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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
Date of Report: August 9, 1999
BAAN COMPANY N.V.
Baron van Nagellstraat 89
3770 AC Barneveld
The Netherlands
and
11911 Freedom Drive, Suite 300
Reston, Virginia USA 20190
(Addresses 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 [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):
82- N.A.
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BAAN COMPANY N.V.
FORM 6-K
Baan Company N.V., a corporation incorporated under the laws of the
Netherlands ("Baan Company"), issued a press release dated July 28, 1999 (the
"Press Release") announcing the Company's second quarter results for the three
months ended June 30, 1999.
The Press Release is attached as Exhibit 99.1 to this Report on Form 6-K
and is incorporated by reference herein. The foregoing summary of the Press
Release is qualified in its entirety by reference to the Press Release.
Any statements contained in the Press Release that are not historical
facts are forward-looking statements. In particular, statements using the words
"will," "plans," "expects," "believes," "anticipates," or like terms are by
their nature predictions based upon current plans, expectations, estimates, and
assumptions. These statements are subject to a number of risks and uncertainties
that could significantly affect outcomes, which may differ materially from the
expectations, estimates, or assumptions expressed in or implied by any such
forward-looking statements. Specific risks applicable to such forward-looking
statements include risks associated with the failure to conclude any proposed
agreement and/or changing conditions in the marketplace. Other risks and
uncertainties associated with the businesses of Baan Company may be reviewed in
Baan Company's public filings on Form 6-K and Form 20-F. Those documents are
publicly on file with the U.S. Securities and Exchange Commission.
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EXHIBIT NO. DESCRIPTION
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<S> <C>
99.1 Press Release of Baan Company N.V. dated July 28, 1999.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this Report to be signed on its behalf
by the undersigned, thereunto duly authorized.
BAAN COMPANY N.V.
By: /s/ ROBERT GOUDIE
-------------------------------------
Robert Goudie
Senior Vice President,
General Counsel and
Secretary to the Board of Directors
Date: August 9, 1999
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EXHIBIT INDEX
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EXHIBIT NO. DESCRIPTION
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<S> <C>
99.1 Press Release of Baan Company N.V. dated July 28, 1999.
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EXHIBIT 99.1
Press Release
FOR IMMEDIATE RELEASE
BAAN COMPANY REPORTS SECOND QUARTER 1999 RESULTS
CONTINUED PROGRESS IN FINANCIAL PERFORMANCE
BARNEVELD, THE NETHERLANDS AND RESTON, VIRGINIA, USA - JULY 28, 1999 - Baan
Company N.V. (ASE: BAAN; Nasdaq: BAANF) today announced results for its second
quarter ended June 30, 1999. Revenues for the second quarter 1999 were $173
million, which is relatively flat compared to the first quarter 1999 and a 25%
decline from the second quarter 1998. The net loss for the second quarter 1999
was ($9) million, or ($0.04) per diluted share, which was less than half the
($19) million net loss, or ($0.09) per diluted share, reported in the first
quarter 1999.
License revenue for the second quarter 1999 was $54 million, compared to $65
million in the first quarter 1999 and $131 million in the second quarter 1998.
For the second quarter in a row, the Company recorded more than 600 license
transactions during the quarter, which was an 80% increase over the prior year.
The Company reported a 20% increase in maintenance and service revenues to a
record $118 million in the second quarter 1999, as compared to the prior year
period. Service and maintenance margins improved to 27% in the second quarter
1999, from 24% in the first quarter 1999. The Company continued to lower its
overall cost structure and reported total operating expenses and cost of
revenues of $184 million for the second quarter 1999, as compared to $202
million in the first quarter 1999.
Cash balances on June 30, 1999 were $121 million, which were stable compared to
the first quarter 1999 level of $125 million. Recently, the Company increased
its line of credit from $19 million to $75 million with a syndicate of banks
comprised of ABN AMRO, Deutsche Bank, and Barclays Bank. Currently, there are no
borrowings outstanding under this line of credit.
The net loss for the first half of 1999 was ($28) million, or ($0.13) per
diluted share, compared to net income of $19 million, or $0.09 per diluted share
for the same period in 1998. For the six months ended June 30, 1999, revenues
were $349 million, compared to $410 million for the same period last year.
