Press Release: Formula Systems Reports First Quarter 2025 Financial Results

Dow Jones
22 May

OR YEHUDA, Israel, May 22, 2025 (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 first quarter ended March 31, 2025 results of operations.

Financial Highlights for the First Quarter Ended March 31, 2025

   -- Revenues for the first quarter ended March 31, 2025 increased by 8.1% 
      year over year, reaching a first quarter all-time high of $754.7 million, 
      compared to $698.4 million in the same period last year. 
 
   -- Operating income for the first quarter ended March 31, 2025 increased by 
      12.7% year over year, reaching a first quarter all-time high of $70.5 
      million, compared to $62.6 million in the same period last year. 
 
   -- Net income attributable to Formula's shareholders for the first quarter 
      ended March 31, 2025 increased by 12.6% year over year, reaching a first 
      quarter all-time high of $19.3 million, or $1.23 per fully diluted share, 
      compared to $17.2 million, or $1.10 per fully diluted share, in the same 
      period last year. 
 
   -- As of March 31, 2025, Formula held 48.14%, 43.50%, 46.71%, 100%, 42.34%, 
      90.1%, 80%, 100%, 100% and 51% of the outstanding ordinary shares of 
      Matrix IT Ltd., Sapiens International Corporation N.V., Magic Software 
      Enterprises Ltd., Michpal Technologies Ltd., TSG IT Advanced Systems 
      Ltd., Insync Staffing Solutions, Inc., Ofek Aerial Photography Ltd., ZAP 
      Group Ltd., Shamrad Electronic (1997) Ltd., and Hashahar Telecom And 
      Electricity Ltd., respectively. 
 
   -- Consolidated cash and cash equivalents and short-term bank deposits 
      totaled approximately $526.8 million as of March 31, 2025, compared to 
      $$563.2 million as of December 31, 2024. 
 
   -- Total equity as of March 31, 2025, was $1.38 billion (representing 45.2% 
      of the total consolidated statements of financial position), compared to 
      $1.39 billion (representing 46.1% of the total consolidated statements of 
      financial position) as of December 31, 2024. 

Declaration of Dividend for the First Quarter of 2025

   -- Based on the Company's results, the Company's board of directors approved 
      the distribution of a cash dividend in an amount of NIS 1.57 per share 
      (approximately $0.44 per share) and in an aggregate amount of 
      approximately NIS 24.1 million (approximately $6.8 million). 
 
   -- The dividend is payable on July 22, 2025, to all of the Company's 
      shareholders of record at the close of trading on the Nasdaq Global 
      Select Market (or the Tel-Aviv Stock Exchange, as appropriate) on July 7, 
      2025. The dividend will be paid in New Israeli Shekels with respect to 
      the Company's ordinary shares traded on the Tel Aviv Stock Exchange and 
      American Depositary Receipts traded on the Nasdaq Global Select Market. 

In accordance with Israeli tax law, the dividend is subject to withholding tax at source at the rate of 30% (if the recipient of the dividend is at the time of distribution or was at any time during the preceding 12-month period the holder of 10% or more of the Company's share capital) or 25% (for all other dividend recipients) of the dividend amount payable to each shareholder of record, subject to applicable exemptions.

Debentures Covenants

As of March 31, 2025, 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 $325 million. 
 
   -- Actual equity attributable to Formula's shareholders as of March 31, 2025 
      was $681.0 million. 

Covenant 2

   -- Target ratio of net financial indebtedness to net capitalization (in each 
      case, as defined under the indenture for Formula's Series C and D Secured 
      Debentures): below 65%. 
 
   -- Actual ratio of net financial indebtedness to net capitalization, as of 
      March 31, 2025 was (4.72%). 

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 as of March 31, 2025 
      was (0.16). 

Comments of Management

Commenting on the results, Guy Bernstein, CEO of Formula Systems, said: "Formula Systems group continues to demonstrate strong and consistent performance, making big strides across multiple fronts, as reflected by our first quarter record-breaking results recorded across all key operational financial indices: revenues, gross profit, operating income, net income and EBITDA. These results underscore our commitment to driving sustained growth and operational excellence across all segments of our business. We are pleased with the continued recognition as leaders in our areas of expertise, implementing fast-growing technologies, such as cloud, cyber, digital, data, DevOps, Insure-Tech and AI, which enable us to create significant value for our customers in managing, streamlining, accelerating and making their businesses thrive. We continue to uphold our core values of innovation, professionalism, agility, and transparency across our entire group. These principles enable us to consistently create significant value for our customers, ultimately contributing to their growth".

