MNDO MIND C T I Ltd

 

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, 2023
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:

 

Press Release: MIND CTI Reports Second Quarter 2023 Results

 

 

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,
Date: August 8, 2023	/s/ Monica Iancu
	Title:	Monica Iancu
		President and Chief Executive Officer

 

 

EXHIBIT INDEX

 

Exhibit Number Description of Exhibit

 

1.

MIND CTI Reports Second Quarter 2023 Results

 

4

 

Exhibit 1

 

MIND CTI Reports Second Quarter 2023 Results

 

Yoqneam, Israel, August 8, 2023 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, 2023.

 

The following will summarize our major developments in the second quarter of 2023 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, compared with $5.2 million in the second quarter of 2022.

 

●

Operating income of $1.1 million, or 20% of total revenues, compared with $1.3 million, or 25% of total revenues in the second quarter of 2022.

 

●

Net income was $1.1 million, or $0.06 per share, compared with $1.2 million, or $0.06 per share in the second quarter of 2022.

 

●

New win after quarter end.

 

●

Cash flow from operating activities in the quarter of $1.9 million, compared with $1.6 million in the second quarter of 2022.

 

Six Month Financial Highlights

 

●

Revenues of $10.7 million, compared with $10.9 million in the first six months of 2022.

 

●

Operating income of $2.4 million, or 22% of total revenues, compared with $2.9 million or 27% of total revenues in the first six months of 2022.

 

●

Net income of $2.5 million, or $0.12 per share, compared with $2.7 million, or $0.14 per share in the first six months of 2022.

 

●

Cash flow from operating activities in the first six months of 2023 was $2.4 million, compared with $2.1 million in the first six months of 2022.

 

Monica Iancu, MIND CTI CEO, commented: “We are pleased to announce that after a very long selection process, we were chosen to supply our comprehensive billing and customer care solution to a telecommunications customer, which operates in Europe. The new contract, closed after second quarter end, includes implementation revenues that are expected to be recognized in the coming three quarters and additional revenues starting the second quarter of 2024, encompassing managed services, support and license subscription.

 

“We continue to invest in our product suite and we cautiously mention that we see a modest increase in search for billing solutions from telcos that are looking for system replacements.

 

“At the same time, we continue to promote our online store / e-commerce platform to existing customers and potential new ones. We believe that our ongoing investment in maintaining up-to-date technology and infrastructure with increased security and additional functionality, keep us relevant and competitive.”

 

 

Cash Position

 

Our cash position, including short-term deposits and marketable securities, was $15 million as of June 30, 2023, compared with $15.1 million as of June 30, 2022.

 

As previously announced, the Board declared on March 8, 2023, a cash dividend of $0.24 per share before withholding tax. The dividend sum of approximately $4.8 million was distributed in April 2023.

 

Revenue Distribution for Q2 2023

 

Europe represented 50% (including the messaging segment revenues in Germany that represented 35%), the Americas represented 38%, and the rest of the world represented 12% of total revenues.

 

Customer care and billing software totaled $2.9 million, or 54% of total revenues, enterprise messaging and payment solutions were $1.8 million, or 35% of total revenues and enterprise call accounting software totaled $0.5 million, or 11% of total revenues.

 

Licenses totaled $0.1 million, or 2% of total revenues, while maintenance and additional services were $5.1 million, or 98% of total revenues.

 

Revenue Distribution for the First Six Months of 2023

 

Europe represented 52% (including the messaging segment revenues in Germany that represented 37%), the Americas represented 38%, and the rest of the world represented 10% of total revenues.

 

Customer care and billing software totaled $5.7 million, or 53% of total revenues, enterprise messaging and payment solutions were $3.9 million, or 37% of total revenues and enterprise call accounting software totaled $1.1 million, or 10% of total revenues.

 

Licenses totaled $0.3 million, or 3% of total revenues, while maintenance and additional services were $10.4 million, or 97% 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 the United States, Romania, Germany and Israel.

