TIDMLEAD 
 
 


Leadcom Integrated Solutions Ltd.

 


Financial Results of Q1 2009

 


Hod Hasharon, Israel, May 27, 2009 - Leadcom Integrated Solutions Ltd., ("Leadcom", or the "Company", AIM: LEAD), a leading international provider of innovative telecommunication solutions, announced today its results for the first quarter of 2009.

 


Financial Highlights

 
 
    -- P&L main items for the first quarter of 2009: 
 
                         3 months endedMarch  3 months endedMarch 31 2008 
                         31 2009 
=------------------------------------------------------------------------- 
In US$ million 
=------------------------------------------------------------------------- 
Revenues                 35.0                 55.7 
=------------------------------------------------------------------------- 
Adjusted* Gross profit   6.1                  11.8 
=------------------------------------------------------------------------- 
Adjusted* Gross          17%                  21% 
profit margin 
=------------------------------------------------------------------------- 
General                  (8.6)                (8.8) 
and Administrative 
expenses 
=------------------------------------------------------------------------- 
Adjusted* Operating      (3.3)                1.0 
Profit (loss) 
=------------------------------------------------------------------------- 
Financing expenses       (1.9)                (0.9) 
=------------------------------------------------------------------------- 
Loss for the period      (5.9)                (1.3) 
=------------------------------------------------------------------------- 
 
 
 
    -- Adjusted Gross and Operating profit - excluding amortization and 


option expenses

 
    -- Buyback of NIS 5.8 million par value of debentures in Q1/2009 (in 


addition to NIS 9.5 million par value in the fourth quarter of 2008)
according to the debenture buy-back plan approved by the board of
directors in the fourth quarter of 2008, generating a one-off profit
of $US 0.7 million in Q1/2009.

 
    -- Breach of two financial covenants contained in letters of undertaking 


provided to the Company's lending banks. The Company has held
preliminary discussions with the banks, in order to seek their consent
to revise the financial covenants and/or to receive adequate waivers.

 


Proposed De-Listing from AIM

 


The Board has resolved that on or around 28 May 2009, a circular will be posted to the Company's shareholders to convene an Extraordinary General Meeting ("EGM"), at which a resolution will be proposed to approve the cancellation of the admission of the Company's ordinary shares to trading on AIM. Leadcom's ordinary shares and debentures will continue to be traded on the Tel Aviv Stock Exchange ("TASE").

 


In making the decision to propose to the Company's shareholders to cancel the admission of the Company's ordinary shares to trading on AIM, the Directors have considered the current low volumes of trading in the Ordinary Shares on AIM as well as the ongoing expense of maintaining a quotation on both AIM and TASE, as maintaining a quotation on AIM gives rise to significant expenses incurred by the Company, including ongoing AIM fees, Nominated Adviser (NOMAD) fees, CREST fees, share register fees and increased legal and accounting fees. In addition, the listing of the Company's shares on both AIM and TASE increases the complexity of the Company's regulatory obligations which consumes management time and exposes the Company to conflicting regulatory provisions.

 


The Company will take measures in order facilitate the continued trading of the Ordinary Shares currently quoted on AIM, following the cancellation. The Company has reached an agreement with a leading Israeli financial institution, which has agreed to open brokerage accounts for non-Israeli shareholders, and assist in facilitating the trading of the Leadcom shares currently held by UK holders on TASE. Furthermore, the Company will publish an extract of the Company's quarterly financial reports in English, as well as its principal announcements, on its website, for two years following the cancellation.

 


Arik Alcalay, Chief Executive Officer

 


The Company's results for the first quarter of 2009 did not meet the financial goals we expected to achieve, reflecting the continuing impact of the global economic crisis and the challenging business climate that we began to encounter in the second half of 2008.

 


Since the end of 2008, we have started to undertake corrective actions to adjust the Company's business focus and its cost structure to the market changes. Despite these measures, we still experienced more than expected weakness in some of our regions and therefore are continuing to take action to reduce our expense base and improve our financial results

 


Looking forward, our pipeline for the second half of 2009 is showing some initial encouraging signs that our customers are planning to resume their investments in infrastructure and network deployments, which should have positive consequences on the development of our business.

