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Formula Systems Reports Fourth Quarter and Full Year 2022 Financial Results with Record-Breaking Full Year 2022 Results Recorded Across All Key Financial Indices (Revenues, Gross Profit, Operating Income and Net Income)

Net income for the year increased by 49.1% year over year to a record-breaking result of $81.4 million

OR YEHUDA, Israel, March 16, 2023 (GLOBE NEWSWIRE) -- Formula Systems (1985) Ltd. (Nasdaq and TASE: FORTY) (“Formula” or the “Company”), a global information technology group engaged, through its subsidiaries and affiliates, in providing software consulting services and computer-based business solutions and developing proprietary software products, today announced its results for the fourth quarter and full year ended December 31, 2022.

Financial Highlights for the Fourth Quarter Ended December 31, 2022

  • Consolidated revenues for the fourth quarter ended December 31, 2022 decreased by 3.6% to $633.9 million, compared to $657.6 million in the same period last year. On a constant currency basis (calculated based on average currency exchange rates for the three months ended December 31, 2021), consolidated revenues for the fourth quarter of 2022 would have increased by 4.4% to a record breaking $686.8 million.

  • Consolidated operating income for the fourth quarter ended December 31, 2022 increased by 1.0% to $60.2 million, compared to $59.6 million in the same period last year. On a constant currency basis (calculated based on average currency exchange rates for the three months ended December 31, 2021), consolidated operating income for the fourth quarter of 2022 would have increased by 11.1% to a record-breaking result of $66.1 million from ongoing activities.

  • Consolidated net income attributable to Formula’s shareholders for the fourth quarter ended December 31, 2022 decreased by 1.3% to $15.3 million, or $1.00 per fully diluted share, compared to $15.5 million, or $0.99 per fully diluted share, in the same period last year.

Financial Highlights for the Full Year Ended December 31, 2022

  • Consolidated revenues for full year increased by 7.0% to $2.57 billion, compared to $2.40 billion in the same period last year.

  • Consolidated operating income for full year increased by 33.0% to $276.6 million, compared to $208.0 million in the same period last year. Operating income for the full year included a capital gain realized from the disposition of a Matrix IT Ltd. subsidiary in an amount of $44.3 million. Excluding such impact, consolidated operating income for the full year increased by 11.7% compared to the same period last year.

  • Consolidated net income attributable to Formula’s shareholders for the full year increased by 49.1% to $81.4 million, or $5.21 per fully diluted share, compared to $54.6 million, or $3.5 per fully diluted share, in the same period last year. Net income for the full year was positively impacted by approximately $17.1 million resulting from the disposition of a subsidiary of Matrix IT Ltd. Excluding such impact, consolidated net income attributable to Formula’s shareholders for the full year increased by 17.7% compared to the same period last year.

  • As of December 31, 2022, Formula held 48.7%, 44.1%, 46.3%, 100%, 50%, 90.1%, 80%, 100% and 100% of the outstanding ordinary shares of Matrix IT Ltd., Sapiens International Corporation N.V., Magic Software Enterprises Ltd., Michpal Micro Computers (1983) Ltd., TSG IT Advanced Systems Ltd., Insync Staffing Solutions, Inc., Ofek Aerial Photography Ltd., ZAP Group Ltd., and Shamrad Electronic (1997) Ltd., respectively.

  • Consolidated cash and cash equivalents, short-term bank deposits and short-term investments totaled approximately $569.1 million as of December 31, 2022, compared to $512.5 million as of December 31, 2021.

  • Total equity as of December 31, 2022, was $1.18 billion (representing 42.1% of the total consolidated statements of financial position), compared to $1.18 billion (representing 42.9% of the total consolidated statements of financial position) as of December 31, 2021.

Debentures Covenants

As of December 31, 2022, Formula was in compliance with all of its financial covenants under the debenture series issued by it, based on the following achievements:

Covenant 1

  • Target equity attributable to Formula’s shareholders (excluding non-controlling interests): above $215 million.

  • Actual equity attributable to Formula’s shareholders as of December 31, 2022 was $551.9 million.

Covenant 2

  • Target ratio of net financial indebtedness to net capitalization (in each case, as defined under the indenture for Formula’s Series A and C Secured Debentures): below 65%.

  • Actual ratio of net financial indebtedness to net capitalization, as of December 31, 2022 was 6.3%.

Covenant 3

  • Target ratio of net financial indebtedness to EBITDA (based on the accumulated calculation for the four most recent quarters): below 5.

