FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report on Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
August 18, 2000
VOCALTEC COMMUNICATIONS LTD.
-----------------------------------------------
(Translation of Registrant's Name into English)
1 Maskit Street
Herzliya 46733, Israel
----------------------------------------
(Address of Principal Corporate 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 X Form 40-F
----- -----
Indicate by check mark, whether the registrant by furnishing the
information contained in this form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes No X
----- -----
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): N/A
-----
Attached hereto and incorporated by reference herein are Registrant's
Immediate Press Releases as follows:
(i) Release, dated July 26, 2000, entitled "VocalTec Announces
CEO of TrulyGlobal;" and
(ii) Release, dated July 26, 2000, entitled "VocalTec Reports Record
Revenues for Second Quarter 2000."
THE INFORMATION IN THIS FORM 6K OF VOCALTEC
COMMUNICATIONS LTD. (THE "COMPANY") IS INCORPORATED
BY REFERENCE INTO THE FORM F-3 OF THE COMPANY,
REGISTRATION NUMBER 333-8764, FILED WITH THE SECURITIES
AND EXCHANGE COMMISSION ON MAY 13, 1998.
SIGNATURE
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.
VOCALTEC COMMUNICATIONS LTD.
(Registrant)
By: /s/ Jeffrey Dykan
------------------------------
Jeffrey Dykan
Chief Financial Officer
Dated: August 18, 2000
VOCALTEC ANNOUNCES CEO OF TRULYGLOBAL
FORT LEE, NEW JERSEY, JULY 26TH, 2000 -- VocalTec Communications Ltd.,
(VocalTec) (NASDAQ: VOCL) a leading supplier of Internet telephony
solutions, announced today the selection of Michael Spencer as Chief
Executive Officer of TrulyGlobal Inc., an Internet telephony service
business and wholly-owned subsidiary of VocalTec.
Prior to joining TrulyGlobal, Michael Spencer was a founder of
TelcoPartners, a strategic consulting firm advising clients in the Internet
Infrastructure Services and Telecommunications industries. Michael was
engaged by VocalTec in the past on various strategic assignments, including
the recent reorganization of the Company and, in 1997, the development of
business models for what later became ITXC Corp. (NASDAQ: ITXC) and. He
brings to TrulyGlobal twelve years of strategic consulting, start-up
development and hands-on management experience from his prior positions at
Booz-Allen & Hamilton and British Telecom.
Michael Spencer said, "The power of TrulyGlobal is that it enhances the
existing phone network rather than trying to bypass it. This is what
attracted me to the business, and what, I believe, also will attract
customers and partners in the future."
"We are delighted to have Michael on board. Based on our first-hand
experience working with Michael, he is clearly the best choice to lead
TrulyGlobal," remarked Elon Ganor, Chairman and Chief Executive Officer of
VocalTec. "VocalTec has repeatedly looked to Michael Spencer as its
industry authority on the convergence of the telecommunications and
Internet markets. Michael is a vastly knowledgeable, seasoned executive
with extraordinary leadership skills who will guide TrulyGlobal to a
dominant position in the industry."
ABOUT TRULYGLOBAL
TrulyGlobal Inc. is a wholly-owned subsidiary of VocalTec Communications
Ltd. (NASDAQ: VOCL), which pioneered Internet Phone (R). TrulyGlobal is a
new type of web application that dramatically enhances the utility of
existing communications services. TrulyGlobal's Intelligent communications
services are designed to enable the receiver of a call or message to
control how it is handled. For instance, a TrulyGlobal voice call can be
terminated on either a PC or any PSTN phone, while text messages can be
routed to multiple locations or device types according to the sender or
urgency. The service will be provided by telecommunications service
providers to their customers, as a way to attract and retain high-spending
online consumers. A public beta service, available at www.trulyglobal.com,
offers an easy-to-use, fully web-based application which users can access
from any Internet enabled PC, to exchange realtime voice and text messages.
In the near future, the service reach will be extended to include PSTN
devices.