 


As mentioned in this press release we have also decided to request approval from our shareholders for the cancellation of the admission to trading on AIM of the Ordinary Shares. We believe that this will reduce significant direct and indirect expenses relating to this listing. We will continue to maintain our listing on the Tel Aviv Stock Exchange. We believe that the TASE gives adequate access to capital, both public and private, and also provides investors with an alternative platform for liquidity

 


Financial Results

 


Revenues for the first quarter of 2009 were US$35.0 million, a 37% decrease from US$55.7 million for the first quarter of 2008. The decrease is mainly attributed to decreased business activity in Africa and the Middle East (decrease of US$10.1 million), India (decrease of US$7.3 million) and the Americas (decrease of US$3.4 million), as a result of the global economic crisis and the challenging business climate. The reduction in revenues also reflects the Company's decision in 2008 to exit from less profitable business activities.

 


Adjusted Gross Profit for the first quarter of 2009 was US$6.1 million (17% of revenues) compared to US$11.8 million (21% of revenues) in the first quarter of 2008. The decrease in the adjusted gross profit is mainly due to the decrease in revenues as explained above, and a write-off of inventory in one of our subsidiaries.

 


Selling and marketing expensesfor the first quarter of 2009 were US$1.2 million (3% of revenues) compared to US$2.5 million (4% of revenues) in the first quarter of 2008. The decrease derived mainly from the decrease in the scope of activity and the Company's policy to reduce selling and marketing expenses.

 


General and administrative expenses for the first quarter of 2009 were US$8.6 million compared to US$8.8 million in the first quarter of 2008. This decrease is mainly the result of the Company's policy to reduce its current costs, including dismissal of employees, and the impact of the strengthening of the US Dollar compared to the Israeli Shekel, resulting in a decrease in costs associated with the Company's Israeli headquarters. The general and administrative expenses for the first quarter of 2009 include a bad debt provision related to customers in India amounting to US$0.9 million.

 


Adjusted operating loss for the first quarter of 2009 was US$3.3 million compared to a profit of US$1.0million for the first quarter of 2008. The decrease in the adjusted operating loss is due mainly to the decrease in revenues and a bad debt provision related to customers in India as mentioned above.

 


Net Finance expensesfor the first quarter of 2009 were US$1.9 million compared to US$0.9 million in the first quarter of 2008. The increase derived from the higher utilization of bank credit facilities compared to the first quarter of 2008, and the strengthening of the US Dollar which resulted in translation differences relating to the Company's foreign subsidiaries. The increase was partially offset by the currency revaluation effect of the debentures which are not hedged in addition to gains as a resulting from the buy back of Company debentures.

 


Net lossfor the first quarter of 2009 was US$5.9 million compared to a net loss of US$1.3 million in the first quarter of 2008.

 


Cash flowused in continuing operating activities for the first quarter of 2009 was negative, amounting to US$6.3 million, compared to a positive cash flow of US$0.7 million in the first quarter of 2008. The negative cash flow in the first quarter of 2009 was mainly the result of an increase in the number of customer credit days due to the impact of the global financial crisis. The negative cash flow is attributable, in addition, to a drop in the level of factoring performed by the Company due to a contraction in non-bank credit sources. The reduction in the level of factoring is a trend that began in 2008 and continued also in the first quarter of 2009.

 


Equity as at March 31, 2009 was US$15.6 million, equivalent to 12% of the balance sheet total, compared to 15% on December 31, 2008. The decrease in equity is mainly attributable to a loss of US$5.9 million in the first quarter of 2009, an increase in negative capital reserves from translation differences totaling US$0.6 million as a result of the weakening of subsidiaries' functional currency against the Company's functional currency (mainly the Indian Rupee at a rate of 3% and the Euro at a rate of 4%, against the US Dollar).

 


Accounts receivableas at March 31, 2009 was US$ 75.9 million, compared to US$87.7 million as at December 31, 2008. The decrease is mainly attributable to a decrease in the scope of activity and continued collection from customers during the first quarter of 2009

 


Inventory as at March 31, 2009 was US$9 million, compared to US$11.3 million as at December 31, 2008. This decrease is mainly due to a write-off of inventory in one of theCompany's subsidiaries.

