UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the
month of February 2010
Commission
File Number: 001-33129
Allot
Communications Ltd.
(Translation
of registrant's name into English)
22
Hanagar Street
Neve
Ne’eman Industrial Zone B
Hod-Hasharon
45240
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 o
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1): ____
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7): ____
Indicate
by check mark whether by furnishing the information contained in this Form, the
registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o No x
If "Yes"
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82- ________
EXPLANATORY
NOTE
On
February 9, 2010, Allot Communications Ltd. issued a press release announcing
the quarterly results for the fourth quarter of 2009. The Company also announced
that Doron Arazi is to step down as its Chief Financial Officer.
Copies of
the press releases announcing such matters are attached to this Form 6-K and
incorporated herein by reference, as follows:
|
|
·
|
Exhibit
99.1 – Press release announcing the financial
results
|
|
|
·
|
Exhibit
99.2 – Press release announcing that Doron Arazi is to step
down
|
SIGNATURES
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.
|
Allot
Communications Ltd.
|
|||
|
|
By:
|
/s/ Rami Hadar | |
| Rami Hadar | |||
| President and Chief Executive Officer | |||
Date:
February 10, 2010
2
EXHIBIT
INDEX
The
following exhibits have been filed as part of this Form 6-K:
|
Exhibit
|
Description
|
| 99.1. | Press Release Announcing Financial Results Dated February 9, 2010. |
| 99.2 | Press Release Announcing that CFO to Step Down Dated February 9, 2010. |
3
Exhibit 99.1
Allot
Communications Reports 21% Increase in Revenues to $11.5
Million
for the Fourth Quarter of 2009
--Company
Achieves Breakeven Results on a non-GAAP Basis--
Key
highlights:
-
Fourth quarter revenues reached $11.5 million, a 21% increase over the fourth
quarter of 2008
-
Fourth quarter non-GAAP net income of $19,000, as Company achieves break-even
results
-
Cash, cash equivalents, deposits and investments in marketable securities
increased to $53.3 million
-
Allot receives $17 million in orders from a global Tier 1 mobile operator during
the year
Hod Hasharon, ISRAEL – February 9,
2010 – Allot Communications Ltd. (NASDAQ: ALLT) a leader in IP service
optimization and revenue generation solutions, today announced achieving
break-even results on a non-GAAP basis for the fourth quarter of 2009 as it
reported its financial results for the fourth quarter and full year ended
December 31, 2009.
Total
revenues for the fourth quarter of 2009 reached $11.5 million, a 21% increase
from the $9.6 million of revenues reported in the fourth quarter of 2008, and a
6% increase from the $10.8 million revenues reported for the third quarter of
2009. On a GAAP basis, net loss for the fourth quarter of 2009 was
$1.5 million, or $0.07 per share (basic and diluted). This compares
with net income of $1.0 million, or $0.05 per share (basic and diluted), in the
fourth quarter of 2008, and a net loss of $2.3 million, or $0.10 per share
(basic and diluted), in the third quarter of 2009. For the full year
2009, revenues reached $41.8 million, representing a 13% increase over the $37.1
million of revenues in 2008. On a GAAP basis, net loss in 2009
totaled $7.7 million, or $0.35 per share (basic and diluted), compared with a
net loss of $16.5 million, or $0.75 per share (basic and diluted), in
2008.
On a
non-GAAP basis, excluding the impact of share-based compensation, inventory and
fixed assets write-offs and ARS devaluation and recoveries, non-GAAP net income
for the fourth quarter of 2009 totaled $19,000, or $0.00 per share (basic and
diluted), compared with a non-GAAP net loss of $1.1 million, or $0.05 per share
(basic and diluted), for the fourth quarter of 2008 and a non-GAAP loss of
$185,000, or $0.01 per share (basic and diluted), for the third quarter of
2009. Inventory and fixed assets write-offs for the fourth quarter of
2009 totaled $0.9 million following the rollout of certain new products. These
non-GAAP measures should be considered in addition to, and not as a substitute
for, comparable GAAP measures. A full reconciliation between GAAP and
non-GAAP results is provided in the accompanying Table 2. The Company
provides these non-GAAP financial measures because it believes that they present
a better measure of the Company’s core business and management uses the non-GAAP
measures internally to evaluate the Company’s ongoing
performance. Accordingly, the Company believes that they are useful
to investors in enhancing an understanding of the Company’s operating
performance.
