Form 6-K AUDIOCODES LTD For: Jan 27

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

�

FORM�6-K

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Report of Foreign Private Issuer

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

of the Securities Exchange Act of 1934

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For the Month of January, 2015

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Commission file number 0-30070

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AUDIOCODES LTD.

(Translation of registrant’s name into English)

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1 Hayarden Street • Airport City, Lod 7019900 • ISRAEL

(Address of principal executive office)

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Indicate by check mark whether the registrant files or will file annual reports under cover of Form�20-F or Form�40-F.

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Form�20-F �x� Form�40-F �

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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): ____

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Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form�6-K if submitted solely to provide an attached annual report to security holders.

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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): ____

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Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form�6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form�6-K submission or other Commission filing on EDGAR.

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On January 27, 2015, AudioCodes Ltd. (the “Registrant”) issued a press release announcing financial results for the fourth quarter and year ended December 31, 2014, and other matters. A copy of this press release is attached hereto as Exhibit 1 and incorporated by reference herein.

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The information set forth in (a) the first, second, third and sixth paragraphs following the list captioned “Fourth Quarter and Full Year Highlights” and the paragraph following the caption “Share Buy Back Program” of, and (b) the condensed consolidated balance sheets, condensed consolidated statements of operations and condensed consolidated statement of cash flows contained in, the press release attached as Exhibit 1 to this Report on Form 6-K are hereby incorporated by reference into (i) the Registrant’s Registration Statement on Form S-8, File No. 333-11894; (ii) the Registrant’s Registration Statement on Form S-8, File No. 333-13268; (iii) the Registrant’s Registration Statement on Form S-8, File No. 333-105473; (iv) the Registrant’s Registration Statement on Form S-8, File No. 333-144825; (v) the Registrant’s Registration Statement on Form S-8, File No. 333-160330; (vi) the Registrant’s Registration Statement on Form S-8, File No. 333-170676; (vii) the Registrant’s Registration Statement on Form F-3, File No. 333-172268; (viii) the Registrant’s Registration Statement on Form S-8, File No. 333-190437; and (ix) the Registrant’s Registration Statement on Form F-3, File No. 333-193209.

SIGNATURE

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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.

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�	AUDIOCODES LTD.		�
�	(Registrant)		�
�	�	�	�
�	�	�	�
�	�	�	�
�	�	�	�
�	By:	/s/ OFER SEGEV	�
�	�	Ofer Segev	�
�	�	Vice President Finance and	�
�	�	Chief Financial Officer	�

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Dated: January 27, 2015

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EXHIBIT INDEX

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Exhibit No.	�	Description
1	�	Press release, dated January 27, 2015, announcing financial results for the fourth quarter and year ended December 31, 2014, and other matters.

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Exhibit 1

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PRESS RELEASE

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Company Contacts	�	IR Agency Contact
Ofer Segev, VP Finance & CFO AudioCodes Tel: +972-3-976-4000 [email protected]	Shirley Nakar, Director, Investor Relations AudioCodes Tel: +972-3-976-4000 [email protected]	Philip Carlson/Chris Harrison KCSA Strategic Communications Tel: +1-212-896-1233 [email protected] �

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AudioCodes Reports Fourth Quarter and Full Year 2014 Results

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Full year 2014 revenues totaled $151.6 million, up 10.5% year over year

Operating margin continues to improve

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Lod, Israel – January 27, 2015 – AudioCodes (NasdaqGS: AUDC), a leading provider of converged voice solutions, which enables enterprises and service providers to transition to all-IP voice networks, today announced financial results for the fourth quarter and full year periods ended December 31, 2014.

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Fourth Quarter and Full Year Highlights:

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Quarterly revenues increased 7.9% year-over-year to $39.1 million; full year 2014 revenues totaled $151.6 million, up 10.5% year over year

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Quarterly networking revenues increased 13.0% year-over-year; full year 2014 networking revenues increased 14.5% year-over-year

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Quarterly Non-GAAP gross margin improved to 59.9%; full year 2014 gross margin totaled 59.4%, up from 58.0% a year ago

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Quarterly Non-GAAP operating margin improved to 7.4%

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Quarterly Non-GAAP net income was $2.5 million, or $0.06 per diluted share; full year 2014 Non-GAAP net income totaled $6.8 million, up 26.5% year over year

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Strong momentum in revenues from Microsoft Lync ecosystem

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Revenues for the fourth quarter of 2014 were $39.1 million, compared to $38.9 million for the third quarter of 2014 and $36.3 million for the fourth quarter of 2013. Revenues were $151.6 million in 2014 compared to $137.2 million in 2013.