 


The Non Current Debentures balance as at March 31, 2009 was US$19.4 million, compared to US$26 million as of December 31, 2008. The decrease is mainly attributable to the Company's repayment of the first series installment during the first quarter of 2009, and to the buyback of debentures by the Company.

 


Net Debt

 


The net debt balance as at March 31, 2009 was $46.8 million, compared to $44.3 million as at December 31, 2008. The company has utilized 83% of its credit facility as at March 31, 2009. The company had cash and cash equivalents of $13.4 million as at March 31, 2009.

 


Credit facilities and covenants

 


As stated in the Company's financial reports for full year 2008, the Company concluded an arrangement concerning the Company's credit lines and facilities with certain leading Israeli banks and a foreign bank (the "Banks"), according to which the Company is obliged to comply with certain financial covenants. Based on first quarter end testing dates, the Company is not complying with the covenant specifying the minimum tangible equity, as well as with the financial covenant specifying the minimum required ratio between the Company's tangible equity and its balance sheet total (excluding its intangible assets).

 


The Company has held initial negotiations with the Banks in order to amend said covenants or alternatively secure adequate waivers.

 


Although the Company believes it will reach a satisfactory agreement with the Banks, which would prevent the immediate repayment of the Company's outstanding balance and allow the Company to continue its operations in their current form, neither the outcome nor the length of the above negotiations can be predicted with any certainty. If the Company is not successful in reaching a satisfactory agreement with the Banks, there is a material concern regarding Company's ability to continue operations in their current form.

 


Forecasted cash flow

 


In accordance to section 10(b)(13) of the Israeli Securities Law Regulations (Periodic and Immediate Statements) - 1970, the Company should present forecasted cash flow for the next two years. Attached hereinafter is the Company's forecasted cash flow report from Q2 2009 up to and including Q1 2011 (the "Report").

 


The Company based its preparation of the Report on its sales forecast for the two years starting Q2 2009 up to and including Q1 2011, which reflects a decrease in the Company's sales volume, as a result of the global economic crisis. Such forecasted decrease in the Company's turnover would cause a decrease in the Company's EBITDA in 2009, compared to 2008. Nevertheless, the cash flow generated from Company's ongoing operations in 2009 is expected to be positive, mainly due to the collection of the account receivables balance that was accrued in the Company's balance sheet in 2008, and to the decrease in Company's expenditures basis in 2009.

 


The result of the aforesaid decrease will be reflected in the reduction of the Company's working capital balances (account receivables, account payables and inventory). In addition, the cash flow generated from ongoing operations in 2010 is expected to be positive, as a result of the increase in the forecasted EBITDA for the year 2010 compared to 2009, and an immaterial increase in the Company's working capital balances during such period.

 


It should be emphasized, that the aforementioned sales forecasts are not based, in their greater part, on binding orders from customers, but on assumptions and estimations which are based on negotiations between the Company and its customers, on the one hand, and on management's estimation regarding the scope of future incoming orders, on the other hand.

 


Additional Assumptions in the Preparation of the Report:

 


A. Company's Credit Facilities

 


1. Maintaining a policy of utilizing the majority of the Company's credit lines by the Israeli parent company, while sustaining a low level of credit utilization by the Company's subsidiaries. Receiving the banks consent to revise the financial covenants to such the Company will be able to comply with and/or securing adequate temporary waivers from them.

 


2. Immaterial decrease of the Company's outstanding balance owed to the banks on an ongoing basis, under the assumption of concluding an arrangement with the banks, as mentioned hereinabove.

 


B. Suppliers

 


The Company assumes that no material deviation in the payment terms currently existing vis-à-vis its main suppliers is expected.

 


C. Trade Receivables

 


The Company does not anticipate an additional extension in DSO's (days sales outstanding) vis-à-vis its customers.

 


D. Quality of Trade Receivables and Doubtful Debts

 


The Company does not predict a significant change in its customers' quality or its ability to collect their debts to the Company. The company will continue to insure itself, as possible, against its customers' risks.