"The second quarter materialized as expected and the overall results were in
line with investment community expectations," said Jim Mooney, Chief Financial
Officer, Baan Company. "We delivered on our bottom line objectives through
strong expense discipline and continued growth in our services business. We also
stabilized our cash position and increased our available financial resources.
License revenue continued to be impacted by short-term factors affecting the
enterprise applications industry and by the residual impact on sales
productivity from the restructuring program. The
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improvement in our sales pipeline and our recent aggressive marketing
investments make us cautiously optimistic that license revenues will grow in the
second half of 1999."
"The continued progress from the last quarter demonstrates how Baan Company has
regained the confidence of its customers, partners and employees," said Mary
Coleman, CEO, Baan Company. "Our business is clearly focused and the
organization is executing well against our plan. We took difficult and decisive
steps earlier this year that allowed us to maintain our commitment to R&D, the
results of which are demonstrated by the recent launch of our E-Enterprise suite
of products. Today we are well positioned to increase our investment in brand
awareness, lead generation, and pipeline development as we enter the second half
of 1999. Partners are recognizing our progress with significant investments in
joint sales and marketing activities that will help us continue to build on our
growing momentum."
OPERATING HIGHLIGHTS
The Company continued to achieve its goals and noted the following
accomplishments since its last earnings announcement.
o The Company signed agreements with significant new and existing
customers including: Acer, ADP, American Express, Blue Water
Plastics, Disney, Friesland Bank, GTE Telecom, KPN, Met Life,
Teknion Furniture Systems, Volvo, Unilever and UUNET.
o A successful launch and strong initial market acceptance of the
new E-Enterprise Internet suite of web-enabled enterprise
software applications. The Baan E-Sales and Baan E-Collaboration
products shipped on schedule in June. The Baan E-Procurement
product is expected to ship in the third quarter of this year as
originally announced.
o Key hardware and software partners continued their investments
in joint technical, marketing, and sales programs. IBM opened
its Baan Implementation Factory in Atlanta, Georgia and
announced plans to open a second Baan Implementation Factory in
Copenhagen, Denmark. IBM also announced agreements in which Baan
Company will offer IBM's DB2 Universal database with BaanERP,
and in which IBM will resell Baan Company software. IBM was also
named a premier integrator for Baan Company's new E-Enterprise
suite of applications. Microsoft and Baan Company continued
multiple sales and marketing activities including advertising,
web-based seminars, and trade shows.
o New Application Service Provider (ASP) partnerships announced
during the quarter include Groupe Bull, Metamor Worldwide,
Premier Systems Integrators, and Productive Online. These ASP
agreements provide customers worldwide with cost-effective
access to Baan Company applications over the Internet.
o The Company announced upcoming customer and partner events
including the Baan Supply Chain user conference Velocity '99 to
be held August 17-19 in Atlanta, Georgia, and the BaanWorld
conference to be held November 10-12 in Vienna, Austria.
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BAAN COMPANY
CONSOLIDATED BALANCE SHEETS
($ IN THOUSANDS)
(UNAUDITED)
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June 30, 1999 June 30, 1998
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ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 121,003 $ 205,751
Short-term marketable securities 694 1,080
Trade accounts receivable, net 236,578 252,129
Income tax receivable 21,841 45,045
Due from related parties 5,060 6,297
Other current assets 64,240 67,032
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TOTAL CURRENT ASSETS 449,416 577,334
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Property and equipment, at cost 117,433 129,267
Less accumulated depreciation (74,203) (66,569)
--------- ---------
Net property and equipment 43,230 62,698
--------- ---------
Software development costs, net 80,532 78,319
Intangible assets, net 86,782 52,644
Other non-current assets 36,550 52,156
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TOTAL ASSETS $ 696,510 $ 823,151
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Short-term borrowings and current portion
of long-term debt $ 10,314 $ 523
Accounts payable and other current
liabilities 195,948 261,566
Income taxes payable 20,390 43,441
Deferred revenue 129,380 147,933
