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 July, 2005
Commission File Number 0-28584
| CHECK POINT SOFTWARE TECHNOLOGIES LTD. |
| (Translation of registrant's name into English) |
| 3A Jabotinsky Street, Ramat-Gan 52520, 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): ____
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.
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): ____
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.
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- ________
FOR IMMEDIATE RELEASE
| Media Contact: | Investor Contact: |
| Sondra Magness | Anne Marie McCauley |
| Check Point Software Technologies | Check Point Software Technologies |
| 650.628.2088 | 650.628.2040 |
| press@us.checkpoint.com | ir@us.checkpoint.com |
CHECK
POINT SOFTWARE REPORTS FINANCIAL RESULTS FOR THE
SECOND QUARTER OF 2005
Second Quarter EPS Increased 30% Year over Year
REDWOOD CITY, Calif., – July 19, 2005 – Check Point® Software Technologies Ltd. (NASDAQ: CHKP), the worldwide leader in securing the Internet, today announced its financial results for the second quarter ended June 30, 2005.
Financial Highlights for the Second Quarter of 2005:
| — | Revenues: $144.6 million, an increase of 14% compared to $126.9 million in the second quarter of 2004. |
| — | Net Income: $78.0 million, an increase of 23% compared to $63.3 million in the second quarter of 2004. Net income excluding acquisition related charges1 was $79.8 million, an increase of 21% compared to $65.9 million in the second quarter of 2004. |
| — | Earnings per Diluted Share: $0.31, an increase of 30% compared to $0.24 in the second quarter of 2004. EPS excluding net acquisition related charges was $0.32, an increase of 28% compared to $0.25 in the second quarter of 2004. |
| — | Deferred Revenues: increased by $4.0 million to a record $154.2 million. |
| — | Share Repurchase Program: During the second quarter of 2005, Check Point purchased 4.7 million shares at a total cost of close to $103 million. |
“We are pleased with our second quarter results, which showed growth in profits and revenues from both existing and newly announced product lines. We have also seen an increase in the large deals we won during the quarter, including a few multi-year, multi-million dollar licensing deals,” said Gil Shwed, chairman and chief executive officer of Check Point Software. “Additionally, Q2 marked a major milestone in Check Point history with the introduction of the NGX platform; the industry’s only unified security architecture. As IT security remains a global focus, Check Point NGX is resonating in the marketplace because it unifies broad, intelligent security and delivers cost savings, reduced complexity and deployment adaptability to businesses of all sizes.”
1 “Acquisition related charges” refer to the impact of the amortization of intangible assets and stock-based compensation resulting from the acquisition of Zone Labs Inc., in March 2004.
Business Highlights and Introductions during the Second Quarter Include:
| — | Introduced NGX™ Platform – Industry’s only Unified Security Architecture – the NGX platform is a major upgrade to Check Point’s core technology. It is the unified security platform for perimeter, internal and Web security solutions enabling enterprises of all sizes to reduce the cost and complexity of security and ensure that their security systems can be easily extended to adapt to new and evolving threats. |
| — | Hosted Successful Check Point Experience™ events for Partners and Customers – held two major business and networking events to educate over 1,700 partners and customers on Check Point solutions. Participants benefited from valuable technology and market information via presentations, technical and business-focused tracks and product demonstrations provided by Check Point and its partners. |
| — | Introduced Check Point Express CI™Unified Threat Management (UTM) for Medium Business – an easy to deploy and manage platform that comprises multiple vital security features a mid-sized business needs, including: firewall, VPN, intrusion prevention, and integrated antivirus protection. |
| — | Introduced Check Point VPN-1® Edge™ W Wireless Security Appliance for Branch Offices – a series of enterprise-level VPN/firewall wireless security appliances for remote site business locations, branch offices and partner sites. Provides flexible high-speed wireless access, unmatched security protection, simple and scalable management and business continuity. |
| — | Achieved Industry Leader Position in METAspectrumSM Report |
| Check Point was ranked as a market leader in META Group’s METAspectrum report on Network Intrusion Control Systems. Of 12 vendors, Check Point ranked the highest for “performance” – a category that takes into account the company’s technology, services pricing and financial standing. |
List of Awards in the Second Quarter:
| — | SC Magazine Global Awards 2005 (UK) –The 2005 SC MagazineGlobal Awards Program reviewed over 1,000 security product and service nominations across 35 security-related categories and the publication’s panel of judges voted on the best for 2005. Among others, Check Point products won Best Enterprise Security Solution for Integrity and Best SOHO Security Solution for ZoneAlarm Security Suite. |
| — | VARBusiness Magazine’sMidmarket “Products of the Year”2005 for Check Point Express CI™ – Editors evaluated more than 400 nominated products to determine which products and services were best for midmarket customers with 100 to 999 employees. |
| — | eWEEK Excellence Awards for Integrity 5.0 – recognized in the area of Vulnerability Assessment and Remediation. The eWEEK Excellence Awards recognize vendors that meet today’s rigorous enterprise IT demands. |
| — | PC World 2005 World Class Awards for ZoneAlarm® Antivirus – honored in the Antivirus and Firewall Software category. |
| — | Computerworld Hong Kong Best Firewall Award for VPN-1®/FireWall-1® – award based solely on votes it receives from readers. |
Shwed continued, “We have embarked on a major initiative with NGX, and in Q3, we will remain focused on one thing: execution. We anticipate the delivery of new NGX-based versions of our security products in the perimeter, internal, Web and endpoint product categories as we continue architecting a secure future for our customers.”