ABOUT VOCALTEC
VocalTec Communications Ltd. (NASDAQ: VOCL) is a leading supplier of
Internet telephony solutions, credited with launching the VOIP (Voice Over
Internet Protocol) industry in 1995. The Company has three business units:
IP Telephony, which provides turnkey solutions to service providers;
Surf&Call Network Services, which offers services to web-enabled call
centers; and TrulyGlobal Inc., which delivers web-based telephony service
directly to consumers. VocalTec is a founder of ITXC Corp. (NASDAQ: ITXC),
a leading exchange carrier for Internet telephony services established in
1997. VocalTec currently holds 4.8 million shares of ITXC. Visit us at
www.vocaltec.com
# # #
NOTE: VocalTec, VocalTec Telephony Gateway, VocalTec Surf&Call, and
TrulyGlobal are trademarks or registered trademarks of VocalTec
Communications Ltd. Other trademarks are the property of their respective
holders.
Certain statements contained in this release may contain forward-looking
information with respect to plans, projections or the future performance of
VocalTec Communications or any of its subsidiaries or businesses, the
occurrence of which involves certain risks and uncertainties, including,
but not limited to, product and market acceptance risks, the impact of
competitive pricing, competitive products, product development,
commercialization and technological difficulties, and other risks detailed
in the Company's reports filed from time to time with the Securities and
Exchange Commission.
For more information contact:
One Executive Drive, Fort Lee, NJ 07024
Tel: 201-228-7000, Fax: 201-363-8986
[email protected]
Adam Schwartz
Vorhaus & Company Inc.
Public Relations for VocalTec
Tel: 212-554-7448
[email protected]
Laura Gavin
MarCom Manager
VocalTec Communications
Tel: 201-228-7000 x 6207
[email protected]
VOCALTEC REPORTS RECORD REVENUES
FOR SECOND QUARTER 2000
QUARTERLY REVENUES GROW 65% YEAR OVER YEAR
FORT LEE, NEW JERSEY, JULY 26TH, 2000 -- VocalTec Communications Ltd.,
(VocalTec) (NASDAQ: VOCL), today announced financial results for the second
quarter ended June 30, 2000. Revenues increased 65 percent to $10.1 million
and the net loss narrowed to $4.8 million, or $0.40 per share, compared to
a net loss for the year-ago period of $6.9 million, or $0.61 per share,
excluding a one-time restructuring charge of $827,000, or $0.07 per share,
in the second quarter of 1999.
For the six months ended June 30, 2000, VocalTec reported revenues of $18.4
million, an increase of 52 percent over the first half of 1999. The net
income for the first half of 2000 was $37.8 million, or $2.89 per diluted
share, compared to a net loss of $17.6 million, or $1.54 per share, for the
year-ago period. The net loss for the first half of 1999 included the above
mentioned one-time restructuring charge, and net income figures for the
first half of 2000 included a net after tax gain of $48.7 million on the
sale of 779,743 shares of ITXC Corp. in the first quarter of 2000.
"This quarter marked several important milestones," said Elon Ganor,
Chairman and Chief Executive Officer of VocalTec. "Both our new service
businesses, TrulyGlobal and Surf&Call Network Services are up and running
in a controlled beta mode with launches planned for the third quarter.
Also, the Deutsche Telekom web-enabled call center project is proceeding on
schedule and Surf&Call Network Services' share of that revenue offset 80%
of their startup expenses in the second quarter."
Earlier this year, Deutsche Telekom AG introduced an enhanced version of
Freecall Online(TM), their web-enabled call center service which provides
corporate subscribers with advanced e-commerce and customer care services
powered by VocalTec technology.
"We are pleased to report that, in addition to strong sales in Europe
because of our call center project with Deutsche Telekom, China and North
America each accounted for more than 20% of total revenue. We also had
significant sales in the Far East and Latin America, reflecting our
commitment to building a strong local presence."
IP TELEPHONY GROUP
Within the IP Telephony Group, second quarter orders resulted in generally
larger deployments. Some orders were from incumbent carriers expanding into
new territories, such as Marconi in France, and some were from new
customers. Ira Palti, President of the IP Telephony Group, attributed the
Group's success with both international carriers and ITSPs to VocalTec
technology, for achieving the best quality of voice over the public
Internet and the introduction of carrier-class solutions including SS7
connectivity and the high-density VocalTec Telephony Gateway(TM) Series
2000 embedded system.
"Our shift in marketing strategy and revamping of the sales organization is
beginning to pay off," said Palti. "IP Telephony Group sales were up 34%
over the first quarter, not including the one-time contribution from the
old Deutsche Telekom minimum commitment which expired in Q1. We have
continued to strengthen the sales and marketing team with the addition of a
new VP Marketing, Laine Heiser, who joined from Lucent Technologies, and VP
European Sales, Cesare Pisani from Telecom Italia and Iridium."