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TOTAL CURRENT LIABILITIES 356,032 453,463
--------- ---------
Long-term debt 190,232 191,013
Long-term deferred revenue 15,653 17,831
Other long-term liabilities 21,772 4,084
Common stock and additional
paid-in-capital 400,242 393,599
Accumulated deficit (263,533) (235,261)
Accumulated translation adjustment (23,888) (1,578)
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TOTAL SHAREHOLDERS' EQUITY 112,821 156,760
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TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 696,510 $ 823,151
========= =========
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BAAN COMPANY
CONSOLIDATED STATEMENT OF OPERATIONS
($ IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
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Three Months Ended June 30, Six Months Ended June 30,
--------------------------- ---------------------------
1999 1998 1999 1998
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Net revenues:
License revenue $ 54,350 $ 131,254 $ 119,528 $ 224,159
Maintenance and service revenue 118,450 98,825 229,043 185,397
--------- --------- --------- ---------
Total net revenues 172,800 230,079 348,571 409,556
--------- --------- --------- ---------
Cost of revenues:
Cost of license revenue 12,897 6,444 27,289 13,620
Cost of maintenance and service revenue 85,997 67,879 170,542 136,875
--------- --------- --------- ---------
Total cost of revenues 98,894 74,323 197,831 150,495
--------- --------- --------- ---------
Gross Profit 73,906 155,756 150,740 259,061
--------- --------- --------- ---------
Operating and non-recurring expenses:
Sales and Marketing 35,536 53,110 85,593 100,608
Research and development 30,962 35,453 67,750 66,128
General and administrative 17,255 27,852 34,117 50,192
Non-recurring expenses 424 14,400 424 14,400
--------- --------- --------- ---------
Total operating and non-recurring expenses 85,177 130,815 187,884 231,328
--------- --------- --------- ---------
Income (loss) from operations (11,271) 24,941 (37,144) 27,733
Other income (expense), net (1,864) 164 (3,246) 513
--------- --------- --------- ---------
Income (loss) before income taxes (13,135) 25,105 (40,390) 28,246
(Provision) benefit for income taxes 3,941 (8,034) 12,118 (9,039)
--------- --------- --------- ---------
Net income (loss) $ (9,194) $ 17,071 $ (28,272) $ 19,207
========= ========= ========= =========
Net income (loss) per share:
Basic $ (0.04) $ 0.09 $ (0.13) $ 0.10)
Diluted $ (0.04) $ 0.08 $ (0.13) $ 0.09)
Shares used in computing per share amounts:
Basic 210,889 197,275 210,444 195,953
Diluted 210,889 212,000 210,444 211,699
</TABLE>
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ABOUT BAAN COMPANY
Founded in 1978, Baan Company (ASE: BAAN; Nasdaq: BAANF) is a leading global
provider of enterprise business software. Baan Company offers a comprehensive
portfolio of best-in-class, component-based applications for front office,
corporate office, and back office automation. These applications are in use at
approximately 12,000 customer sites worldwide. Baan Company products reduce
complexity, improve core business processes, are faster to implement and use,
are more flexible than our competitors' in adapting to business changes, and
optimize the management of information throughout the entire value chain.
Baan Company has dual headquarters in Barneveld, The Netherlands and Reston,
Virginia, USA and can be found on the World Wide Web at www.baan.com.
###
Statements in this press release using the words "believes," "expects,"
"anticipates," and the like are forward-looking statements within the meaning of
the Securities Exchange Act of 1934, as amended, and as such are subject to a
number of risks and uncertainties that could significantly affect outcomes.
Actual outcomes, therefore, may differ materially from the expectations,
estimates, or assumptions expressed in or implied by any such statements.
Typical risks and uncertainties may be reviewed in the Baan Company's public
filings on file with the U.S. Securities and Exchange Commission (including its
most recent Form 20-F and 6-K).
"Baan" is a registered trademark of Baan Company, and any trade, product, or
service name referenced in this release using the name "Baan" is a trademark
and/or property of Baan Company. All other company, product, and service names
may be trademarks of their respective owners.
FOR MORE INFORMATION, PLEASE CONTACT:
Baan Company (For Investor Relations)
Mark Wabschall or David Spille
Phone: +1.703.467.3201 (North America) and +31(0)34.242.8609 (Europe)
Email: [email protected]
Baan Company (For Media)
Ronald Florisson, Vice President of Corporate Communications
Phone: +31(0)34.242.8786 (Europe) or +1 703.467.3000 (North America)
Email: [email protected]
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