Conference Call and
Webcast Information
Check Point will host a conference
call with the investment community on July 19, 2005 at 8:30 AM ET/5:30 AM PT. A replay of
the conference call will be available through August 2, 2005 at the Company’s website
http://www.checkpoint.com/ir or by telephone at (973) 341-3080, pass code 6235460.
Safe Harbor Statement
Certain statements in this press
release are forward-looking statements. Forward-looking statements include statements
regarding Check Point’s anticipated delivery of new NGX-based security products.
Because such statements deal with future events, they are subject to various risks and
uncertainties and actual results could differ materially from Check Point’s current
expectations. Factors that could cause or contribute to such differences include, but are
not limited to: timely availability and customer acceptance of Check Point’s new
NGX-based products and other products; the impact on revenues of economic and political
uncertainties and weaknesses in various regions of the world, including the commencement
or escalation of hostilities or acts of terrorism; the inclusion of network security
functionality in third-party hardware or system software; any unforeseen developmental or
technological difficulties with regard to Check Point’s products; changes in the
competitive landscape, including new competitors or the impact of competitive pricing and
products; a shift in demand for products such as Check Point’s; unknown factors
affecting third parties with which Check Point has formed business alliances; timely
availability and customer acceptance of Check Point’s new and existing products, and
other factors and risks discussed in Check Point’s Annual Report on Form 20-F for the
year ended December 31, 2004, which is on file with the Securities and Exchange
Commission. Check Point assumes no obligation to update information concerning its
expectations.
About Check Point
Software Technologies Ltd.
Check Point Software Technologies
Ltd. (www.checkpoint.com) is the worldwide leader in securing the Internet. It is
the market leader in the worldwide enterprise firewall, personal firewall and VPN markets.
Through its NGX platform, the company delivers a unified security
architecture for a broad range of perimeter, internal and Web security solutions
that protect business communications and resources for corporate networks and
applications, remote employees, branch offices and partner extranets. The company’s
ZoneAlarm product line is one of the most trusted brands in Internet security, creating
award-winning endpoint security solutions that protect millions of PCs from hackers,
spyware and data theft. Extending the power of the Check Point solution is its Open
Platform for Security (OPSEC), the industry’s framework and alliance for integration
and interoperability with “best-of-breed” solutions from over 350 leading
companies. Check Point solutions are sold, integrated and serviced by a network of more
than 2,200 Check Point partners in 88 countries.
©2003-2005 Check Point Software
Technologies Ltd. All rights reserved.
Check Point, Application
Intelligence, Check Point Express, the Check Point logo, AlertAdvisor, ClusterXL,
Cooperative Enforcement, ConnectControl, Connectra, CoSa, Cooperative Security Alliance,
Eventia, Eventia Analyzer, Eventia Reporter, FireWall-1, FireWall-1 GX,
FireWall-1 SecureServer, FloodGate-1, Hacker ID, IMsecure, INSPECT, INSPECT XL, Integrity,
InterSpect, IQ Engine, NGX, Open Security Extension, OPSEC, Policy Lifecycle
Management, Provider-1, Safe@Home, Safe@Office, SecureClient, SecureKnowledge,
SecurePlatform, SecuRemote, SecureXL Turbocard, SecureServer, SecureUpdate, SecureXL,
SiteManager-1, SmartCenter, SmartCenter Pro, Smarter Security, SmartDashboard,
SmartDefense, SmartLSM, SmartMap, SmartUpdate, SmartView, SmartView Monitor, SmartView
Reporter, SmartView Status, SmartViewTracker, SofaWare, SSL Network Extender, Stateful
Clustering, TrueVector, Turbocard, UAM, User-to-Address Mapping, UserAuthority, VPN-1,
VPN-1 Accelerator Card, VPN-1 Edge, VPN-1 Pro, VPN-1 SecureClient, VPN-1 SecuRemote, VPN-1
SecureServer, VPN-1 VSX, VPN-1 XL, Web Intelligence, ZoneAlarm, ZoneAlarm Pro, Zone Labs,
and the Zone Labs logo, are trademarks or registered trademarks of Check Point Software
Technologies Ltd. or its affiliates. All other product names mentioned herein are
trademarks or registered trademarks of their respective owners. The products described in
this document are protected by U.S. Patent No. 5,606,668, 5,835,726, 6,496,935, 6,873,988
and 6,850,943 and may be protected by other U.S. Patents, foreign patents, or pending
applications.