  • Actual ratio of net financial indebtedness to EBITDA (based on the accumulated calculation for the four most recent quarters and excluding a capital gain of $44.2 million realized from the disposition of a Matrix IT Ltd. subsidiary), as of December 31, 2022, was 0.24.

Comments of Management

Commenting on the results, Guy Bernstein, CEO of Formula Systems, said: “I am very proud of our fourth quarter and full year achievements. During the year, we continued to make big strides across multiple fronts, which is reflected by our record-breaking results recorded in all our key financial indices for the year (revenues, gross profit, operating income, and net income). Our broad investment portfolio allows us to carefully mitigate the current risks in the IT market, which are mainly the challenging macro-economic environment, as well as the fierce competition over talented IT workforce. We continue our efforts across our entire group to create significant value for our customers in managing, streamlining, accelerating, and contributing to their growth.”

“Matrix finished the year strong with record-breaking results for the year recorded across all its key financial indices. We are pleased with Matrix’s continued recognition as a market leader in Israel in the implementation of fastest-growing technologies, such as cloud, cyber, digital, data, DevOps and AI, which enable the company to create significant value for its customers in managing, streamlining, accelerating and making their businesses thrive. There is a strong demand in Israel for software services in digital, cloud, cyber, data, and core operating systems—areas in which Matrix is a market leader, and which are at the center of the IT market demand. North-America, which accounts for 9.3% of Matrix’s annual revenues, also showed significant growth, with an increase of approximately 17% in revenues and 41% in operating income, along with a substantial improvement in operating margin. We believe that Matrix has significant growth potential in the North American market. Among all of its operations in North America, Matrix continues to expand and upgrade its collaboration with NICE Actimize in the field of AI-based solutions for anti-money laundering and prevention of financial crimes, as well as expanding its customer base across all its other areas of expertise in the North-American market.”

“Sapiens’ revenues for the year reached $475 million, and on a constant currency basis, grew by approximately 8%. Non-GAAP operating income the year reached $83.5 million, representing an operating margin of 17.6%. A key accomplishment in 2022 includes Sapiens continued growth of cloud-based customers with over 90% of new logos delivered on the cloud Sapiens is still in the early days of an incredible industry transformation as insurance carriers continue to transform their core systems to remain relevant, competitive, and compliant. As a global player with multiple product lines and cloud capabilities and a cost-efficient operating model which combines off-and on-shore delivery capabilities, we believe that Sapiens is positioned in a sweet spot to reap the gains of this opportunity.”

“Magic Software finished the year strong, with record-breaking fourth quarter revenue of $147.1 million, growing 10.6% year over year, exceeding market expectations. Magic’s results for the year also reached record high as well as double digit growth in all its key financial indices (revenues, gross profit, operating income, and net income). Magic’s strong results demonstrate the growing investment made by enterprises and organizations worldwide to leverage their digital technologies and cloud-based platforms creating high demand for its innovative software solutions and services, which together with the outstanding execution of its teams led to another year of strong performance recorded across its business.”

“Michpal Group continues to realize synergies and monetize on its business model with its revenues for the year growing by 23% on a constant currency basis compared to the same period last year, to NIS 128 million (approximately $38.0 million) with 36% accounted to organic growth.”

“TSG materialized its strategy of expanding its presence in the Israeli municipal institutions sector by acquiring 60% of the outstanding share capital of E.P.R. Systems Ltd. Headquartered in Israel, E.P.R has over 20 years of experience and serve more than 100 local authorities in Israel. The company offers comprehensive software solutions for municipal institutions primarily to manage all their billing and collection operations for all types of revenues, including taxes, fees and levies and several innovative extension modules. Additionally, E.P.R offers a full scope of expert implementation, application management and hosting services, enabling municipal institutions to execute their digital and business strategies.”

“Lastly, Zap Group, a leading group of consumer sites in Israel and a well-reputable brand in the Israeli market, offering a wide range of solutions in the field of advertising continues to invest both organically and inorganically in its service lines and is currently in the final stages before going live with its new marketplace platform. We believe this new platform will enable small and medium businesses in Israel to sell their products through an advanced platform that combines objective price comparison between sellers with a reliable and comfortable online buying experience. In addition, during the fourth quarter of 2022 ZAP Group concluded the acquisition of 51% of the outstanding share capital of Safra an Israeli company specializing in social media services for small and medium businesses. Safra is a leading digital company in Israel that provides Facebook Instagram and Tik-tok advertising services to enhance business performance. During the fourth quarter, ZAP Group also acquired 51% of the outstanding share capital of Marcomit, an Israeli company which specializes in digital branding for large enterprises. Marcomit provides strategical brand services for high profile companies including advanced branding materials for media and digital adverting. We believe that the operations of both Safra and Marcomit are synergetic and complementary to Zap Group’s operations in the field of advertising to allow Zap Group to build continued long term profitable growth and shareholder value.”