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Net income was $946,000, or $0.02 per diluted share, for the fourth quarter of 2014, compared to $2.8 million net income, or $0.07 per diluted share, for the fourth quarter of 2013.

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Full year 2014 net loss was $(86,000), or $(0.00) per diluted share, compared to net income of $4.2 million, or $0.11 per diluted share, in 2013.

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On a Non-GAAP basis, quarterly net income was $2.5 million, or $0.06 per diluted share, compared to $1.9 million, or $0.05 per diluted share, in the fourth quarter last year. Full year Non-GAAP net income was $6.8 million, or $0.16 per diluted share, compared to $5.3 million, or $0.14 per diluted share, last year.

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Non-GAAP net income (loss) excludes: (i) stock-based compensation expenses; (ii) amortization expenses related to intangible assets; and (iii) non-cash deferred tax benefit or expenses. A reconciliation of net income (loss) on a GAAP basis to a non-GAAP basis is provided in the tables that accompany the condensed consolidated financial statements contained in this press release.

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Net cash provided by operating activities for the fourth quarter of 2014 totaled $2.4 million. Cash and cash equivalents, bank deposits and marketable securities were $85.7 million as of December 31, 2014 compared to $62.3 million as of December 31, 2013. The increase in cash and cash equivalents from a year ago was primarily a result of the receipt of net proceeds of approximately $29.7 million in connection with a public offering of the Company’s ordinary shares in March 2014.

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“We are pleased to report strong financial results for the fourth quarter, our tenth consecutive quarter of improved financial performance, and solid growth for the full year 2014,” said Shabtai Adlersberg, President and Chief Executive Officer of AudioCodes. “AudioCodes’ 2014 performance was underlined by the successful execution of our strategic realignment to focusing on the growing needs of enterprise and business customers, driven primarily by sales in the Microsoft Lync voice ecosystem and in the contact center and business services markets. We have achieved a better than anticipated increase in our service revenues in the fourth quarter and full year 2014. Investments made with our global partners in the unified communications market over the past few years continue to contribute to our sustained growth and leadership in the enterprise voice business. These investments, coupled with increased focus on software products, solutions and services, are expected to provide further strength and support to our success in coming years.”

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“We continue to focus on controlling costs and were able to achieve 7.4% operating margin in the fourth quarter representing the highest level since the beginning of 2012. We continue to generate cash and keep a strong balance sheet” said Ofer Segev, VP Finance & CFO of AudioCodes.

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Share Buy Back Program

In August, 2014, AudioCodes announced that its Board of Directors had approved a program to repurchase up to $3.0 million of its Ordinary Shares. In November, 2014, AudioCodes received court approval to repurchase up to an additional $15 million of its Ordinary Shares. During the quarter ended December 31, 2014, AudioCodes acquired 543,212 shares under this program for a total consideration of approximately $2.5 million. As of December 31, 2014, AudioCodes acquired an aggregate of 1,048,891 shares under this program for an aggregate consideration of approximately $5.3 million.

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Business Outlook

The Company expects top line growth and operating margin expansion in 2015. AudioCodes is forecasting full year 2015 revenues in the range of $162 million to $167 million. The Company is also forecasting Non GAAP net income per diluted share from in the range of $0.26 to $0.30.

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Conference Call & Web Cast Information

AudioCodes will conduct a conference call at 8:00 A.M., Eastern Time today to discuss the Company’s fourth quarter and full year 2014 operating performance, financial results and outlook. Interested parties may participate in the conference call by dialing one the following numbers:

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United States Participants: +1 (877) 407-0778

International Participants: +1 (201) 689-8565

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The conference call will also be simultaneously webcast. Investors are invited to listen to the call live via webcast at the AudioCodes corporate website at www.audiocodes.com.