“During
2009 Allot succeeded in continuing to grow revenues while making significant
progress in moving towards our goal of profitability," commented Rami Hadar,
Allot Communications' President and Chief Executive Officer. “We
successfully undertook the largest deployment in our history with a global Tier
1 mobile operator, with total orders as at the end of the year reaching $17
million. Coupled with the strong backlog we built up during the year,
we currently believe that Allot is well positioned for continued growth in
2010.”
Recently,
the Company achieved the following significant goals:
|
|
·
|
During
the quarter, concluded 9 large deals with service providers, of which 3
represented new customers and 6 represented expansion
deals;
|
|
|
·
|
Allot
introduced two new platforms during the quarter, the AC-1400 and AC-3000,
which address the needs of the Tier 2/3 and large enterprise markets;
and
|
|
|
·
|
Service
Gateway Sigma now supports 75 Gbps and may be clustered for up to 360 Gbps
as verified by the independent Tolly
Group.
|
As of
December 31, 2009, cash, cash equivalents, deposits and investments in
marketable securities totaled $53.3 million. Recent external valuations showed
an increase in value of certain ARS in the Company's portfolio as of the end of
the fourth quarter. As a result, the Company recorded an unrealized net gain of
$0.7 million to other comprehensive income in its shareholders' equity, leaving
the Company with a total of $14.5 million in ARS at the end of the quarter. To
date, all ARS are current on their respective interest payments.
Conference Call &
Webcast
The Allot
management team will host a conference call will host a conference call to
discuss its fourth quarter and full year 2009 results on Tuesday, February 9,
2010, at 8:30 AM EST, 3:30 PM Israel time.
To access
the conference call, please dial one of the following numbers: US:
+1-866-966-5335, International: +44-20-3003-2666, Israel:
+1-809-216-213.
2
A replay
of the conference call will be available from 12:01 am EST on February 10, 2010
through March 10, 2010 at 11:59 pm EST. To access the replay, please dial:
+44-20-8196-1998, access code: 650204#.
A live
webcast of the conference call can be accessed on the Allot Communications
website at http://www.allot.com.
The webcast will also be archived on the website following the conference
call.
About
Allot Communications
Allot
Communications Ltd. (NASDAQ: ALLT) is a leading provider of intelligent IP
service optimization solutions for fixed and mobile broadband operators and
large enterprises. Allot's rich portfolio of solutions leverages dynamic
actionable recognition technology (DART) to transform broadband pipes into smart
networks that can rapidly and efficiently deploy value-added Internet services.
Allot's scalable, carrier-grade solutions provide the visibility, topology
awareness, security, application control and subscriber management that are
vital to managing Internet service delivery, enhancing user experience,
containing operating costs, and maximizing revenue in broadband networks. For
more information, please visit http://www.allot.com.
Safe Harbor
Statement
Information provided in this press
release may contain statements relating to current expectations, estimates,
forecasts and projections about future events that are "forward-looking
statements" as defined in the Private Securities Litigation Reform Act of 1995.
These forward-looking statements generally relate to the Company's plans,
objectives and expectations for future operations, including the Company’s
belief that together with its strong backlog it is well positioned for continued
growth in 2010. These forward-looking statements are based upon management's
current estimates and projections of future results or trends. Actual results
may differ materially from those projected as a result of certain risks and
uncertainties. These factors include, but are not limited to: changes in general
economic and business conditions and, specifically, a decline in demand for the
Company’s products; the Company’s inability to develop and introduce new
technologies, products and applications; loss of market; and other factors
discussed under the heading "Risk Factors" in the Company's annual report on
Form 20-F filed with the Securities and Exchange Commission. These
forward-looking statements are made only as of the date hereof, and the Company
undertakes no obligation to update or revise the forward-looking statements,
whether as a result of new information, future events or
otherwise.
Investor
Relations Contact:
Jay
Kalish
Executive
Director Investor Relations
International
access code +972-54-221-1365
jkalish@allot.com
3
TABLE -
1
ALLOT
COMMUNICATIONS LTD.
AND
ITS SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF OPERATIONS
(U.S.