 


E. Factoring

 


The Company expects a decrease of 35% in the scope of its factoring activities, compared to their current level.

 
Cash Flow 
=---------------------------------------------------------------------- 
                                             Q2-Q4    2010     Q1/ 
                                             /2009             2011 
=---------------------------------------------------------------------- 
=---------------------------------------------------------------------- 
EBITDA                                       1,920    12,164   3,041 
=---------------------------------------------------------------------- 
Changes in Working Capital                   19,126   (4,302)  (1,075) 
=---------------------------------------------------------------------- 
Finance                                      (3,300)  (5,200)  (1,600) 
=---------------------------------------------------------------------- 
Taxes                                        (1,574)  (2,200)  (394) 
=---------------------------------------------------------------------- 
Cash Flow Provided by Operating Activities   16,172   462      (28) 
=---------------------------------------------------------------------- 
=---------------------------------------------------------------------- 
CF from investing activities                 (3,049)  (3,700)  (350) 
=---------------------------------------------------------------------- 
Debentures repayment                         (2,768)  (5,536)  (2,768) 
=---------------------------------------------------------------------- 
=---------------------------------------------------------------------- 
Total Change in Net Cash                     10,355   (8,774)  (3,146) 
=---------------------------------------------------------------------- 
=---------------------------------------------------------------------- 
O.B. Banks                                   13,393   23,748   14,974 
=---------------------------------------------------------------------- 
C.B. Banks                                   23,748   14,974   11,828 
=---------------------------------------------------------------------- 
 
 


Enquiries:

 


Mr. Mike Lilo - Leadcom Integrated Solutions Ltd

 


Tel: +972-9-7690000

 


Andrew Godber - Panmure Gordon

 


Direct: +44 (0) 20 7614 8385

 


Important Notice

 


This press release contains historical information and forward-looking statements with respect to the business, financial condition and results of operations of Leadcom Integrated Solutions Ltd. The words "believe," "expect," "intend," "plan," "should" and similar expressions are intended to identify forward-looking statements. Such statements reflect the current views, assumptions and expectations of the Company with respect to future events and are subject to risks and uncertainties. Many factors could cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including, among others, changes in the telecommunications market and in general economic and business conditions, loss of key customers and unpredictable sales cycles, competitive pressures, market acceptance of new products, inability to meet efficiency and cost reduction objectives, changes in business strategy and various other factors, both referenced and not referenced in this press release. Various risks and uncertainties may affect the Company and its results of operations. Should one or more of these or other risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results may vary materially from those described herein as anticipated, believed, estimated, expected, intended, planned or projected. The Company does not intend or assume any obligation to update these forward-looking statements.

 


LEADCOM INTEGRATED SOLUTIONS LTD.

 


CONDENSED CONSOLIDATED BALANCE SHEET

 


AT 31 MARCH 2009

 
                                         31 March          31 December 
                                         2009     2008     2008 
                                         $ in thousands 
                                         Unaudited         Audited 
CURRENT ASSETS: 
Cash and cash equivalents                13,393   27,200   15,421 
Financial assets at fair value through 
profit or loss                           -        14,587   - 
Financial derivatives                    -        -        *98 
Accounts receivable and accruals: 
Trade                                    75,899   70,071   87,720 
Other                                    13,161   13,650   10,368 
Balances associated with 
discontinued operations                  689      6,238    937 
Inventories                              8,965    14,331   11,272 
T o t a l current assets                 112,107  146,077  125,816 
NON-CURRENT ASSETS: 
Deposits with severance pay funds        1,574    1,652    1,567 
Deferred income tax assets               2,144    1,688    1,908 
Investment in associate                  -        729      - 
Financial derivatives                    -        1,857    *390 
Property and equipment                   10,725   13,198   11,581 
Intangible assets                        5,230    8,713    5,936 
T o t a l non-current assets             19,673   27,837   21,382 
T o t a l assets                         131,780  173,914  147,198 
 
 


* Reclassified

 


Date of approval of the financial statements: 25 May 2009.