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About AudioCodes

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AudioCodes Ltd. (NasdaqGS: AUDC) designs, develops and sells advanced Voice-over-IP (VoIP) and converged VoIP and Data networking products and applications to Service Providers and Enterprises. AudioCodes is a VoIP technology market leader focused on converged VoIP and data communications and its products are deployed globally in Broadband, Mobile, Enterprise networks and Cable. The Company provides a range of innovative, cost-effective products including Media Gateways, Multi-Service Business Routers, Session Border Controllers (SBC), Residential Gateways, IP Phones, Media Servers, Value Added Applications and Professional Services. AudioCodes’ underlying technology, VoIPerfectHD™, relies on AudioCodes’ leadership in DSP, voice coding and voice processing technologies. AudioCodes’ High Definition (HD) VoIP technologies and products provide enhanced intelligibility and a better end user communication experience in Voice communications. For more information on AudioCodes, visit http://www.audiocodes.com.

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Statements concerning AudioCodes' business outlook or future economic performance; product introductions and plans and objectives related thereto; and statements concerning assumptions made or expectations as to any future events, conditions, performance or other matters, are "forward-looking statements'' as that term is defined under U.S. Federal securities laws. Forward-looking statements are subject to various risks, uncertainties and other factors that could cause actual results to differ materially from those stated in such statements. These risks, uncertainties and factors include, but are not limited to: the effect of global economic conditions in general and conditions in AudioCodes' industry and target markets in particular; shifts in supply and demand; market acceptance of new products and the demand for existing products; the impact of competitive products and pricing on AudioCodes' and its customers' products and markets; timely product and technology development, upgrades and the ability to manage changes in market conditions as needed; possible need for additional financing; the ability to satisfy covenants in the Company’s loan agreements; possible disruptions from acquisitions; the ability of AudioCodes to successfully integrate the products and operations of acquired companies into AudioCodes’ business; and other factors detailed in AudioCodes' filings with the U.S. Securities and Exchange Commission. AudioCodes assumes no obligation to update the information in this release.

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�2014 AudioCodes Ltd. All rights reserved. AudioCodes, AC, HD VoIP, HD VoIP Sounds Better, IPmedia, Mediant, MediaPack, OSN, SmartTAP, VMAS, VoIPerfect, VoIPerfectHD, Your Gateway To VoIP and 3GX are trademarks or registered trademarks of AudioCodes Limited. All other products or trademarks are property of their respective owners. Product specifications are subject to change without notice.

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Summary financial data follows

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AUDIOCODES LTD. AND ITS SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

U.S. dollars in thousands

�

�	�	December 31,		�	�	December 31,		�
�	�	2014		�	�	2013		�
�	�	(Unaudited)		�	�	(Audited)		�
ASSETS	�	�		�	�	�		�
�	�	�		�	�	�		�
CURRENT ASSETS:	�	�		�	�	�		�
Cash and cash equivalents	�	$	14,797	�	�	$	30,763	�
Short-term and restricted bank deposits	�	�	7,630	�	�	�	9,101	�
Short-term marketable securities and accrued interest	�	�	543	�	�	�	15,706	�
Trade receivables, net	�	�	31,156	�	�	�	26,431	�
Other receivables and prepaid expenses	�	�	9,564	�	�	�	6,199	�
Inventories	�	�	14,696	�	�	�	13,811	�
Total current assets	�	�	78,386	�	�	�	102,011	�
�	�	�	�	�	�	�	�	�
LONG-TERM ASSETS:	�	�	�	�	�	�	�	�
Long-term and restricted bank deposits	�	�	4,066	�	�	�	6,697	�
Long-term marketable securities	�	�	58,684	�	�	�	-	�
Deferred tax assets	�	�	872	�	�	�	4,855	�
Severance pay funds	�	�	17,835	�	�	�	19,549	�
Total long-term assets	�	�	81,457	�	�	�	31,101	�
�	�	�	�	�	�	�	�	�
PROPERTY AND EQUIPMENT, NET	�	�	3,856	�	�	�	3,191	�
�	�	�	�	�	�	�	�	�
GOODWILL, INTANGIBLE ASSETS AND OTHER, NET	�	�	36,745	�	�	�	38,001	�
�	�	�	�	�	�	�	�	�
Total assets	�	$	200,444	�	�	$	174,304	�
�	�	�	�	�	�	�	�	�
LIABILITIES AND EQUITY	�	�	�	�	�	�	�	�
�	�	�	�	�	�	�	�	�
CURRENT LIABILITIES:	�	�	�	�	�	�	�	�
Current maturities of long-term bank loans	�	$	4,686	�	�	$	4,686	�
Trade payables	�	�	10,111	�	�	�	7,215	�
Senior convertible notes	�	�	-	�	�	�	353	�
Other payables and accrued expenses	�	�	15,718	�	�	�	17,958	�
Deferred revenues	�	�	10,333	�	�	�	6,940	�
Total current liabilities	�	�	40,848	�	�	�	37,152	�
�	�	�	�	�	�	�	�	�
LONG-TERM LIABILITIES:	�	�	�	�	�	�	�	�
Accrued severance pay	�	�	17,908	�	�	�	19,845	�
Long-term bank loans	�	�	5,105	�	�	�	9,791	�
Deferred revenues and other liabilities	�	�	2,862	�	�	�	2,707	�
Total��long-term liabilities	�	�	25,875	�	�	�	32,343	�
�	�	�	�	�	�	�	�	�
Total equity	�	�	133,721	�	�	�	104,809	�
Total liabilities and equity	�	$	200,444	�	�	$	174,304	�

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AUDIOCODES LTD. AND ITS SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

U.S. dollars in thousands, except per share data

�

�

�

Year ended

�

�

Three months ended

�

�

�

December 31,

�

�

December 31,

�

�

�

2014

�

�

2013

�

�

2014

�

�

2013

�

�

�

(Unaudited)

�

�

(Audited)

�

�

(Unaudited)

�

Revenues:

�

�

�

�

�

�

�

�

�

�

�

�

Products

�

$

118,561

�

�

$

111,750

�

�

$

30,012

�

�

$

29,004

�

Services

�

�

33,018

�

�

�

25,482

�

�

�

9,105

�

�

�

7,248

�

Total Revenues

�

�

151,579

�

�

�

137,232

�

�

�

39,117

�

�

�

36,252

�

Cost of revenues:

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Products

�

�

54,349

�

�

�

51,996

�

�

�

13,582

�

�

�

13,586

�

Services

�

�

8,243

�

�

�

6,568

�

�

�

2,370

�

�

�

1,869

�

Total Cost of revenues

�

�

62,592

�

�

�

58,564

�

�

�

15,952

�

�

�

15,455

�

Gross profit

�

�

88,987

�

�

�

78,668

�

�

�

23,165

�

�

�

20,797

�

Operating expenses:

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Research and development, net

�

�

32,275

�

�

�

28,194

�

�

�

7,938

�

�

�

7,200

�

Selling and marketing

�

�

45,534

�

�

�

39,279

�

�

�

11,278

�

�

�

10,288

�

General and administrative

�

�

7,677

�

�

�

8,456

�

�

�

1,986

�

�

�

2,048

�

Total operating expenses

�

�

85,486

�

�

�

75,929

�

�

�

21,202

�

�

�

19,536

�

Operating income

�

�

3,501

�

�

�

2,739

�

�

�

1,963

�

�

�

1,261

�

Financial income (expenses), net

�

�

(196

)

�

�

96

�

�

�

(28

)

�

�

(55

)

Income before taxes on income

�

�

3,305

�

�

�

2,835

�

�

�

1,935

�

�

�

1,206

�

Income tax benefit (expense), net

�

�

(3,391

)

�

�

1,404

�

�

�

(989

)

�

�

1,565

�

Equity in losses of an affiliated company, net

�

�

-

�

�

�

(21

)

�

�

-

�

�

�

-

�

Net income (loss)

�

$

(86

)

�

$

4,218

�

�

$

946

�

�

$

2,771

�

Basic net earnings (loss) per share

�

$

(0.00

)

�

$

0.11

�

�

$

0.02

�

�

$

0.07

�

Diluted net earnings (loss) per share

�

$

(0.00

)