dollars in thousands, except share and per share
data)
|
Three
Months Ended
|
Year
Ended
|
|||||||||||||||
|
December
31,
|
December
31,
|
|||||||||||||||
|
2009
|
2008
|
2009
|
2008
|
|||||||||||||
|
(Unaudited)
|
(Unaudited)
|
(Audited)
|
||||||||||||||
|
Revenues
|
$ | 11,530 | $ | 9,562 | $ | 41,751 | $ | 37,101 | ||||||||
|
Cost
of revenues
|
3,548 | 2,448 | 11,835 | 9,696 | ||||||||||||
|
Gross
profit
|
7,982 | 7,114 | 29,916 | 27,405 | ||||||||||||
|
Operating
expenses:
|
||||||||||||||||
|
Research
and development costs, net
|
2,408 | 2,855 | 9,265 | 11,964 | ||||||||||||
|
Sales
and marketing
|
5,849 | 4,510 | 20,408 | 19,781 | ||||||||||||
|
General
and administrative
|
1,371 | 1,363 | 5,541 | 6,174 | ||||||||||||
|
In
- process research and development
|
- | - | - | 244 | ||||||||||||
|
Total
Operating expenses
|
9,628 | 8,728 | 35,214 | 38,163 | ||||||||||||
|
Operating
Loss
|
(1,646 | ) | (1,614 | ) | (5,298 | ) | (10,758 | ) | ||||||||
|
Financial
and other income (expenses), net
|
52 | 2,730 | (2,311 | ) | (5,517 | ) | ||||||||||
|
Income
(Loss) before income tax expenses
|
(1,594 | ) | 1,116 | (7,609 | ) | (16,275 | ) | |||||||||
|
|
||||||||||||||||
|
Income
tax expenses
|
(74 | ) | 82 | 63 | 220 | |||||||||||
|
Net
earnings (Loss)
|
(1,520 | ) | 1,034 | (7,672 | ) | (16,495 | ) | |||||||||
|
Basic
and diluted net earnings (loss) per share
|
$ | (0.07 | ) | $ | 0.05 | $ | (0.35 | ) | $ | (0.75 | ) | |||||
|
Weighted
average number of shares
|
||||||||||||||||
|
used
in computing basic net
|
||||||||||||||||
|
earnings
per share
|
22,385,132 | 22,065,556 | 22,185,702 | 22,054,211 | ||||||||||||
|
Weighted
average number of shares
|
||||||||||||||||
|
used
in computing diluted net
|
||||||||||||||||
|
earnings
per share
|
22,385,132 | 22,225,288 | 22,185,702 | 22,054,211 | ||||||||||||
4
TABLE -
2
ALLOT
COMMUNICATIONS LTD.
AND
ITS SUBSIDIARIES
RECONCILATION
OF GAAP TO
NON-GAAP CONSOLIDATED STATEMENTS OF OPERATIONS
(U.S. dollars in thousands, except per share
data)
|
Three
Months Ended
|
Year
Ended
|
|||||||||||||||
|
December
31,
|
December
31,
|
|||||||||||||||
|
2009
|
2008
|
2009
|
2008
|
|||||||||||||
|
(Unaudited)
|
(Unaudited)
|
|||||||||||||||
|
GAAP
net income (loss) as reported
|
$ | (1,520 | ) | $ | 1,034 | $ | (7,672 | ) | $ | (16,495 | ) | |||||
|
Non-GAAP
adjustments
|
||||||||||||||||
|
Expenses
recorded for stock-based compensation
|
||||||||||||||||
|
Cost
of revenues
|
32 | 6 | 104 | 52 | ||||||||||||
|
Research
and development costs, net
|
92 | 84 | 357 | 321 | ||||||||||||
|
Sales
and marketing
|
215 | 64 | 775 | 465 | ||||||||||||
|
General
and administrative
|
252 | 218 | 1,062 | 855 | ||||||||||||
|
In-process
research and development
|
- | - | - | 244 | ||||||||||||
|
Expenses
related to a law suit
|
- | - | - | 197 | ||||||||||||
|
Core
technology amortization- cost of revenues
|
27 | 30 | 116 | 119 | ||||||||||||
|
Inventory
write off - cost of revenues
|
523 | - | 523 | - | ||||||||||||
|
Fixed
assets write off - sales and marketing
|
385 | - | 385 | - | ||||||||||||
|
Total
adjustments to operating loss
|
1,526 | 402 | 3,322 | 2,253 | ||||||||||||
|
Impairment
of auction rate securities -
|
||||||||||||||||
|
Financial
and other income (expenses), net
|
13 | (2,507 | ) | 3,036 | 7,681 | |||||||||||
|
Total
adjustments
|
1,539 | (2,105 | ) | 6,358 | 9,934 | |||||||||||
|
Non-GAAP
net earnings (Loss)
|
$ | 19 | $ | (1,071 | ) | $ | (1,314 | ) | $ | (6,561 | ) | |||||
|
Non-
GAAP basic and diluted net earnings (Loss) per
share
|
$ | 0.00 | $ | (0.05 | ) | $ | (0.06 | ) | $ | (0.30 | ) | |||||
5
TABLE -
3
ALLOT
COMMUNICATIONS LTD.