NEW SERVICE BUSINESSES
Improvements in operating results in the first half of this year have been
masked by start-up expenses for TrulyGlobal Inc., the consumer IP telephony
services business and Surf&Call Network Services, the web-enabled call
center ASP. Through June 30, 2000, VocalTec absorbed operating expenses of
approximately $3 million in each of these initiatives. In the case of
Surf&Call Network Services, the revenue resulting from that unit's
participation in Deutsche Telekom's call center project is expected to
offset roughly half of its total operating expenses for the full year.
During the quarter, TrulyGlobal completed the installation of its Network
Operations Center and launched its controlled beta program among select
target customer segments. Newly appointed CEO Michael Spencer said,
"Historically, both Voice over IP clients and enhanced voice services have
been too cumbersome to appeal to more than a niche market. Our live beta
service is a laboratory for intelligent communications for the consumer
market."
Surf&Call Network Services (SCNS) also moved into a controlled beta phase
during the quarter and is creating a high-performance, load-balanced
network for delivering services to web-enabled call centers. "We have
recently hired a new VP Sales, Frank Vanacore, with extensive experience in
web-enabled e-commerce," said Elon Ganor. "Frank is recruiting a direct
sales force and putting together a distribution partners program. We have
already signed one distribution partnership and we are working on several
more as a result of strong reseller interest."
NEW DIRECTORS
During the Annual General Meeting of Shareholders held on July 10th, two
External Directors, Mr. Yoav Chelouche and Ms. Rina Shainski, were elected
to VocalTec's Board of Directors. Mr. Chelouche is President and Chief
Executive Officer of Scitex Corporation Ltd. (NASDAQ: SCIX), a world leader
in digital imaging solutions. Ms. Shainski is a partner in Carmel Ventures
Fund since April 2000. From September 1997 until March 2000, Ms Shainski
served as Vice President of Business Development at Clal Industries and
Investments Ltd., one of the largest investment and holding companies in
Israel. Also, William L. Shrader, CEO and founder of PSINet Inc. indicated
that he will be leaving the board at the end of this year.
"Although we are disappointed to see Bill go, we are delighted and
fortunate to have Yoav and Rina join our board. As a seasoned CEO, Yoav
brings exceptional leadership qualities and a great strategic mind. Rina,
with her strong technology and marketing background, brings us a powerful
conceptual understanding of business models," said Ganor. "We look forward
to benefiting from their valuable contributions."
ABOUT VOCALTEC
VocalTec Communications Ltd. (NASDAQ: VOCL) is a leading supplier of
Internet telephony solutions, credited with launching the VOIP (Voice Over
Internet Protocol) industry in 1995. The Company has three business units:
IP Telephony, which provides turnkey solutions to service providers;
Surf&Call Network Services, which offers services to web-enabled call
centers; and TrulyGlobal Inc., which delivers web-based telephony service
directly to consumers. VocalTec is a founder of ITXC Corp. (NASDAQ: ITXC),
a leading exchange carrier for Internet telephony services established in
1997. VocalTec currently holds 4.8 million shares of ITXC. Visit us at
www.vocaltec.com
NOTE: VocalTec, VocalTec Telephony Gateway, VocalTec Surf&Call, VocalTec
Surf&Call Center and TrulyGlobal are trademarks or registered trademarks of
VocalTec Communications Ltd. Other trademarks are the property of their
respective holders. Certain statements contained in this release may
contain forward-looking information with respect to plans, projections or
the future performance of VocalTec Communications or any of its
subsidiaries or businesses, the occurrence of which involves certain risks
and uncertainties, including, but not limited to, product and market
acceptance risks, the impact of competitive pricing, competitive products,
product development, commercialization and technological difficulties, and
other risks detailed in the Company's reports filed from time to time with
the Securities and Exchange Commission.
For more information contact:
One Executive Drive, Fort Lee, NJ 07024
Tel: 201-228-7000, Fax: 201-363-8986
[email protected]
Adam Schwartz
Vorhaus & Company Inc.
Public Relations for VocalTec
Tel: 212-554-7448
[email protected]
Laura Gavin
MarCom Manager
VocalTec Communications
Tel: 201-228-7000 x 6207
[email protected]
<TABLE>
<CAPTION>
VOCALTEC COMMUNICATIONS LTD.