�

$

0.11

�

�

$

0.02

�

�

$

0.07

�

Weighted average number of shares used in computing basic net earnings (loss) per share (in thousands)

�

�

42,286

�

�

�

38,241

�

�

�

42,738

�

�

�

38,602

�

Weighted average number of shares used in computing diluted net earnings (loss) per share (in thousands)

�

�

42,286

�

�

�

39,097

�

�

�

43,205

�

�

�

39,825

�

�

�

�

�

AUDIOCODES LTD. AND ITS SUBSIDIARIES

NON-GAAP PROFORMA STATEMENTS OF OPERATIONS

U.S. dollars in thousands, except per share data

�

�

�

Year ended

�

�

Three months ended

�

�

�

December 31,

�

�

December 31,

�

�

�

2014

�

�

2013

�

�

2014

�

�

2013

�

�

�

(Unaudited)

�

�

(Audited)

�

�

(Unaudited)

�

Revenues:

�

�

�

�

�

�

�

�

�

�

�

�

Products

�

$

118,561

�

�

$

111,750

�

�

$

30,012

�

�

$

29,004

�

Services

�

�

33,018

�

�

�

25,482

�

�

�

9,105

�

�

�

7,248

�

Total Revenues

�

�

151,579

�

�

�

137,232

�

�

�

39,117

�

�

�

36,252

�

Cost of revenues:

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Products

�

�

53,503

�

�

�

51,247

�

�

�

13,379

�

�

�

13,365

�

Services

�

�

8,008

�

�

�

6,398

�

�

�

2,309

�

�

�

1,814

�

Total Cost of revenues (1) (2)

�

�

61,511

�

�

�

57,645

�

�

�

15,688

�

�

�

15,179

�

Gross profit

�

�

90,068

�

�

�

79,587

�

�

�

23,429

�

�

�

21,073

�

Operating expenses:

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Research and development, net (1)

�

�

31,690

�

�

�

27,786

�

�

�

7,816

�

�

�

7,076

�

Selling and marketing (1) (2)

�

�

44,065

�

�

�

38,317

�

�

�

10,911

�

�

�

10,009

�

General and administrative (1)

�

�

6,910

�

�

�

7,850

�

�

�

1,818

�

�

�

1,866

�

Total operating expenses

�

�

82,665

�

�

�

73,953

�

�

�

20,545

�

�

�

18,951

�

Operating income

�

�

7,403

�

�

�

5,634

�

�

�

2,884

�

�

�

2,122

�

Financial income (expenses), net

�

�

(196

)

�

�

96

�

�

�

(28

)

�

�

(55

)

Income before taxes on income

�

�

7,207

�

�

�

5,730

�

�

�

2,856

�

�

�

2,067

�

Tax on income, net (3)

�

�

(453

)

�

�

(368

)

�

�

(314

)

�

�

(207

)

Equity in losses of an affiliated company, net

�

�

-

�

�

�

(21

)

�

�

-

�

�

�

-

�

Net income

�

$

6,754

�

�

$

5,341

�

�

$

2,542

�

�

$

1,860

�

Diluted net earnings per share

�

$

0.16

�

�

$

0.14

�

�

$

0.06

�

�

$

0.05

�

Weighted average number of shares used in computing basic net earnings per share (in thousands)

�

�

43,568

�

�

�

39,439

�

�

�

43,524

�

�

�

40,201

�

�

�

(1)

Excluding stock-based compensation expenses related to options and restricted stock units granted to employees and others.

(2)

Excluding amortization of intangible assets related to the acquisitions of Nuera, Netrake, CTI Squared and Mailvision assets.

(3)

Excluding non-cash deferred tax income (expenses).

�

�

Note: Non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP. The Company believes that non-GAAP information is useful because it can enhance the understanding of its ongoing economic performance and therefore uses internally this non-GAAP information to evaluate and manage its operations. The Company has chosen to provide this information to investors to enable them to perform comparisons of operating results in a manner similar to how the Company analyzes its operating results and because many comparable companies report this type of information.