AND
ITS SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(U.S. dollars in
thousands)
|
December
31,
|
December
31,
|
|||||||
|
2009
|
2008
|
|||||||
|
(Unudited)
|
(Audited)
|
|||||||
|
|
||||||||
|
ASSETS
|
||||||||
|
CURRENT
ASSETS:
|
||||||||
|
Cash
and cash equivalents
|
$ | 36,470 | $ | 40,029 | ||||
|
Short
term and restricted deposits
|
2,324 | 2,121 | ||||||
|
Trade
receivables
|
7,842 | 6,163 | ||||||
|
Other
receivables and prepaid expenses
|
2,318 | 1,959 | ||||||
|
Inventories
|
5,046 | 4,259 | ||||||
|
Total
current assets
|
54,000 | 54,531 | ||||||
|
LONG-TERM
ASSETS:
|
||||||||
|
Marketable
securities
|
14,490 | 15,319 | ||||||
|
Severance
pay fund
|
3,410 | 3,402 | ||||||
|
Other
assets
|
430 | 874 | ||||||
|
Total
long-term assets
|
18,330 | 19,595 | ||||||
|
PROPERTY
AND EQUIPMENT, NET
|
5,674 | 4,970 | ||||||
|
GOODWILL
AND INTANGIBLE ASSETS, NET
|
3,639 | 3,755 | ||||||
|
Total
assets
|
$ | 81,643 | $ | 82,851 | ||||
|
LIABILITIES
AND SHAREHOLDERS' EQUITY
|
||||||||
|
CURRENT
LIABILITIES:
|
||||||||
|
Trade
payables
|
$ | 3,142 | $ | 2,902 | ||||
|
Deferred
revenues
|
5,467 | 4,475 | ||||||
|
Other
payables and accrued expenses
|
7,212 | 6,466 | ||||||
|
Total
current liabilities
|
15,821 | 13,843 | ||||||
|
LONG-TERM
LIABILITIES:
|
||||||||
|
Deferred
revenues
|
2,046 | 2,293 | ||||||
|
Accrued
severance pay
|
3,364 | 3,536 | ||||||
|
Total
long-term liabilities
|
5,410 | 5,829 | ||||||
|
SHAREHOLDERS'
EQUITY
|
60,412 | 63,179 | ||||||
|
Total
liabilities and shareholders' equity
|
$ | 81,643 | $ | 82,851 | ||||
6
Exhibit 99.2
Doron
Arazi to Step Down as Allot’s Chief Financial Officer
Hod Hasharon, ISRAEL – February 9,
2010 – Allot Communications Ltd. (NASDAQ: ALLT),
a leader in IP service optimization and revenue generation solutions, today
announced that Doron Arazi, the company’s Chief Financial Officer, will be
leaving Allot to pursue other interests. Mr. Arazi will
continue as Chief Financial Officer through a transition period until early
April, after the date on which the Company expects to file its annual report on
Form 20-F for the 2009 fiscal year. The Company has commenced a
search for a new Chief Financial Officer.
Mr. Arazi
joined Allot as its Chief Financial Officer shortly after the company completed
its initial public offering. In this position, he played a key role
in overhauling Allot’s financial and reporting activities and implementing new
methodologies and systems which have significantly improved the company’s
capabilities in financial management and reporting. Mr.
Arazi will remain available to the company in order to insure a smooth
transition to his successor.
"Doron
has done an excellent job in overhauling and managing Allot’s financial
activities, and putting a first rate finance department in place," said Rami
Hadar, the company’s President and Chief Executive
Officer. "Management and the board of directors greatly appreciate
Doron’s contributions to Allot, and I would like to extend our thanks to him for
his hard work and dedication to the company. We wish him all the best in his new
endeavors."
About
Allot Communications
Allot
Communications Ltd. (NASDAQ: ALLT) is a leading provider of intelligent IP
service optimization solutions for fixed and mobile broadband operators and
large enterprises. Allot's rich portfolio of solutions leverages dynamic
actionable recognition technology (DART) to transform broadband pipes into smart
networks that can rapidly and efficiently deploy value added Internet services.
Allot's scalable, carrier-grade solutions provide the visibility, topology
awareness, security, application control and subscriber management that are
vital to managing Internet service delivery, enhancing user experience,
containing operating costs, and maximizing revenue in broadband
networks. For more information, please visit www.allot.com.
Investor
Relations Contact:
Jay
Kalish
Executive
Director Investor Relations
International
access code+972-54-221-1365
jkalish@allot.com