CHECK POINT SOFTWARE TECHNOLOGIES LTD.
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(In thousands, except per share amounts)
| Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2005 |
2004 |
2005 |
2004 | |||||||||||
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | |||||||||||
| Revenues: | ||||||||||||||
| Products and licenses | $ | 71,248 | $ | 67,899 | $ | 136,770 | $ | 130,908 | ||||||
| Software subscriptions | 58,892 | 48,681 | 117,339 | 92,694 | ||||||||||
| Total product and license revenues | 130,140 | 116,580 | 254,109 | 223,602 | ||||||||||
| Services | 14,423 | 10,339 | 28,115 | 19,379 | ||||||||||
| Total revenues | 144,563 | 126,919 | 282,224 | 242,981 | ||||||||||
| Operating expenses: | ||||||||||||||
| Cost of revenues | 6,505 | 6,443 | 12,057 | 11,377 | ||||||||||
| Research and development | 11,880 | 10,844 | 24,656 | 19,506 | ||||||||||
| Selling and marketing | 36,905 | 34,417 | 70,966 | 63,015 | ||||||||||
| General and administrative | 6,013 | 6,474 | 12,261 | 11,324 | ||||||||||
| Amortization of intangible assets and | ||||||||||||||
| deferred stock compensation | 2,353 | 3,144 | 4,978 | 3,144 | ||||||||||
| Acquired in-process R&D | - | - | - | 23,098 | ||||||||||
| Total operating expenses | 63,656 | 61,322 | 124,918 | 131,464 | ||||||||||
| Operating income | 80,907 | 65,597 | 157,306 | 111,517 | ||||||||||
| Financial income, net | 13,468 | 10,579 | 25,869 | 21,348 | ||||||||||
| Income before income taxes | 94,375 | 76,176 | 183,175 | 132,865 | ||||||||||
| Income taxes | 16,378 | 12,913 | 31,472 | 27,674 | ||||||||||
| Net income | $ | 77,997 | $ | 63,263 | $ | 151,703 | $ | 105,191 | ||||||
| Net income excluding in-process R&D and amortization | ||||||||||||||
| of intangible assets and deferred stock compensation | $ | 79,808 | $ | 65,865 | $ | 155,598 | $ | 130,891 | ||||||
| Earnings per share (basic) | $ | 0.32 | $ | 0.25 | $ | 0.61 | $ | 0.42 | ||||||
| Number of shares used in computing earnings per | ||||||||||||||
| share (basic) | 245,398 | 254,778 | 246,674 | 252,484 | ||||||||||
| Earnings per share (fully diluted) | $ | 0.31 | $ | 0.24 | $ | 0.60 | $ | 0.40 | ||||||
| Earnings per share (fully diluted) excluding | ||||||||||||||
| in-process R&D and amortization of intangible assets | ||||||||||||||
| and deferred stock compensation | $ | 0.32 | $ | 0.25 | $ | 0.61 | $ | 0.50 | ||||||
| Number of shares used in computing earnings per | ||||||||||||||
| share (fully diluted) | 252,179 | 266,800 | 254,165 | 263,315 | ||||||||||
CHECK POINT SOFTWARE TECHNOLOGIES LTD.