Stand-Alone Financial Measures

This press release presents, further below, certain stand-alone financial measures to reflect Formula’s stand-alone financial position in reference to its assets and liabilities as the parent company of the group. These financial measures are prepared consistent with the accounting principles applied in the consolidated financial statements of the group. Such measures include investments in subsidiaries and a jointly controlled entity measured at cost adjusted by Formula’s share in the investees’ accumulated undistributed earnings and other comprehensive income or loss.

Formula believes that these financial measures provide useful information to management and investors regarding Formula’s stand-alone financial position. Formula’s management uses these measures to compare the Company’s performance to that of prior periods for trend analyses. These measures are also used in financial reports prepared for management and in quarterly financial reports presented to the Company’s board of directors. The Company believes that the use of these stand-alone financial measures provides an additional tool for investors to use in evaluating Formula’s financial position.

Management of the Company does not consider these stand-alone measures in isolation or as an alternative to financial measures determined in accordance with GAAP. Formula urges investors to review the consolidated financial statements which it includes in press releases announcing quarterly financial results, including this press release, and not to rely on any single financial measure to evaluate the Company’s business or financial position.

About Formula

Formula Systems, whose ordinary shares are traded on the Tel-Aviv Stock Exchange and its ADSs are traded on the Nasdaq Global Select Market, is a global information technology holding company engaged, through its subsidiaries and affiliates, in providing software consulting services and computer-based business solutions and developing proprietary software products.

For more information, visit www.formulasystems.com.

Press Contact:

Formula Systems (1985) Ltd.
+972-3-5389487
ir@formula.co.il

Forward Looking Statements

Certain matters discussed in this press release that are incorporated herein and therein by reference are forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, that are based on our beliefs, assumptions and expectations, as well as information currently available to us. Such forward-looking statements may be identified by the use of the words “anticipate,” “believe,” “estimate,” “expect,” “may,” “will,” “plan” and similar expressions. Such statements reflect our current views with respect to future events and are subject to certain risks and uncertainties. There are important factors that could cause our actual results, levels of activity, performance or achievements to differ materially from the results, levels of activity, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to: adverse macro-economic trends, including inflation, rising interest rates and supply chain delays, triggered in part by the COVID-19 (coronavirus) pandemic, which trends may last for a significant period and materially adversely affect our results of operations; the degree of our success in our plans to leverage our global footprint to grow our sales; the degree of our success in integrating the companies that we have acquired through the implementation of our M&A growth strategy; the lengthy development cycles for our solutions, which may frustrate our ability to realize revenues and/or profits from our potential new solutions; our lengthy and complex sales cycles, which do not always result in the realization of revenues; the degree of our success in retaining our existing customers or competing effectively for greater market share; difficulties in successfully planning and managing changes in the size of our operations; the frequency of the long-term, large, complex projects that we perform that involve complex estimates of project costs and profit margins, which sometimes change mid-stream; the challenges and potential liability that heightened privacy laws and regulations pose to our business; occasional disputes with clients, which may adversely impact our results of operations and our reputation; various intellectual property issues related to our business; potential unanticipated product vulnerabilities or cybersecurity breaches of our or our customers’ systems; risks related to the insurance industry in which our clients operate; risks associated with our global sales and operations, such as changes in regulatory requirements, adverse consequences of international conflicts such as Russia’s invasion of the Ukraine, or fluctuations in currency exchange rates; and risks related to our principal location in Israel.

While we believe such forward-looking statements are based on reasonable assumptions, should one or more of the underlying assumptions prove incorrect, or these risks or uncertainties materialize, our actual results may differ materially from those expressed or implied by the forward-looking statements. Please read the risks discussed under the heading “Item 3.D Risk Factors” in our most recent Annual Report on Form 20-F, filed with the U.S. Securities and Exchange Commission on May 16, 2022, in order to review conditions that we believe could cause actual results to differ materially from those contemplated by the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that future results, levels of activity, performance and events and circumstances reflected in the forward-looking statements will be achieved or will occur. Except as required by law, we undertake no obligation to update publicly any forward-looking statements for any reason, or to conform those statements to actual results or to changes in our expectations.