 


LEADCOM INTEGRATED SOLUTIONS LTD.

 


CONDENSED CONSOLIDATED BALANCE SHEET

 


AT 31 MARCH 2009

 
                                    31 March           31 December 
                                    2009      2008     2008 
                                    $ in thousands 
                                    Unaudited          Audited 
Liabilities and equity 
CURRENT LIABILITIES: 
Loans from banks and current 
maturities of 
long-term loans and debentures      40,838    32,885   33,725 
Accounts payable and accruals: 
Trade                               19,847    29,197   29,130 
Other                               28,620    33,659   30,752 
Balances associated with 
discontinued operations             -         754      13 
Current income tax liability        967       1,731    1,070 
Financial derivatives               1,166     -        455 
T o t a l current liabilities       91,438    98,226   95,145 
NON-CURRENT LIABILITIES: 
Unsecured debentures                19,374    35,929   26,026 
Financial derivatives               1,418     -        - 
Other non-current liabilities       1,892     -        1,880 
Deferred tax liabilities            -         346      - 
Severance pay obligations           2,062     2,587    2,142 
T o t a l non-current liabilities   24,746    38,862   30,048 
T o t a l liabilities               116,184   137,088  125,193 
EQUITY: 
Capital and reserves 
attributable to the 
equity holders of the Company: 
Share capital                       26        26       26 
Share premium                       36,690    36,690   36,690 
Capital reserve                     936       4,674    743 
Currency translation reserve        (5,133)   (100)    (4,493) 
Accumulated losses                  (16,927)  (4,477)  (10,964) 
                                    15,592    36,813   22,002 
Minority interest                   4         13       3 
T o t a l equity                    15,596    36,826   22,005 
T o t a l liabilities and equity    131,780   173,914  147,198 
 
 


LEADCOM INTEGRATED SOLUTIONS LTD.

 


CONDENSED CONSOLIDATED INCOME STATEMENT

 


FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009

 
                      3 months ended 31March 2009    Year Ended31 December 
                      2009      2008                 2008 
                      $ in thousands 
                      Unaudited                      Audited 
Continuing 
operations: 
Revenues              35,029    55,695               253,173 
Cost of revenues      (28,959)  (44,318)             (200,069) 
Gross profit          6,070     11,377               53,104 
Selling and           (1,168)   (2,469)              (10,208) 
marketing 
costs 
Administrative and    (8,583)   (8,820)              (37,525) 
general expenses 
Other gains           60        54                   (794) 
(losses) 
- net 
Operating profit      (3,621)   142                  4,577 
Finance income        703       4,275                4,688 
Finance costs         (2,653)   (5,157)              (13,015) 
Finance cost - net    (1,950)   (882)                (8,327) 
Loss before           (5,571)   (740)                (3,750) 
income tax 
Income tax expenses   (391)     (580)                (1,883) 
Loss for the          (5,962)   (1,320)              (5,633) 
period from 
continuing 
operations 
Loss for the          -         -                    (2,184) 
period from 
discontinued 
operations 
Loss for the period   (5,962)   (1,320)              (7,817) 
Loss attributable 
to: 
Equity holders        (5,963)   (1,324)              (7,811) 
of the Company 
Minority interest     1         4                    (6) 
Total                 (5,962)   (1,320)              (7,817) 
                      $ 
Loss per share 
attributed 
to the equity 
holders 
of  the company 
during 
the period: 
From continuing 
operations: 
Basic                 (0.049)   (0.011)              (0.047) 
Diluted               (0.049)   (0.011)              (0.047) 
From discontinued 
operations: 
Basic                 -         -                    (0.018) 
Diluted               -         -                    (0.018) 
 
 
 


LEADCOM INTEGRATED SOLUTIONS LTD.

 


CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS

 
                       3 months ended 31March 2009    Year ended31 December 
                       2009     2008                  2008 
                       $ in thousands 
                       Unaudited                      Audited 
Loss for the period    (5,962)  (1,320)               (7,817) 
Other comprehensive 
income 
Currency translation   (640)    444                   (3,949) 
differences 
Total comprehensive    (6,602)  (876)                 (11,766) 
loss 
for the period 
Total comprehensive 
loss 
attributable to: 
Equity holders         (6,603)  (880)                 (11,760) 
of the Company 
Minority interest      1        4                     (6) 
Total                  (6,602)  (876)                 (11,766) 
 
 


LEADCOM INTEGRATED SOLUTIONS LTD.