RESULTS OF OPERATIONS
All data in thousands of U.S. dollars except per-share and share data
Three months ended Six months ended
June 30 June 30
------------------- --------------------
2000 1999 2000 1999
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net Sales 10,123 6,145 18,449 12,181
Cost of Sales 3,067 1,917 5,670 3,814
-------- -------- -------- --------
Gross Profit 7,056 4,228 12,779 8,367
-------- -------- -------- --------
Operating Expenses:
Research & Development, net 3,511 3,656 6,476 7,420
Marketing & Selling expenses 7,185 6,249 14,290 14,877
General & Administrative expenses 2,248 1,564 4,285 3,382
-------- -------- -------- --------
Total Operating Expenses 12,944 11,469 25,051 25,679
-------- -------- -------- --------
Operating loss (5,888) (7,241) (12,272) (17,312)
-------- -------- -------- --------
Other income (expenses), net - (827) 57,744 (827)
Financing income, net 1,073 338 1,311 550
-------- -------- -------- --------
Income (loss) before income taxes (4,815) (7,730) 46,783 (17,589)
Income taxes - - 9,013 -
-------- -------- -------- --------
Net income (loss) (4,815) (7,730) 37,770 (17,589)
======== ======== ======== ========
Net income (loss) per ordinary share:
Basic (0.40) (0.68) 3.14 (1.54)
======== ======== ======== ========
Diluted (0.40) (0.68) 2.89 (1.54)
======== ======== ======== ========
Weighted average number of ordinary
shares used in computing per share
amounts:
Basic 12,096 11,441 12,040 11,430
======== ======== ======== ========
Diluted 12,096 11,441 13,080 11,430
======== ======== ======== ========
</TABLE>
<TABLE>
<CAPTION>
VOCALTEC COMMUNICATIONS LTD.
RESULTS OF OPERATIONS- SEGMENT INFORMATION
(In thousands of U.S. dollars)
Surf&Call
IP Telephony Network Services TrulyGlobal Total
------------ ---------------- ----------- -------
<S> <C> <C> <C> <C>
Three months ended June 30 , 2000
Net Sales 8,751 1,372 0 10,123
Operating Loss (4,261) (317) (1,310) (5,888)
Six months ended June 30 , 2000
Net Sales 16,263 2,186 0 18,449
Operating Loss (8,383) (859) (3,030) (12,272)
</TABLE>
CONSOLIDATED BALANCE SHEET
(In thousands of U.S. dollars)
June 30 December 31
2000 1999
----------- -----------
Current Assets
Cash and cash equivalents 58,647 31,915
Short term investments 8,330 1,730
Trade receivables, net 2,351 6,163
Other receivables 3,192 3,068
Inventories 3,651 1,602
----------- -----------
Total Current Assets 76,171 44,478
----------- -----------
Investments and Long Term Deposits
Investments in companies 31,053 37,845
Bank deposits 10,005 -
----------- -----------
41,058 37,845
----------- -----------
Equipment
Cost 14,107 11,539
Less - accumulated depreciation 7,439 5,920
----------- -----------
6,668 5,619
----------- -----------
Deposit with insurance companies 1,501 1,329
----------- -----------
125,398 89,271
=========== ===========
Consolidated Balance Sheet Continued (In thousands of U.S. dollars)
June 30 December 31
2000 1999
----------- -----------
Current Liabilities
Accounts payable and accrued expenses 21,575 8,503
Deferred revenues 4,495 -
Accrued income taxes 4,813 -
----------- -----------
30,883 8,503
----------- -----------
Long Term Liabilities
Long term bank lo - 20,017
Deferred income taxes 11,109 -
Accrued severance pay 2,149 1,761
----------- -----------
13,258 21,778
----------- -----------
Total Liabilities 44,141 30,281
----------- -----------
Shareholders' Equity
Share capital
Ordinary shares of NIS 0.01 par value:
Authorized - 30,000,000 shares;
Issued and outstanding - 12,111,735
shares as of June 30,2000 and
11,771,302 as of December 31, 1999 36 35
Share premium 96,880 94,627
Deferred compensation (137) (188)
Accumulated other comprehensive income 16,663 34,471
Accumulated deficit (32,185) (69,955)
----------- -----------
Total Shareholders' Equity 81,257 58,990
----------- -----------
125,398 89,271
=========== ===========