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AUDIOCODES LTD. AND ITS SUBSIDIARIES

RECONCILIATION OF GAAP NET INCOME (LOSS) TO NON-GAAP NET INCOME

U.S. dollars in thousands, except per share data

�

�

�

Year ended

�

�

Three months ended

�

�

�

December 31,

�

�

December 31,

�

�

�

2014

�

�

2013

�

�

2014

�

�

2013

�

�

�

(Unaudited)

�

�

(Audited)

�

�

(Unaudited)

�

GAAP net income (loss)

�

$

(86

)

�

$

4,218

�

�

$

946

�

�

$

2,771

�

GAAP net earnings (loss) per share

�

$

(0.00

)

�

$

0.11

�

�

$

0.02

�

�

$

0.07

�

Cost of revenues:

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Stock-based compensation (1)

�

�

89

�

�

�

62

�

�

�

16

�

�

�

28

�

Amortization expenses (2)

�

�

992

�

�

�

857

�

�

�

248

�

�

�

248

�

�

�

�

1,081

�

�

�

919

�

�

�

264

�

�

�

276

�

Research and development, net:

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Stock-based compensation (1)

�

�

585

�

�

�

408

�

�

�

122

�

�

�

124

�

Selling and marketing:

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Stock-based compensation (1)

�

�

1,105

�

�

�

625

�

�

�

276

�

�

�

188

�

Amortization expenses (2)

�

�

364

�

�

�

337

�

�

�

91

�

�

�

91

�

�

�

�

1,469

�

�

�

962

�

�

�

367

�

�

�

279

�

General and administrative:

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Stock-based compensation (1)

�

�

767

�

�

�

606

�

�

�

168

�

�

�

182

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Income taxes:

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Deferred tax (3)

�

�

2,938

�

�

�

(1,772

)

�

�

675

�

�

�

(1,772

)

Non-GAAP net income

�

$

6,754

�

�

$

5,341

�

�

$

2,542

�

�

$

1,860

�

Non-GAAP diluted net earnings per share

�

$

0.16

�

�

$

0.14

�

�

$

0.06

�

�

$

0.05

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

(1)

Stock-based compensation expenses related to options and restricted stock units granted to employees and others.

(2)

Amortization of intangible assets related to the acquisitions of Nuera, Netrake, CTI Squared and Mailvision assets.

(3)

Non-cash deferred tax income (expenses).

�

�

Note: Non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP. The Company believes that non-GAAP information is useful because it can enhance the understanding of its ongoing economic performance and therefore uses internally this non-GAAP information to evaluate and manage its operations. The Company has chosen to provide this information to investors to enable them to perform comparisons of operating results in a manner similar to how the Company analyzes its operating results and because many comparable companies report this type of information.

�

�

�

AUDIOCODES LTD. AND ITS SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

U.S. dollars in thousands

�

�

�

Year ended

�

�

Three months ended

�

�

�

December 31,

�

�

December 31,

�

�

�

2014

�

�

2013

�

�

2014

�

�

2013

�

�

�

(Unaudited)

�

�

(Audited)

�

�

(Unaudited)

�

Cash flows from operating activities:

�

�

�

�

�

�

�

�

�

�

�

�

Net income (loss)

�

$

(86

)

�

$

4,218

�

�

$

946

�

�

$

2,771

�

Adjustments required to reconcile net income or loss to net cash provided by operating activities:

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Depreciation and amortization

�

�

3,230

�

�

�

3,207

�

�

�

800

�

�

�

974

�

Amortization of marketable securities premiums and accretion of discounts, net

�

�

820

�

�

�

349

�

�

�

312

�

�

�

81

�

Equity in losses of an affiliated company, net

�

�

-

�

�

�

21

�

�

�

-

�

�

�

-

�

Decrease in accrued severance pay, net

�

�

(223

)

�

�

(495

)

�

�

(108

)

�

�

(709

)

Stock-based compensation expenses

�

�

2,546

�

�

�

1,701

�

�

�

582

�

�

�

522

�

Amortization of senior convertible notes discount and deferred charges

�

�

(15

)

�

�

-

�

�

�

-

�

�

�

-

�

Increase (decrease) in accrued interest on marketable securities, bank deposits and structured notes

�

�

167

�

�

�

73

�

�

�

141

�

�

�

(42

)