 


CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 


FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009

 
                  Attributable to equity holders of the Company 
                                                          Currency 
                  Number of    Share    Share    Capital  translation  Accumulated  Minority    Total 
                  shares       capital  premium  reserve  reserve      losses       interest    equity 
                               $ in thousands 
BALANCE AT        120,389,200  26       36,690   743      (4,493)      (10,964)     3           22,005 
1 JANUARY 
2009(audited) 
CHANGES 
DURING 
THE 
3 MONTHS 
ENDED 
31 MARCH 
2009: 
Total             -            -        -        -        (640)        (5,963)      1           (6,602) 
comprehensive 
loss 
for the 
period 
Employee 
share 
purchase 
plan: 
Value of          -            -        -        193      -            -            -           193 
employee 
services 
BALANCE AT        120,389,200  26       36,690   936      (5,133)      (16,927)     4           15,596 
30 MARCH 
2009(unaudited) 
BALANCE AT        120,221,700  26       36,453   4,458    (544)        (3,153)      9           37,249 
1 JANUARY 
2008(audited) 
CHANGES 
DURING 
THE 
3 MONTHS 
ENDED 
31 MARCH 
2008: 
Total             -            -        -        -        444          (1,324)      4           (876) 
comprehensive 
loss 
for the 
period 
Employee 
share 
purchase 
plan: 
Value of          -            -        -        295      -            -            -           295 
employee 
services 
Proceeds          167,500      *        237      (79)     -            -            -           158 
from 
shares 
issued 
BALANCE AT        120,389,200  26       36,690   4,674    (100)        (4,477)      13          36,826 
31 MARCH 
2008(unaudited) 
 
 


* Represents an amount less than $1,000.

 


LEADCOM INTEGRATED SOLUTIONS LTD.

 


CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 


FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009

 
                           Attributable to equity holders of the Company 
                           Number ofshares  Sharecapital  Sharepremium  Capitalreserve  Currencytranslationreserve  Accumulatedlosses  Minorityinterest  Totalequity 
                                            $ in thousands 
BALANCE AT 1               120,221,700      26            36,453        4,458           (544)                       (3,153)            9                 37,249 
JANUARY 2008 
CHANGES DURING 
THE YEAR ENDED 
31 DECEMBER 2008: 
Total comprehensive        -                -             -             -               (3,949)                     (7,811)            (6)               (11,766) 
loss for 2008 
Purchase of an option 
to exercise 
shares in a consolidated 
company                    -                -             -             (3,780)         -                           -                  -                 (3,780) 
Employee share 
option plan: 
Value of employee          -                -             -             144             -                           -                  -                 144 
services 
Proceeds from share        167,500          *             237           (79)            -                           -                  -                 158 
options exercised 
BALANCE AT 31 DECEMBER     120,389,200      26            36,690        743             (4,493)                     (10,964)           3                 22,005 
2008 
 
 


* Represents an amount less than $1,000.

 


LEADCOM INTEGRATED SOLUTIONS LTD.

 


CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 


FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009

 
                       3 months ended31 March    Year ended31 December 
                       2009     2008             2008 
                       $ in thousands 
                       Unaudited                 Audited 
CASH FLOWS FROM 
OPERATING 
ACTIVITIES: 
Loss for the period    (5,962)  (1,320)          (7,817) 
Adjustments required 
to 
reflect the 
cash flows 
from operating         (311)    1,987            (8,316) 
activity 
(see appendix) 
Net cash generated     (6,273)  667              (16,133) 
from (used 
in) operating 
activities 
Net cash generated 
from 
(used in) continuing 
operating activities   (6,508)  207              (18,848) 
Net cash generated     235      460              2,715 
from discontinued 
operating activities 
Net cash generated     (6,273)  667              (16,133) 
from (used 
in) operating 
activities 
CASH FLOWS FROM 
INVESTING 
ACTIVITIES: 
Acquisition of         -        (643)            (205) 
subsidiary, 
net of cash acquired 
Sale of financial 
assets 
at fair value 
through profit         -        1,435            14,205 
or loss 
Proceeds from          198      -                106 
selling an 
associated company 
Purchases of           (442)    (989)            (3,855) 
property 
and equipment 
Purchase of            -        -                (319) 
intangible 
assets 
Proceeds from sale     153      106              297 
of property 
and equipment 
Contribution           (15)     (546)            (649) 
to severance 
pay assets 
Net cash generated     (106)    (637)            9,580 
from (used 
in) investing 
activities 
CASH FLOWS FROM 
CONTINUING 
FINANCING 
ACTIVITIES: 
Proceed from           -        158              158 
employee 
share 
options exercised 
Payment of debenture   (3,193)  -                - 
Buyback of debenture   (872)    -                (1,416) 
Purchase of            -        -                (750) 
an option 
to exercise 
shares 
in a consolidated 
company 
Dividend paid 
Short-term loans       8,654    5,085            2,650 
- net 
Repayments of          (123)    (160)            (444) 
long-term 
loans 
Net cash generated     4,466    5,083            198 
from continuing 
financing activities 
NET INCREASE 
(DECREASE) 
IN CASH AND 
CASH EQUIVALENTS       (1,913)  5,113            (6,355) 
Cash and cash          15,421   22,665           22,665 
equivalents 
at beginning 
of the year 
Exchange gains         (115)    (578)            (889) 
on cash 
and cash equivalents 
CASH AND CASH 
EQUIVALENTS 
AT 
END OF THE PERIOD      13,393   27,200           15,421 
 
 


LEADCOM INTEGRATED SOLUTIONS LTD.

 


CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 


FOR THE THREE MONTHS PERIOD ENDED 31 MARCH 2009

 
                               3 months ended    Year ended 31 December 
                               31 March 
                               2009     2008     2008 
                               $ in thousands 
                               (Unaudited)       (Audited) 
Appendix 
Adjustments required 
to reflect the cash 
flows from operating 
activities: 
Income and expenses not 
involving cash flows: 
Depreciation and               1,219    1,714    6,962 
amortization 
Net movements in severance     11       (16)     (452) 
pay obligations 
Goodwill impairment            -        -        499 
Loss from selling an           -        -        220 
associate company 
Changes in long-term 
liabilities 
from banks 
and finance companies          (654)    1,128    2,076 
Gain from buyback              (664)    -        (1,336) 
of debentures 
Fair value (gains)/losses 
on financial assets at 
fair value through             -        (1,391)  25 
profit or loss 
Income tax expenses            (294)    (575)    (1,154) 
Amounts charged in 
respect of options 
granted to employees           193      295      144 
Losses from sale of property   68       18       42 
and equipment 
Fair value losses (gains)      (32)     (23)     238 
on severance pay assets 
                               (153)    1,150    7,264 
Changes in operating asset 
and liability items: 
Decrease (increase) in 
accounts receivable: 
Trade                          10,183   9,398    (11,380) 
Other                          (3,240)  (142)    3,333 
Decrease in accounts 
payable: 
Trade                          (8,632)  (5,025)  (2,834) 
Other                          (441)    (2,129)  (5,313) 
Decrease (Increase)            1,972    (1,265)  614 
in inventories 
                               (158)    837      (15,580) 
Cash generated from (used      (311)    1,987    (8,316) 
in) operations 
 
 


1. Income tax paid in cash for the three months period ended 31 March 2009 and 2008 were $831 thousands and $708 thousands respectively, and for the year ended 31 December 2008 - $3,388 thousands.

 


2. Interest paid in cash for the three months period ended 31 March 2009 and 2008 were $1,803 thousands and $1,947 thousands respectively, and for the year ended 31 December 2008 - $6,974 thousands.

 


3. Interest received in cash for the three months period ended 31 March 2009 and 2008 were $0 thousands and $143 thousands respectively, and for the year ended 31 December 2008 - $1,636 thousands.

