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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: November 10, 1999
BAAN COMPANY N.V.
Baron van Nagellstraat 89
3770 AC Barneveld
The Netherlands
and
2191 Fox Mill Road, Suite 500
Herndon, Virginia USA 20171
(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 October 21, 1999 (the
"Press Release") announcing the Company's third quarter results for the three
months ended September 30, 1999.
The Press Release is attached as Exhibit 99.1 to this Report on Form 6-K
and is incorporated by reference herein.
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 October 21, 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: November 10, 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 October 21, 1999.
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EXHIBIT 99.1
Press Release
FOR IMMEDIATE RELEASE
BAAN COMPANY REPORTS THIRD QUARTER 1999 RESULTS
SUBSTANTIAL NEW MULTI-PRODUCT CONTRACT WITH BOEING
BARNEVELD, THE NETHERLANDS AND HERNDON, VIRGINIA, USA - OCTOBER 21, 1999 - Baan
Company N.V. (ASE: BAAN; Nasdaq: BAANF) today announced results for its third
quarter ended September 30, 1999. Revenues for the third quarter 1999 were $143
million, compared to $195 million in the third quarter 1998. The net loss for
the third quarter 1999 was ($25) million, or ($0.12) per diluted share, compared
to a net loss of ($40) million, or ($0.20) per diluted share, reported in the
third quarter 1998.
The Company also announced that during the third quarter The Boeing Company,
which currently has more than 200,000 employees worldwide, signed a 5-year
enterprise-wide contract that will provide Boeing with full access to the
complete Baan solution - including Baan E-Enterprise(TM), Baan Front Office,
Baan Supply Chain and BaanERP. The agreement should substantially expand the
number of Boeing users of Baan software over the term of the agreement. Further
details are being withheld pending a joint Baan/Boeing press release.
License revenues for the third quarter 1999 were $36 million, and maintenance
and service revenues were $107 million. Service and maintenance margins improved
to 28% in the third quarter 1999 from 24% a year earlier. Total operating
expenses and cost of revenues were $170 million for the third quarter 1999, as
compared to $249 million in the corresponding period of 1998. Additional
financial details are available on the Baan Web site at www.baan.com.
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Cash and marketable securities balances on September 30, 1999 were $149 million
compared to the second quarter 1999 level of $122 million. The Company's line of
credit and equity arrangements also provide for the potential of an additional
$175 million of future funding.
"Our results reflect the impact of the shift in Baan's business models towards
more subscription-based licensing agreements," said Jim Mooney, Chief Financial
Officer. "Under subscription-based licensing, customers pay a per-user per-month
fee for rights to Baan's products rather than a one-time up-front fee. While
this impacts short-term license revenue, it builds long-term customer
commitment, makes it easier for customers to use more of our applications, and
creates an ongoing revenue stream. Large companies such as Boeing this quarter,
and KPN earlier this year, joined the many other customers who see competitive
advantage in licensing Baan software on a subscription basis."
"We also saw customer demand for Baan's complete, integrated suite of
enterprise solutions. In the third quarter, more than 35% of our contract value
came from customers who licensed two or more of our integrated ERP, financials,
supply chain, front office or e-commerce solutions," continued Mooney. "Baan is
the only enterprise applications vendor to deliver end-to-end solutions today.
We believe this provides us with strong competitive differentiation."
"Baan has anticipated the fundamental shifts in business models in the
enterprise applications market and built its business model accordingly," said
Mary Coleman, chairman and CEO, Baan Company. "We have continued to invest in
research and development to extend our lead in end-to-end application
integration, and to deliver our new suite of Baan E-Enterprise applications.
While we expect the balance of 1999 will continue to be a difficult year for the
enterprise applications market as a whole, we are encouraged by the positive
response to our renewed investment in marketing and brand awareness."
OPERATING HIGHLIGHTS
The Company noted the following accomplishments since its last earnings
announcement.
- - Signed more than 500 contracts with new and existing customers including:
Azo, Boeing, Coca-Cola, Fuji Heavy Industries, GTE, Hitachi, Ikea, Komatsu,
Sonoco, TWR, Toshiba, US Filters,
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and Wal-Mart. Three-fourths of the transactions during the quarter were
from install-base customers.
- - The announcement of the new Baan E-Procurement(TM) product, an
Intranet-based self-service requisitioning software solution for indirect
purchasing that complements the purchasing module of BaanERP. Baan
E-Procurement streamlines procurement for companies encumbered with
complex, hard-to-control, costly procurement procedures.
- - The company also saw continued strong initial market acceptance of the new
Baan E-Enterprise Internet suite of Web-enabled software applications
including Baan E-Sales(TM), Baan E-Configuration(TM) and Baan
E-Procurement. Customers, such as Magnabyte were able to put Baan
E-Enterprise solutions into production in less than 30 days.
- - The acquisition of companies providing solutions built in the Baan
environment including; Proloq, which provides extensions to BaanERP for
process industries like primary metals, pulp and paper and others; and BAIN
which developed Product Data Management (PDM) extensions to BaanERP. Baan
also acquired ownership of the Dynamic Enterprise Models (DEM) from
Triarch. DEM allows organizations to model their business processes and
speed configuration and customizations of Baan products. BAIN and Triarch
were members of the Vanenburg Group.
- - The appointment of three new key executives to the management team.
Appointments include: Mike Shinya as President of its EMEA (Europe, Middle
East and Africa) region. Shinya joins Baan from Oracle; Charlie Callahan as
Senior Vice President of Baan Consulting. Callahan joins Baan from Booz
Allen & Hamilton; Katrina Roche to the newly created position of Senior
Vice President, Chief Marketing Officer. Roche has served for the past year
as the General Manager of Baan Supply Chain Solutions.
