Formula Systems Announces Second Quarter Results

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the Month of August 2003

FORMULA SYSTEMS (1985) LTD.

(Translation of Registrant's Name into English)

3 Hagalim Blvd., Herzliya, Israel

(Address 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-.....................

Attached to the Registrant's Form 6-K for the month of August 2003 and incorporated by reference herein is the Registrant's immediate report dated August 22, 2003.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant hasduly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

FORMULA SYSTEMS (1985) LTD.

(Registrant)                  

By: _____________________

Gad Goldstein             

President                     

Dated: August 22, 2003

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.

FORMULA SYSTEMS (1985) LTD.

(Registrant)                  

By:/s/ Gad Goldstein    

Gad Goldstein 

President         

Dated: August 22, 2003

FOR IMMEDIATE RELEASE

Contact: Gad Goldstein, President, Formula Systems (1985) Ltd.

Tel: 011-972-9959-8800

Formula Systems Announces Second Quarter Results

Improved results over first quarter of

‏‏2003

Herzliya, Israel, August 22, 2003 - Formula Systems Ltd., (Nasdaq: FORTY), a leading provider of information technology products, solutions and services, is pleased to announce its financial results for the second quarter ended June 30, 2003.

Revenues in the second quarter of 2003 totaled $89.9 million compared to $87.7 million in the first quarter. Operating income increased to $2.3 million compared to an operating loss of $1.0 million in the first quarter of 2003. Net income for the second quarter of 2003 amounted to $553,000 compared to a net loss of $1.0 million in the first quarter of 2003. 

Second Quarter Highlights in our subsidiaries

Sapiens International Corporation N.V. (Nasdaq: SPNS)

Sapiens reported overall improvement in its results compared to the first quarter of 2003 and expects the third and fourth quarters to reflect continued improvements in results. Sapiens has experienced a very positive market feedback and increased interest in its new offering to the Insurance Industry - Sapiens INSIGHIT™ Solutions suite.

BluePhoenix Solutions (Formerly: Crystal Systems Solutions) (Nasdaq: BPHX)

The completion of the integration between Crystal Systems and  BluePhoenix Solutions, resulted in streamlined and enhanced capabilities while increasing BluePhoenix overall efficiency. During the quarter BluePhoenix added new strategic partners that increased its exposure to new markets, such as its agreement with IBM Japan.

Magic Software Enterprises (Nasdaq: MGIC)

Magic continued its momentum from the first quarter of the year and has once again delivered strong results. Magic's newly released version 9.4 of eDeveloper has received an excellent response from its customers and from the market in general. Magic's new IBOLT Integration Suite has also received a warm reception from leading industry analysts, existing and potential customers.

Matrix IT

During the quarter Matrix continued its efforts to complete the merger with its subsidiaries, completed the acquisition of New Applicom and disposed of low margin operations, all part of its long term merger plan. These efforts resulted in a substantial increase in the gross margin and in EBITDA compared to the first quarter.

Matrix believe that the successful merger combined with a cost reduction plan will enable the company to become the largest IT company in Israel with critical mass, operating efficiency and a unified corporate structure and identity.

NextSource Inc.

During the first quarter nextSource released version two of its People Blue Book, the one source for solutions to all of a company’s human capital management needs. As of today nextSource has completed sales of this version to four Fortune 500 customers.

Gad Goldstein, President of Formula, commented: " As previously stated, our efforts in the first half of the year were mainly directed to help our subsidiaries regain operational profitability and positive cash flow. The combined efforts together with the managements of our subsidiaries resulted in an improvement of over $3 million in the aggregate operating results between the first and the second quarter. We are encouraged by the results and we will persevere with our efforts to increase efficiency while focusing on a return to growth pattern in our subsidiaries. Based on the results already achieved we expect a stronger and better second half of 2003."

Formula Systems Ltd., is a global information technology company principally engaged, through its subsidiaries and affiliates, in providing software consulting services, developing proprietary software products and providing computer-based business solutions.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995:

Statements made in this press release that are not historical facts are forward-looking statements. Such statements involve various risks that may cause actual results to differ materially. These risks and uncertainties include, but are not limited to: market demand for the company's products, dependence on strategic partners, integration of new business, successful implementation of Formula's products, economic and competitive factors, international market conditions, management of growth, technological developments, the ability to finance operations and other factors which are detailed in Formula's Securities and Exchange Commission filings, including its most recent report on Form 20-F. Formula undertakes no obligation to publicly release any revision to any forward-looking statement.


