarterly Soda Maker Unit Sales 2009 - 2015 (in thousands ) Quarterly Soda Maker Units Change 184 203 285 385 297 463 449 712 592 634 717 767 683 764 940 1,111 776 935 1,196 1,542 604 785 818 1,018 518 491 639 - 200 400 600 800 1,000 1,200 1,400 1,600 1,800 Q1 Q2 Q3 Q4 2009 2010 2011 2012 2013 2014 2015
Quarterly Refill Unit Sales 2009 - 2015 (in millions) Quarterly CO 2 Refill Units Change 1.9 2.1 2.2 2.3 2.3 2.5 2.8 2.7 2.9 3.4 3.6 3.4 3.7 4.2 4.3 4.3 4.8 5.5 5.8 5.4 5.8 6.5 6.4 6.3 6.0 6.9 7.0 - 1.0 2.0 3.0 4.0 5.0 6.0 7.0 8.0 Q1 Q2 Q3 Q4 2009 2010 2011 2012 2013 2014 2015
Quarterly Flavor Unit Sales 2009 - 2015 (in millions) Quarterly Flavor Units Change 1.4 1.7 2.0 2.2 3.0 3.1 4.1 3.7 3.8 6.1 4.4 4.6 5.8 7.2 7.7 7.4 7.7 8.5 8.3 9.8 8.4 9.3 7.6 6.1 4.9 5.1 6.7 0.0 2.0 4.0 6.0 8.0 10.0 12.0 Q1 Q2 Q3 Q4 2009 2010 2011 2012 2013 2014 2015
Consolidated Statements of Operations Q3 - 2015 vs. Q3 - 2014 2014 2015 Reported Reported (Unadjusted) Restructuring Adjusted (Unadjusted) Restructuring Adjusted (Unaudited ) (Unaudited ) (Unaudited ) (Unaudited) (Unaudited) (Unaudited) Revenue $125,905 $0 $125,905 $110,015 $0 $110,015 Cost of revenue 61,428 61,428 59,255 (2,455) 56,800 Gross profit 64,477 64,477 50,760 2,455 53,215 Operating expenses Sales and marketing 41,636 41,636 36,031 36,031 General and administrative 13,931 13,931 11,772 0 11,772 Other income, net 0 0 0 0 0 Total operating expenses 55,567 0 55,567 47,803 0 47,803 Operating income 8,910 0 8,910 2,957 2,455 5,412 Interest expense (income), net 219 219 (62) (62) Other financial expense (income), net (2,002) (2,002) (10) (10) Total financial expense (income), net (1,783) (1,783) (72) (72) Income before income taxes 10,693 0 10,693 3,029 2,455 5,484 Income tax expense 1,229 1,229 787 787 Net income for the period $9,464 $0 $9,464 $2,242 $2,455 $4,697 Net income per share Basic $0.45 $0.45 $0.11 $ 0.11 $0.22 Diluted $0.45 $0.45 $0.11 $ 0.11 $0.22 Weighted average number of shares Basic 21,000 21,000 21,041 21,041 Diluted 21,193 21,193 21,118 21,118
Consolidated Statements of Operations Sep YTD - 2015 vs. Sep YTD - 2014 2014 2015 Reported Reported (Unadjusted) Restructuring Adjusted (Unadjusted) Restructuring Adjusted (Unaudited ) (Unaudited ) (Unaudited ) (Unaudited) (Unaudited) (Unaudited) Revenue $385,248 $0 $385,248 $300,193 $2,820 $303,013 Cost of revenue 187,668 0 187,668 155,455 (4,527) 150,928 Gross profit 197,580 197,580 144,738 7,347 152,085 Operating expenses Sales and marketing 134,723 134,723 103,610 103,610 General and administrative 40,358 40,358 34,869 34,869 Other income, net 0 0 0 0 0 Total operating expenses 175,081 0 175,081 138,479 0 138,479 Operating income 22,499 0 22,499 6,259 7,347 13,606 Interest expense (income), net 552 552 64 64 Other financial expense (income), net (1,210) (1,210) (5,212) (5,212) Total financial expense (income), net (658) (658) (5,148) (5,148) Income before income taxes 23,157 0 23,157 11,407 7,347 18,754 Income tax expense 2,672 2,672 2,158 2,158 Net income for the period $20,485 $0 $20,485 $9,249 $7,347 $16,596 Net income per share Basic $0.98 $0.98 $0.44 $0.35 $0.79 Diluted $0.96 $0.96 $0.44 $0.35 $0.79 Weighted average number of shares Basic 20,956 20,956 21,030 21,030 Diluted 21,243 21,243 21,111 21,111
Sodastream International Ltd. - Ordinary Shares (delisted) (NASDAQ:SODA)
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