FORMULA SYSTEMS (1985) LTD.
CONSOLIDATED CONDENSED STATEMENTS OF PROFIT OR LOSS
U.S. dollars in thousands (except per share data)

 

 

Three months ended

 

 

Year ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 

 

 

Unaudited

 

 

 

Unaudited

 

Revenues

 

 

633,884

 

 

 

657,601

 

 

 

2,572,357

 

 

 

2,404,376

 

Cost of revenues

 

 

468,692

 

 

 

501,881

 

 

 

1,949,892

 

 

 

1,840,517

 

Gross profit

 

 

165,192

 

 

 

155,720

 

 

 

622,465

 

 

 

563,859

 

Research and development costs, net

 

 

18,867

 

 

 

16,737

 

 

 

72,129

 

 

 

65,858

 

Selling, marketing and general and administrative expenses

 

 

86,148

 

 

 

79,409

 

 

 

317,956

 

 

 

289,985

 

Capital gain from realization of a Matrix IT's subsidiary

 

 

-

 

 

 

-

 

 

 

44,260

 

 

 

-

 

Operating income

 

 

60,177

 

 

 

59,574

 

 

 

276,640

 

 

 

208,016

 

Financial expenses, net

 

 

6,902

 

 

 

7,382

 

 

 

19,930

 

 

 

24,005

 

Income before taxes on income

 

 

53,275

 

 

 

52,192

 

 

 

256,710

 

 

 

184,011

 

Taxes on income

 

 

10,907

 

 

 

12,600

 

 

 

55,235

 

 

 

42,614

 

Income after taxes

 

 

42,368

 

 

 

39,592

 

 

 

201,475

 

 

 

141,397

 

Share of profit of companies accounted for at equity, net

 

 

(2,383

)

 

 

152

 

 

 

(1,808

)

 

 

505

 

Net income

 

 

39,985

 

 

 

39,744

 

 

 

199,667

 

 

 

141,902

 

Net income attributable to non-controlling interests

 

 

24,646

 

 

 

24,206

 

 

 

118,274

 

 

 

87,317

 

Net income attributable to Formula Systems' shareholders

 

 

15,339

 

 

 

15,538

 

 

 

81,393

 

 

 

54,585

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share (basic)

 

 

1.01

 

 

 

1.02

 

 

 

5.31

 

 

 

3.57

 

Earnings per share (diluted)

 

 

1.00

 

 

 

0.99

 

 

 

5.21

 

 

 

3.50

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of shares used in computing earnings per share (basic)

 

 

15,298,267

 

 

 

15,290,517

 

 

 

15,295,986

 

 

 

15,289,580

 

Number of shares used in computing earnings per share (diluted)

 

 

15,467,654

 

 

 

15,498,375

 

 

 

15,502,830

 

 

 

15,403,543

 


FORMULA SYSTEMS (1985) LTD.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
U.S. dollars in thousands

 

 

December 31,

 

 

December 31,

 

 

 

 

2022

 

 

2021

 

 

 

 

(Unaudited)

 

 

 

 

 

ASSETS

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

544,342

 

 

 

485,391

 

 

Short-term deposits

 

 

23,976

 

 

 

25,924

 

 

Short-term investments

 

 

738

 

 

 

1,142

 

 

Trade receivables, net

 

 

704,610

 

 

 

696,321

 

 

Other accounts receivable and prepaid expenses

 

 

64,142

 

 

 

72,118

 

 

Inventories

 

 

35,181

 

 

 

21,221

 

 

Total current assets

 

 

1,372,989

 

 

 

1,302,117

 

 

 

 

 

 

 

 

 

 

 

 

LONG-TERM ASSETS:

 

 

 

 

 

 

 

 

 

Deferred taxes

 

 

42,220

 

 

 

46,364

 

 

Other investments, long-term accounts receivable and prepaid expenses

 

 

39,754

 

 

 

23,676

 

 

Investments in companies accounted for at equity method

 

 

20,641

 

 

 

28,900

 

 

Property, plants and equipment, net

 

 

54,971

 

 

 

56,886

 

 

Right-of-use assets

 

 

117,341

 

 

 

115,833

 

 

Net intangible assets and goodwill

 

 

1,146,791

 

 

 

1,174,790

 

 

Total  long-term assets

 

 

1,421,718

 

 

 

1,446,449

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL  ASSETS

 

 

2,794,707

 

 

 

2,748,566

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

 

 

Loans and credit from banks and others

 

 

157,908

 

 

 

175,696

 

 

Debentures

 

 

68,293

 

 

 

48,455

 

 

Current maturities of lease liabilities

 

 

45,464

 

 

 

41,655

 

 

Trade payables

 

 

222,229

 

 

 

205,835

 

 

Deferred revenues

 

 

132,729

 

 