FORMULA SYSTEMS (1985) LTD.

(An Israeli corporation)

CONSOLIDATED BALANCE SHEETS

841:
 

June 30,


2003

 

December 31,
2002

 

U.S. $

 

(in thousands)

CURRENT ASSETS:

     

Cash and cash equivalents

89,367

 

90,561

Short-term investments

15,459

 

12,101

Trade receivables

85,382

 

67,642

Other accounts receivable

26,813

 

19,642

Inventories

3,952

 

3,590

       
 

220,973

 

193,536

       
       

LONG-TERM INVESTMENTS, LOANS AND RECEIVABLES:

     

Loans and other investments

3,474

 

3,400

Investments in affiliates

5,374

 

22,659

       
 

8,848

 

26,059

       

DEBENTURES

83,283

 

75,951

       

SEVERANCE PAY FUND

9,458

 

8,262

       

FIXED ASSETS, NET

27,780

 

25,045

       

OTHER ASSETS, NET

180,453

 

139,744

       
 

 

 

 

 

530,795

 

468,597

 

__________

 

__________

       

CURRENT LIABILITIES:

     

Credit from banks and others

88,031

 

87,752

Trade payables

31,998

 

26,811

Other accounts payable

78,006

 

60,172

Restructuring accrual

991

 

2,661

       
 

199,026

 

177,396

       

LONG-TERM LIABILITIES:

     

Debentures

50,440

 

33,726

Provision for losses in formerly owned investee

2,512

 

2,512

Deferred taxes

957

 

871

Customer advances

2,289

 

491

Liabilities to banks and others

25,689

 

7,556

Liability due to activity acquisition

2,126

 

2,334

Accrued severance pay

14,194

 

12,048

Unrealized gain

6,793

 

6,184

       
 

105,000

 

65,722

       

MINORITY INTEREST

66,450

 

72,130

       
       

SHAREHOLDERS’ EQUITY

160,319

 

153,349

       
 

 

 

 

 

530,795

 

468,597

 
__________
 
__________

FORMULA SYSTEMS (1985) LTD.

(An Israeli corporation)

CONSOLIDATED STATEMENTS OF INCOME

 

Six months ended

 June 30,

 

Three months ended

 June 30,

 

2003

 

2002

 

2003

 

2002

 

U.S.$

 

U.S.$

 

(in thousands, except per share data)

               

Revenues

177,594

 

 143,566 

 

89,872

 

 70,335 

Cost of revenues

113,335

 

 92,167 

 

56,377

 

 45,269 

               

Gross profit

64,259

 

 51,399 

 

33,495

 

 25,066 

Research and development costs, net

9,082

 

 8,472 

 

4,410

 

 4,190 

Selling, general and administrative expenses

51,304

 

39,571 

 

25,445

 

19,770 

Depreciation and amortization

2,582

 

 2,097 

 

1,328

 

 1,077 

               

Operating income

1,291

 

 1,259 

 

2,312

 

29 

Financial income (expenses), net

(1,035)

 

 2,962 

 

(496)

 

 1,735 

               
 

256

 

 4,221 

 

1,816

 

1,764 

Gain on realization of investments

1,220

 

3,450 

 

828

 

 3,682 

Other income (expenses), net

786

 

 5 

 

300

 

(383)

               

Income before taxes on income

2,262

 

 7,676 

 

2,944

 

5,063 

Taxes on income

1,480

 

 842 

 

787

 

 516 

               
 

782

 

 6,834 

 

2,157

 

4,547 

Equity in losses of affiliated companies, net

(533)

 

(351)

 

(357)

 

(188)

Minority interest in profits, net

(720)

 

(1,830)

 

(1,247)

 

(1,370)

               

Net income (loss)

(471)

 

4,653

 

553

 

2,989


______

 

______

 

______

 

______

               
               

Earnings per share - basic and fully-diluted:


 
 
 

Net earnings (loss)

(0.05)

 

0.45

 

0.06

 

0.29