 


Non-cash transactions:

 


1. As for the 31 of March 2009, $206 thousands privileged to fixed assets acquisitions have not been paid.

 


2. As for the 31 of March 2009, proceeds from selling an associated company in the amount of $121 thousands has not been received.

 


LEADCOM INTEGRATED SOLUTIONS LTD.

 


NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 


NOTE 1 - GENERAL INFORMATION:

 


Breaching financial covenants as of 31 March 2009

 


As part of the Company's agreements with certain leading Israeli banks and a foreign bank (hereafter - "the Banks") for the provision of credit facilities to finance the Company's ongoing operations, the Company reached a new arrangement with the Banks, during February and March of 2009, which included the Company's provision of letters of undertaking to the Banks (hereafter - "the Letters of Undertaking"). Under such Letters of Undertaking, the Company undertook to adhere to certain new financial covenants (the new financial covenants updated previous financial covenants that were valid until 31 December 2008 and were breached since 31 December 2007), the breach of which entitles the Banks to demand the immediate repayment of the outstanding balance owed to them by the Company. Additionally, the Company created a floating charge on its assets in favor of the Banks.

 


As of 31 March 2009, the Company is in breach of part of the financial covenants, which entitles the Banks to demand the immediate repayment of the outstanding balance owed to them.

 


The Company carried out initial discussions with the Banks in order to receive their consent to revise the financial covenants to such the Company will be able to comply with and/or to receive adequate waivers from them. As a result of the initial discussions with the banks the Company's management estimates that the Bank will provide the aforesaid consent, which would prevent the immediate repayment of the Company's outstanding balance owed to the Banks and allow the Company to continue its operations in their current form. Notwithstanding, there is no certainty that the Banks aforesaid consent shall be received. Whether such consent will not be received, there are significant doubts regarding the Company's ability to continue its operations in its current form. The Company's condensed consolidated financial statements do not include adjustments to the realization value, which may be required in case the aforesaid Banks' consent shall not be received.

 


NOTE 2 - SEGMENT INFORMATION:

 
                    AMERICAS  MEA      Europe  APAC     Other*    Eliminations  Consolidated 
                    $ in thousands 
3 months 
ended 
31 March 
2009(unaudited): 
Revenues: 
Total               5,997     25,841   2,521   880      -         (210)         35,029 
Revenues 
Intersegment        -         (210)    -       -        -         210           - 
From                5,997     25,631   2,521   880      -         -             35,029 
external 
customers 
Segment             (470)     696      (71)    (1,317)  (2,459)   -             (3,621) 
results-operating 
profit 
3 months 
ended 
31 March 
2008(unaudited): 
Revenues: 
Total               9,389     35,987   2,875   8,183    (25)      (714)         55,695 
Revenues 
Intersegment        -         (714)    -       -        -         714           - 
From                9,389     35,723   2,875   8,183    (25)      -             55,695 
external 
customers 
Segment             491       1,711    (219)   1,108    (2,949)   -             142 
results-operating 
profit 
Year ended 
31 
December 
2008(audited): 
Revenues: 
Total               32,815    177,757  13,760  32,050   (98)      (3,111)       253,173 
Revenues 
Intersegment        -         (3,111)  -       -        -         3,111         - 
From                32,815    174,646  13,760  32,050   (98)      -             253,173 
external 
customers 
Segment             1,550     11,340   (19)    3,366    (11,660)  -             4,577 
results-operating 
profit 
 
 


* Unallocated expenses and amortization.

 


NOTE 3 - DEBENTURES

 


At the balance sheet date, the unsecured debentures par value balance is NIS 98,120 thousands. During the first quarter of 2009 one out of ten principal payments of the unsecured debentures was paid in the amount of $3,193 thousands (par value of NIS 11,548 thousands). During the first quarter of 2009, the Company purchased unsecured debentures with a par value of NIS 5,814 thousands for a total consideration of $872 thousands, recording a profit of approximately $664 thousands. The unsecured debentures balance at the balance sheet date amounted to approximately $24,910 thousands and the interest payable balance amounted to approximately $372 thousands.

 
 
 
 


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