 

140,660

 

 

Employees and payroll accrual

 

 

201,908

 

 

 

207,553

 

 

Other accounts payable

 

 

80,919

 

 

 

80,411

 

 

Liabilities in respect of business combinations

 

 

32,904

 

 

 

7,773

 

 

Put options of non-controlling interests

 

 

60,500

 

 

 

39,558

 

 

Total current liabilities

 

 

1,002,854

 

 

 

947,596

 

 

 

 

 

 

 

 

 

 

 

 

LONG-TERM LIABILITIES:

 

 

 

 

 

 

 

 

 

Loans from banks and others

 

 

115,874

 

 

 

157,229

 

 

Debentures

 

 

305,632

 

 

 

205,035

 

 

Lease liabilities

 

 

79,500

 

 

 

84,839

 

 

Other long-term liabilities

 

 

11,790

 

 

 

12,183

 

 

Deferred taxes

 

 

58,992

 

 

 

78,135

 

 

Deferred revenues

 

 

8,859

 

 

 

17,757

 

 

Liabilities in respect of business combinations

 

 

13,370

 

 

 

21,644

 

 

Put options of non-controlling interests

 

 

11,688

 

 

 

31,720

 

 

Employees benefit liabilities, net

 

 

9,116

 

 

 

12,641

 

 

Total long-term liabilities

 

 

614,821

 

 

 

621,183

 

 

 

 

 

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

 

 

 

Equity attributable to Formula Systems' shareholders

 

 

551,865

 

 

 

540,960

 

 

Non-controlling interests

 

 

625,167

 

 

 

638,827

 

 

Total equity

 

 

1,177,032

 

 

 

1,179,787

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

 

2,794,707

 

 

 

2,748,566

 

 


FORMULA SYSTEMS (1985) LTD.
STAND-ALONE STATEMENTS OF FINANCIAL POSITION
U.S. dollars in thousands

 

 

December 31,

 

 

December 31,

 

 

 

 

2022

 

 

2021

 

 

 

 

(Unaudited)

 

 

ASSETS

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

39,363

 

 

 

14,163

 

 

Other accounts receivable and prepaid expenses

 

 

7,326

 

 

 

4,513

 

 

Total current assets

 

 

46,689

 

 

 

18,676

 

 

 

 

 

 

 

 

 

 

 

 

LONG-TERM ASSETS:

 

 

 

 

 

 

 

 

 

Investment in subsidiaries and a jointly controlled entity (*)

 

 

 

 

 

 

 

 

 

Matrix IT Ltd.

 

 

149,701

 

 

 

154,391

 

 

Sapiens International Corporation N.V.

 

 

228,953

 

 

 

231,130

 

 

Magic Software Enterprises Ltd.

 

 

125,060

 

 

 

122,358

 

 

Other

 

 

154,303

 

 

 

174,481

 

 

Total investment in subsidiaries and a jointly controlled entity

 

 

658,017

 

 

 

682,360

 

 

 

 

 

 

 

 

 

 

 

 

Long term receivables and other investments

 

 

12,870

 

 

 

2,547

 

 

Property, plants and equipment, net

 

 

8

 

 

 

10

 

 

Total long-term assets

 

 

670,895

 

 

 

684,917

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL ASSETS

 

 

717,584

 

 

 

703,593

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

 

 

Debentures

 

 

32,999

 

 

 

28,654

 

 

Trade payables

 

 

125

 

 

 

192

 

 

Other accounts payable

 

 

5,596

 

 

 

5,339

 

 

Put options of non-controlling interests

 

 

848

 

 

 

-

 

 

Liability in respect of a business combination

 

 

426

 

 

 

-

 

 

Total current liabilities

 

 

39,994

 

 

 

34,185

 

 

 

 

 

 

 

 

 

 

 

 

LONG-TERM LIABILITIES:

 

 

 

 

 

 

 

 

 

Debentures

 

 

125,484

 

 

 

126,049

 

 

Put options of non-controlling interests

 

 

-

 

 

 

1,249

 

 

Liability in respect of a business combination

 

 

241

 

 

 

1,150

 

 

Total long-term liabilities

 

 

125,725

 

 

 

128,448

 

 

 

 

 

 

 

 

 

 

 

 

EQUITY

 

 

551,865

 

 

 

540,960

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

 

717,584

 

 

 

703,593

 

 


 

(*)

The investments' carrying amounts are measured consistent with the accounting principles applied in the consolidated financial statements of the group and representing the investments’ cost adjusted by Formula's share in the investees' accumulated undistributed earnings and other comprehensive income or loss.