 

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								Six Months
		Ended June 30,								Ended June 30,
		2023				2022				2023				2022
		U.S. dollars in thousands (except per share data)
REVENUES		$	5,252			$	5,238			$	10,739			$	10,929
COST OF REVENUES			2,535				2,378				5,322				4,985
GROSS PROFIT			2,717				2,860				5,417				5,944
OPERATING EXPENSES:
Research and development			905				848				1,805				1,792
Selling and marketing			299				286				564				433
General and administrative			439				417				668				786
Total operating expenses			1,643				1,551				3,037				3,011
OPERATING INCOME			1,074				1,309				2,380				2,933
FINANCIAL INCOME (EXPENSES), net			142				(68	)			290				(61	)
INCOME BEFORE TAXES ON INCOME			1,216				1,241				2,670				2,872
TAXES ON INCOME			78				17				187				147
NET INCOME		$	1,138			$	1,224			$	2,483			$	2,725
EARNINGS PER SHARE - in U.S. dollars
Basic		$	0.06			$	0.06			$	0.12			$	0.14
Diluted		$	0.06			$	0.06			$	0.12			$	0.13
WEIGHTED AVERAGE NUMBER OF SHARES USED IN COMPUTATION OF EARNINGS PER SHARE - in thousands:
Basic			20,202				20,105				20,149				20,086
Diluted			20,469				20,360				20,440				20,377

 

 

MIND C.T.I. LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

		June 30,				December 31,
		2023				2022
		U.S. dollars in thousands
ASSETS
CURRENT ASSETS:
Cash and cash equivalents		$	6,125			$	5,265
Short-term bank deposits			8,702				12,040
Marketable securities			175				174
Accounts receivable, net			2,476				2,357
Other current assets			362				293
Prepaid expenses			276				169
Total current assets			18,116				20,298
NON-CURRENT ASSETS:
Accounts receivable			97				58
Severance pay fund			1,929				1,914
Deferred income taxes			147				143
Property and equipment, net			232				225
Right-of-use assets, net			820				946
Intangible assets, net			321				374
Goodwill			7,828				7,785
Total assets		$	29,490			$	31,743
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable		$	1,057			$	937
Other current liabilities and accruals			1,356				1,978
Current maturities of lease liabilities			276				271
Deferred revenues			2,530				1,986
Total current liabilities			5,219				5,172
LONG-TERM LIABILITIES:
Deferred revenues			100				107
Lease liabilities, net of current maturities			478				615
Accrued severance pay			1,936				1,930
Deferred income taxes			96				112
Total liabilities			7,829				7,936
SHAREHOLDERS’ EQUITY:
Share capital			54				54
Additional paid-in capital			27,647				27,546
Accumulated other comprehensive loss			(1,008	)			(1,073	)
Accumulated deficit			(4,017	)			(1,662	)
Treasury shares			(1,015	)			(1,058	)
Total shareholders’ equity			21,661				23,807
Total liabilities and shareholders’ equity		$	29,490			$	31,743

 

 

MIND C.T.I. LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

		Three Months								Six Months
		Ended June 30,								Ended June 30,
		2023				2022				2023				2022
		U.S. dollars in thousands
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income		$	1,138			$	1,224			$	2,483			$	2,725
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation and amortization			51				43				100				89
Deferred income taxes, net			(10	)			(22	)			(22	)			(29	)
Accrued severance pay			12				16				19				10
Unrealized loss (gain) from marketable securities, net			(16	)			18				(1	)			31
Employees share-based compensation expenses			73				68				141				115
Changes in operating asset and liability items:
Decrease (increase) in accounts receivable, net			383				(326	)			(139	)			(804	)
Decrease (increase) in other current assets			44				(129	)			(68	)			(193	)
Decrease (increase) in prepaid expenses			(23	)			34				(107	)			(15	)
Increase (decrease) in accounts payable			43				(79	)			105				189
Decrease in other current liabilities and accruals			(628	)			(154	)			(630	)			(617	)
Change in operating lease liability			(4	)			(80	)			(6	)			(104	)
Increase in deferred revenues			795				993				537				698
Net cash provided by operating activities			1,858				1,606				2,412				2,095
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment			(2	)			(56	)			(44	)			(68	)
Severance pay funds			(14	)			(15	)			(28	)			(32	)
Investment in marketable securities			-				(797	)			-				(797	)
Proceeds from short-term bank deposits			2,285				4,093				3,338				4,882
Net cash provided by investing activities			2,269				3,225				3,266				3,985
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividend paid			(4,839	)			(5,227	)			(4,839	)			(5,227	)
Net cash used in financing activities			(4,839	)			(5,227	)			(4,839	)			(5,227	)
TRANSLATION ADJUSTMENTS ON CASH AND CASH EQUIVALENTS			2				(89	)			21				(117	)
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS			(710	)			(485	)			860				736
BALANCE OF CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD			6,835				5,403				5,265				4,182
BALANCE OF CASH AND CASH EQUIVALENTS AT END OF PERIOD		$	6,125			$	4,918			$	6,125			$	4,918

 

5

 

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