Decrease (increase) in long-term deferred tax assets, net

�

�

3,983

�

�

�

(1,946

)

�

�

2,533

�

�

�

(1,187

)

Decrease (increase) in trade receivables, net

�

�

(4,725

)

�

�

(2,254

)

�

�

(1,055

)

�

�

1,639

�

Decrease (increase) in other receivables and prepaid expenses

�

�

(3,292

)

�

�

110

�

�

�

69

�

�

�

2,117

�

Decrease (increase) in inventories

�

�

(885

)

�

�

2,986

�

�

�

359

�

�

�

(418

)

Increase (decrease) in trade payables

�

�

2,896

�

�

�

403

�

�

�

(434

)

�

�

(1,399

)

Increase (decrease) in deferred revenues

�

�

3,695

�

�

�

3,138

�

�

�

(347

)

�

�

(5

)

Increase (decrease) in other payables and accrued expenses

�

�

(2,154

)

�

�

2,577

�

�

�

(1,431

)

�

�

1,384

�

Net cash provided by operating activities

�

�

5,957

�

�

�

14,088

�

�

�

2,367

�

�

�

5,728

�

Cash flows from investing activities:

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Purchase of marketable securities

�

�

(60,286

)

�

�

-

�

�

�

-

�

�

�

-

�

Decrease in short-term deposits, net

�

�

1,471

�

�

�

1,229

�

�

�

571

�

�

�

500

�

Investment in affiliated company

�

�

-

�

�

�

(1,211

)

�

�

-

�

�

�

-

�

Proceeds from redemption of long-term bank deposits

�

�

2,685

�

�

�

2,623

�

�

�

851

�

�

�

851

�

Proceeds from redemption of marketable securities upon maturity

�

�

15,390

�

�

�

7,600

�

�

�

-

�

�

�

3,600

�

Purchase of property and equipment

�

�

(2,539

)

�

�

(1,586

)

�

�

(1,089

)

�

�

(523

)

Purchase of intangible asset

�

�

(100

)

�

�

-

�

�

�

(100

)

�

�

-

�

Net cash provided by (used in) investing activities

�

�

(43,379

)

�

�

8,655

�

�

�

233

�

�

�

4,428

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

AUDIOCODES LTD. AND ITS SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Continued)

U.S. dollars in thousands

�

�

�

Year ended

�

�

Three months ended

�

�

�

December 31,

�

�

December 31,

�

�

�

2014

�

�

2013

�

�

2014

�

�

2013

�

�

�

(Unaudited)

�

�

(Audited)

�

�

(Unaudited)

�

Cash flows from financing activities:

�

�

�

�

�

�

�

�

�

�

�

�

Purchase of treasury stock

�

�

(5,267

)

�

�

-

�

�

�

(2,534

)

�

�

-

�

Repayment of senior convertible notes

�

�

(338

)

�

�

-

�

�

�

(53

)

�

�

-

�

Repayment of long-term bank loans

�

�

(4,686

)

�

�

(8,436

)

�

�

(1,367

)

�

�

(1,366

)

Consideration related to payment of acquisition of NSC

�

�

-

�

�

�

(515

)

�

�

-

�

�

�

-

�

Consideration related to payment of acquisition of Mailvision

�

�

(233

)

�

�

-

�

�

�

-

�

�

�

-

�

Proceeds from issuance of shares upon exercise of options and warrants

�

�

2,236

�

�

�

1,752

�

�

�

85

�

�

�

376

�

Proceeds from issuance of shares, net

�

�

29,744

�

�

�

-

�

�

�

-

�

�

�

-

�

Net cash provided by (used in) financing activities

�

�

21,456

�

�

�

(7,199

)

�

�

(3,869

)

�

�

(990

)

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

Increase (decrease) in cash and cash equivalents

�

�

(15,966

)

�

�

15,544

�

�

�

(1,269

)

�

�

9,166

�

Cash and cash equivalents at the beginning of the period

�

�

30,763

�

�

�

15,219

�

�

�

16,066

�

�

�

21,597

�

Cash and cash equivalents at the end of the period

�

$

14,797

�

�

$

30,763

�

�

$

14,797

�

�

$

30,763

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

�

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