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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: May 12, 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 April 28, 1999 (the
"Press Release") announcing the Company's first quarter results for the three
months ended March 31, 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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99.1 Press Release of Baan Company N.V. dated April 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: May 12, 1999
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EXHIBIT INDEX
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Exhibit No. Description
- ----------- -----------
<S> <C>
99.1 Press Release of Baan Company N.V. dated April 28, 1999.
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EXHIBIT 99.1
Press Release
1. ANNOUNCEMENT OF FIRST QUARTER RESULTS
BAAN COMPANY REPORTS FIRST-QUARTER 1999 RESULTS
CLOSES RECORD NUMBER OF CUSTOMER TRANSACTIONS IN THE QUARTER
BARNEVELD, The Netherlands and RESTON, Va., April 28 /PRNewswire/ -- Baan
Company N.V. (ASE: BAAN; Nasdaq: BAANF) today announced results for its first
quarter ended March 31, 1999. Revenues for the first quarter 1999 were $176
million compared with revenues of $179 million in the first quarter of last
year. The net loss for the quarter was ($19) million, or ($0.09) per diluted
share, compared with net income of $2 million, or $0.01 per diluted share in the
first quarter 1998.
License revenue for the first quarter of 1999 was $65 million. The Company
recorded a record of over 600 license transactions during the quarter, a 75%
increase over the prior year. The Company reported a 28% increase in maintenance
and service revenues to a record $111 million, or 63% of total revenue as
compared to 48% the year prior. Deferred revenue at the end of first quarter
1999 was $163 million, approximately equal to the year-end 1998 levels.
Operating expense and cost of revenues fell by approximately 20% to $202
million, compared to the third quarter 1998 prior to the commencement of the
restructuring. Cash balances on March 31, 1999 were $125 million. Excluding
non-recurring items, cash used in operations was ($24) million.
"Results for the quarter were better than the analysts' consensus projection,"
said Jim Mooney, Chief Financial Officer, Baan Company. "In the first quarter,
the Company achieved its previously announced cost reduction targets and we
believe our cost structure moving forward positions us well in what we expect
will continue to be a difficult and challenging market. To further bolster the
Company's financial resources, we are working with a consortium of international
banks to increase our line of credit to $75 million."
OPERATING HIGHLIGHTS
The Company continued to achieve its goals and noted the following
accomplishments since its last earnings announcement.
* Significant new customers, and those committing to additional seats
include: Paccar, Simplex, Thomson and USINOR adopted Baan ERP; Akzo,
Barclays, EDS and Volvo purchased BaanFrontOffice solutions; Booze Allen
Hamilton, Caterpillar and Hitachi purchased Baan Supply Chain and
Logistics products; and Air Afrique, Navion and UUNET embraced the CODA
and Baan Financials products.
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* The shareholders approved a new Supervisory Board of Directors. Existing
directors William Grabe, David Hodgson and Hans Wortmann were
re-appointed. New directors include new Chairman of the Supervisory
Board, Pierre Jean Everaert--Former CEO of Koninklijke Ahold and former
member of the board of management of Philips Electronics N.V.; John W.
Barter--Former Executive Vice President and CFO, AlliedSignal, Inc.;
Henk van den Breemen--Former Chief of Defense Staff, Dutch Armed Forces
(retired); Joop P.M. Janssen--Chairman of the Board of Directors of
Heijmans, N.V.; and Koichi Nishimura-- Chairman of the Board, President
and CEO of Solectron Corporation.
* Baan Company continues to attract strong individuals to its leadership
team. Recent management appointments include: James F. Mooney, Chief
Financial Officer--previously VP and Chief Financial Officer, Americas,
IBM Corporation; Andrew Dailey, Sr. VP Product Marketing-- previously
Research Director, Enterprise Resource Planning (ERP), Gartner Group;
Ronald Florisson, VP Corporate Communications-- previously Director of
Information for the Ministry of Finance of The Netherlands; Katrina
Roche, GM Supply Chain Solutions--previously president and CEO of Cygnus
Technology. Other executive promotions include Steve Pugh, GM CODA.
"The record number of transactions in the first quarter, along with the seasoned
additions to the management team and board of directors demonstrate Baan Company
is back as a leading player in the enterprise applications market," said Tom
Tinsley, Chairman and CEO of Baan Company. "Our strategy to increase the portion
of revenue from our 2,000 person-strong customer services organization is
working to help provide a more-predictable and sustainable revenue source."