SELECTED CONSOLIDATED BALANCE SHEET DATA
(In thousands)
ASSETS
| June 30, 2005 |
December 31, 2004 | |||||||
|---|---|---|---|---|---|---|---|---|
| (unaudited) | (unaudited) | |||||||
| Current Assets: | ||||||||
| Cash and cash equivalents | $ | 127,532 | $ | 157,655 | ||||
| Marketable securities and deposits | 898,420 | 796,588 | ||||||
| Trade receivables, net | 89,289 | 96,006 | ||||||
| Other receivables and prepaid expenses | 23,571 | 20,517 | ||||||
| Total current assets | 1,138,812 | 1,070,766 | ||||||
| Long-term assets: | ||||||||
| Long-term investments | 599,811 | 623,912 | ||||||
| Property and equipment, net | 7,699 | 8,144 | ||||||
| Intangible assets | 23,036 | 25,857 | ||||||
| Goodwill | 175,536 | 175,536 | ||||||
| Deferred income taxes, net | 7,108 | 8,439 | ||||||
| Total long-term assets | 813,190 | 841,888 | ||||||
| Total assets | $ | 1,952,002 | $ | 1,912,654 | ||||
LIABILITIES AND
SHAREHOLDERS' EQUITY
| Current liabilities: | ||||||||
| Deferred revenues | $ | 154,204 | $ | 141,114 | ||||
| Trade payables and other accrued liabilities | 137,640 | 137,932 | ||||||
| Total current liabilities | 291,844 | 279,046 | ||||||
| Accrued severance pay, net | 3,242 | 2,784 | ||||||
| Total liabilities | 295,086 | 281,830 | ||||||
| Shareholders' Equity: | ||||||||
| Share capital | 774 | 771 | ||||||
| Additional paid-in capital | 379,336 | 369,452 | ||||||
| Deferred stock based compensation | (4,944 | ) | (10,342 | ) | ||||
| Treasury shares | (368,298 | ) | (244,586 | ) | ||||
| Retained earnings | 1,650,048 | 1,515,529 | ||||||
| Total shareholders' equity | 1,656,916 | 1,630,824 | ||||||
| Total liabilities and shareholders' equity | $ | 1,952,002 | $ | 1,912,654 | ||||
| Total cash and cash equivalents, deposits and | ||||||||
| marketable securities | 1,624,899 | 1,577,291 | ||||||
CHECK POINT SOFTWARE TECHNOLOGIES LTD.
SELECTED CONSOLIDATED CASH FLOW DATA
(In thousands)
| Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2005 |
2004 |
2005 |
2004 | |||||||||||
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | |||||||||||
| Cash flow from operating activities: | ||||||||||||||
| Net income | 77,997 | 63,263 | 151,703 | 105,191 | ||||||||||
| Adjustments to reconcile net income to net cash provided by | ||||||||||||||
| operating activities: | ||||||||||||||
| Depreciation and amortization | 1,320 | 1,424 | 2,625 | 2,681 | ||||||||||
| Decrease (increase) in trade and other receivables, net | (9,803 | ) | 8,986 | 3,686 | 963 | |||||||||
| Increase in trade payables and other accrued liabilities | 8,662 | 4,785 | 13,256 | 9,044 | ||||||||||
| Other adjustments | 4,373 | 289 | 5,714 | 2,444 | ||||||||||
| Amortization of intangible assets and deferred stock | ||||||||||||||
| compensation | 2,353 | 3,144 | 4,978 | 3,144 | ||||||||||
| Acquisition of in-process R&D | - | - | - | 23,098 | ||||||||||
| Net cash provided by operating activities | 84,902 | 81,891 | 181,962 | 146,565 | ||||||||||
| Cash flow from investing activities: | ||||||||||||||
| Cash paid in conjunction with the acquisition of Zone Labs, net | - | - | - | (95,343 | ) | |||||||||
| Investment in property and equipment | (1,038 | ) | (966 | ) | (2,180 | ) | (2,327 | ) | ||||||
| Net cash used in investing activities | (1,038 | ) | (966 | ) | (2,180 | ) | (97,670 | ) | ||||||
| Cash flow from financing activities: | ||||||||||||||
| Proceeds from issuance of shares upon exercise of options | 13,355 | 8,545 | 20,097 | 19,797 | ||||||||||
| Purchase of treasury shares | (102,565 | ) | (78,649 | ) | (152,271 | ) | (78,649 | ) | ||||||
| Net cash used in financing activities | (89,210 | ) | (70,104 | ) | (132,174 | ) | (58,852 | ) | ||||||
| Increase (decrease) in cash and cash equivalents, deposits and | ||||||||||||||
| marketable securities | (5,346 | ) | 10,821 | 47,608 | (9,957 | ) | ||||||||
| Cash and cash equivalents, deposits and marketable securities | ||||||||||||||
| at the beginning of the period | 1,630,245 | 1,581,946 | 1,577,291 | 1,602,724 | ||||||||||
| Cash and cash equivalents, deposits and marketable securities | ||||||||||||||
| at the end of the period | 1,624,899 | 1,592,767 | 1,624,899 | 1,592,767 | ||||||||||
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.
| July 19, 2005 | CHECK POINT SOFTWARE TECHNOLOGIES LTD. BY: /S/ Eyal Desheh —————————————— Eyal Desheh Chief Financial Officer |