- - The launch of the first stage of a new $25 million advertising and lead
generation program in the United States, Canada and Europe. The campaign
includes print advertising placements in leading newspapers such as the
Wall Street Journal and New York Times, as well as leading
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trade and industry magazines. The campaign will continue to roll out
through United Kingdom, Germany, Netherlands and other European countries
throughout the fourth quarter.
- - More than 350 customers and partners attended Velocity, the Supply Chain
Users Conference in Atlanta, Georgia. More than 1,000 customers and
partners attended the Baan World Users conference in Los Angeles,
California.
Baan will announce a series of new products and services before an expected
audience of more than 5,000 customer and partners at its annual global BaanWorld
conference meeting in Vienna, Austria, being held from November 11-13, 1999.
Information on BaanWorld is available at www.Baanworld.com
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BAAN COMPANY
CONSOLIDATED STATEMENT OF OPERATIONS
($ IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
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Three Months Ended September 30, Nine Months Ended September 30,
---------------------------------- -----------------------------------
1999 1998 1999 1998
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Net revenues:
License revenue $ 35,880 $ 86,611 $ 155,408 $ 310,770
Maintenance and service revenue 106,950 108,351 335,993 293,748
--------- --------- --------- ---------
Total net revenues 142,830 194,962 491,401 604,518
--------- --------- --------- ---------
Cost of revenues:
Cost of license revenue 13,745 7,340 41,034 20,960
Cost of maintenance and service revenue 76,911 82,665 247,453 219,540
--------- --------- --------- ---------
Total cost of revenues 90,656 90,005 288,487 240,500
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Gross profit 52,174 104,957 202,914 364,018
--------- --------- --------- ---------
Operating and non-recurring expenses:
Sales and marketing 28,337 80,187 113,930 180,795
Research and development 31,513 46,347 99,263 112,475
General and administrative 19,418 32,596 53,535 82,788
Non-recurrring expenses 0 0 424 14,400
--------- --------- --------- ---------
Total operating and non-recurring expenses 79,268 159,130 267,152 390,458
--------- --------- --------- ---------
Income (loss) from operations (27,094) (54,173) (64,238) (26,440)
Other income (expense), net (2,176) (447) (5,422) 66
--------- --------- --------- ---------
Income (loss) before income taxes (29,270) (54,620) (69,660) (26,374)
(Provision) benefit for income taxes 4,581 14,940 16,699 5,901
--------- --------- --------- ---------
Net income (loss) $ (24,689) $ (39,680) $ (52,961) $ (20,473)
========== ========== ========== ==========
Net income (loss) per share:
Basic $ (0.12) $ (0.20) $ (0.25) $ (0.10)
Diluted $ (0.12) $ (0.20) $ (0.25) $ (0.10)
Shares used in computing per share amounts:
Basic 214,016 199,069 212,899 196,991
Diluted 214,016 199,069 212,899 196,991
</TABLE>
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BAAN COMPANY N.V.
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
(UNAUDITED)
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September 30, 1999 December 31, 1998
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<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 115,850 $ 205,751
Short-term marketable securities 32,917 1,080
Trade accounts receivable, net 231,240 252,129
Income tax receivable 14,923 45,045
Due from related parties 0 6,297
Other current assets 65,796 67,032
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TOTAL CURRENT ASSETS 460,726 577,334
--------- ---------
Property and equipment, at cost 120,900 129,267
Less accumulated depreciation (81,188) (66,569)
--------- ---------
Net property and equipment 39,712 62,698
--------- ---------
Software development costs, net 111,033 78,319
Intangible assets, net 90,270 52,644
Other non current assets 16,958 52,156
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TOTAL ASSETS $ 718,699 $ 823,151
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Short-term borrowings and current portion of long-term debt $ 25,323 $ 523
Accounts payable and other current liabilities 163,854 261,566
Income taxes payable 16,752 43,441
Due to related parties 1,943 0
Deferred revenue 125,784 147,933
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TOTAL CURRENT LIABILITIES 333,656 453,463
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Long-term debt 190,188 191,013
Long-term deferred revenue 16,631 17,831
Other long-term liabilities 39,564 4,084
Common stock and additional paid-in-capital 457,335 393,599
Accumulated deficit (288,222) (235,261)
Accumulated translation adjustment (30,453) (1,578)
--------- ---------
SHAREHOLDERS' EQUITY 138,660 156,760
--------- ---------
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 718,699 $ 823,151
========= =========
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ABOUT BAAN COMPANY
Founded in 1978, Baan Company (NASDAQ: BAANF; ASE: BAAN) is a global provider of
enterprise business solutions. Baan Company offers a comprehensive portfolio of
integrated services and best-in-class, component-based applications that span an
organization's entire value chain including E-Business and Web Commerce,
Customer Relationship Management, Enterprise Resource Planning, Supply Chain
Management, and Corporate Knowledge Management. Deployed at more than 13,000
customer sites worldwide, Baan Company solutions enable organizations to drive
strategic business growth, improve business processes, reduce operating
complexity, and increase corporate flexibility.
Baan Company has dual headquarters in Barneveld, The Netherlands and Herndon,
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.
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For more information, please contact:
INVESTOR RELATIONS
Phil Van Etten or Dave Spille
Phone: +1.703.234.6275 (North America) or +31 (0)34.242.8609 (Europe)
Email: [email protected]
MEDIA - EUROPE
Katrina Roche, Senior Vice President, Chief Marketing Officer
Phone: +31(0)34.242.8786
Email: [email protected]
MEDIA - NORTH AMERICA
George Thompson (for Baan Company)
Phone: +202.828.9708
Email: [email protected]