RECENT PRODUCT ANNOUNCEMENTS
* Baan Company recently launched the Baan E-Enterprise(TM) suite of
Web-enabled enterprise software applications that facilitate business
between the entire "value chain" of employees, partners, resellers and
suppliers. The suite includes Baan E-Collaboration(TM), Baan
E-Sales(TM), and Baan E-Procurement(TM). Baan E-Collaboration is an
XML-based supply chain collaboration solution that provides greater
access to enterprise information. It enables business partners to
interact online to improve accuracy of communications, decrease supply
chain cycle times, and reduce overall cost of doing business. Baan
E-Sales is an Internet-based, unassisted sales solution that enables
businesses to sell direct or through channel partners. Baan
E-Procurement is an intranet-based, indirect procurement solution for
Baan ERP that can reduce cost of procurement by 80% compared to
paper-based systems. Components of the Baan E-Enterprise are available
beginning in April, 1999.
* The Company also shipped several new products including: BidPro, a new
product to assist manufacturers in evaluating transportation
alternatives and select carriers from competing bids; BaanEDM, Baan's
analytical application suite that allows integrated analysis of
information across the complete suite of Baan Company products;
BaanFrontOffice `99 including support
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for nine European and Asian languages; and BaanInternetConfigurator, an
Internet-based interactive selling solution.
* Baan Education announced BaanEASE, a revolutionary Electronic
Performance Support System, and BaanLIVE, a Web-based distance learning
environment where an instructor can teach students remotely via the
Internet.
* Baan Company received numerous industry awards during the quarter. A
recent survey by Dataquest of 5000 IT users in Southeast Asia gave Baan
Company the highest customer satisfaction level of any of the ERP
vendors in the region; Baan Education won an International Merit Award
from the Society for Technical Communications for its BaanFrontOffice
Course materials.
"Investment in research and development remains a top priority for Baan
Company," said Mary Coleman, President of Baan Company. "There are approximately
1,600 members of the Research and Development teams around the globe. Total net
R&D expense was over $37 million last quarter alone. Baan Company is committed
to maintaining its leadership role with innovative products and market-leading
vision for enterprise applications."
BAAN COMPANY N.V.
CONSOLIDATED BALANCE SHEETS
($ in thousands)
(Unaudited)
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March 31, 1999 December 31, 1998
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ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 125,332 $ 205,751
Short-term marketable securities 266 1,080
Trade accounts receivable, net 241,066 252,129
Income tax receivable 41,259 45,045
Other current assets 72,263 67,032
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TOTAL CURRENT ASSETS 480,186 571,037
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Property and equipment, at cost 122,830 129,267
Less accumulated depreciation (70,434) (66,569)
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Net property and equipment 52,396 62,698
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Software development costs, net 77,438 78,319
Intangible assets, net 91,570 52,644
Other non current assets 41,945 52,156
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TOTAL ASSETS $ 743,535 $ 816,854
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Short-term borrowings from banks $ 556 $ 523
Accounts payable and other current liabilities 219,325 255,269
Income taxes payable 25,619 43,441
Deferred revenue 144,144 147,933
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TOTAL CURRENT LIABILITIES 389,644 447,166
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Long-term debt 190,505 191,013
Other long-term liabilities 22,495 4,084
Long-term deferred revenue 19,045 17,831
Common stock and additional paid-in-capital 395,100 393,599
Accumulated deficit (254,339) (235,261)
Accumulated translation adjustment (18,915) (1,578)
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SHAREHOLDERS' EQUITY 121,846 156,760
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TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 743,535 $ 816,854
========= =========
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BAAN COMPANY
CONSOLIDATED STATEMENT OF OPERATIONS
($ in thousands, except per share amounts)
(Unaudited)
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Three Months Ended March 31,
----------------------------
1999 1998
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Net revenues:
License revenue $ 65,178 $ 92,905
Maintenance and service revenue 110,593 86,572
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Total net revenues 175,771 179,477
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Cost of revenues:
Cost of license revenue 14,392 7,176
Cost of maintenance and service revenue 84,545 68,996
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Total cost of revenues 98,937 76,172
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Gross profit 76,834 103,305
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Operating expenses:
Sales and marketing 49,057 47,531
Research and development 36,788 30,675
General and administrative 16,862 22,307
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Total operating expenses 102,707 100,513
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Income (loss) from operations (25,873) 2,792
Other income (expense), net (1,382) 349
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Income (loss) before income taxes (27,255) 3,141
(Provision) benefit for income taxes 8,177 (1,005)
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Net income (loss) $ (19,078) $ 2,136
========= =========
Net income (loss) per share:
Basic $ (0.09) $ 0.01
Diluted $ (0.09) $ 0.01
Shares used in computing per share amounts:
Basic 205,038 194,630
Diluted 205,038 211,398
</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 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 and +31.(0)34.242.8609
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)