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 in the current period 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 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 and their duration, including inflation, relatively high interest rates, and supply chain delays, 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 degree of our success in developing and deploying new technologies for software solutions that address the updated needs of our customers and serve as the basis for our revenues; 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 particularly in the current hybrid office/work-from-home environment; risks related to industries, such as the insurance, healthcare, defense and the telecom, in which certain of our clients operate; risks posed by our global sales and operations, such as changes in regulatory requirements, supply chain disruptions, geopolitical, wide-spread viruses and epidemics or fluctuations in currency exchange rates; and risks related to our and our subsidiaries' 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 for the year ended December 31, 2024, filed with the U.S. Securities and Exchange Commission on May 14, 2025, 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 
                                                            March 31, 
                                                      ---------------------- 
                                                         2025        2024 
                                                      ----------  ---------- 
                                                            Unaudited 
                                                      ---------------------- 
Revenues                                                 754,682     698,401 
Cost of revenues                                         573,974     534,186 
                                                      ----------  ---------- 
Gross profit                                             180,708     164,215 
Research and development costs, net                       21,088      20,217 
Selling, marketing and general and administrative 
 expenses                                                 89,076      81,413 
Operating income                                          70,544      62,585 
Financial expenses, net                                    5,538       5,602 
                                                      ----------  ---------- 
Income before taxes on income                             65,006      56,983 
Taxes on income                                           15,452      13,458 
                                                      ----------  ---------- 
Income after taxes                                        49,554      43,525 
Share of profit of companies accounted for at 
 equity, net                                                 828         103 
                                                      ----------  ---------- 
Net income                                                50,382      43,628 
Net income attributable to non-controlling interests      31,066      26,469 
                                                      ----------  ---------- 
Net income attributable to Formula Systems 
 shareholders                                             19,316      17,159 
 
Earnings per share (basic)                                  1.26        1.12 
Earnings per share (diluted)                                1.23        1.10 
 
Number of shares used in computing earnings per 
 share (basic)                                        15,311,924  15,303,267 
                                                      ==========  ========== 
Number of shares used in computing earnings per 
 share (diluted)                                      15,729,173  15,570,761 
                                                      ==========  ========== 
 
 
FORMULA SYSTEMS (1985) LTD. 
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION 
U.S. dollars in thousands 
                                                  March 31,   December 31, 
                                                    2025          2024 
                                                 -----------  ------------ 
                                                 (Unaudited) 
                                                 ----------- 
 ASSETS 
CURRENT ASSETS: 
 Cash and cash equivalents                           461,805       507,799 
 Short-term deposits                                  64,989        55,401 
 Trade receivables, net                              831,108       803,235 
 Prepaid expenses and other accounts receivable       96,891        89,882 
 Inventories                                          27,771        30,728 
Total current assets                               1,482,564     1,487,045 
-----------------------------------------------  -----------  ------------ 
 
NON-CURRENT ASSETS: 
 Long-term investments and receivables                59,229        54,629 
 Deferred taxes                                       35,627        33,850 
 Investments in companies accounted for at 
  equity                                              38,572        39,196 
 Property, plants and equipment, net                  51,851        51,795 
 Right-of-use assets                                 151,842       156,225 
 Intangible assets, net and goodwill               1,225,818     1,192,156 
Total non-current assets                           1,562,939     1,527,851 
-----------------------------------------------  -----------  ------------ 
 
Total assets                                       3,045,503     3,014,896 
-----------------------------------------------  ===========  ============ 
 
LIABILITIES AND EQUITY 
CURRENT LIABILITIES: 
 Loans from banks and others                         150,474       141,782 
 Debentures                                           87,249        86,782 
 Current maturities of lease liabilities              44,581        45,240 
 Trade payables                                      283,893       296,211 
 Deferred revenues                                   180,619       173,959 
 Employees and payroll accrual                       243,683       234,845 
 Other accounts payable                              109,979        98,046 
 Dividend payable                                     14,227             - 
 Liabilities in respect of business 
  combinations                                        11,505         9,191 
 Put options of non-controlling interests             53,853        52,420 
Total current liabilities                          1,180,063     1,138,476 
-----------------------------------------------  -----------  ------------ 
 
LONG-TERM LIABILITIES: 
 Loans from banks and others                          73,153        62,733 
 Debentures                                          153,840       188,090 
 Lease liabilities                                   117,645       119,586 
 Other long-term liabilities                          12,221        11,708 
 Deferred taxes                                       45,334        42,894 
 Deferred revenues                                    25,934        12,522 
 Liabilities in respect of business 
  combinations                                         6,707         8,751 
 Put options of non-controlling interests             42,908        30,553 
 Employees benefit liabilities                        10,443        10,238 
Total long-term liabilities                          488,185       487,075 
-----------------------------------------------  -----------  ------------ 
 
EQUITY 
 Total equity attributable to Formula Systems 
  (1985) Ltd. shareholders                           681,020       679,338 
 Non-controlling interests                           696,235       710,007 
                                                 -----------  ------------ 
Total equity                                       1,377,255     1,389,345 
-----------------------------------------------  -----------  ------------ 
 
Total liabilities and equity                       3,045,503     3,014,896 
-----------------------------------------------  ===========  ============ 
 
 
FORMULA SYSTEMS (1985) LTD. 
STAND-ALONE STATEMENTS OF FINANCIAL POSITION 
U.S. dollars in thousands 
                                                   March 31,  December 31, 
                                                     2025         2024 
                                                   ---------  ------------ 
                                                         (Unaudited) 
                                                   ----------------------- 
 ASSETS 
CURRENT ASSETS: 
 Cash and cash equivalents                            33,361        25,599 
 Dividend receivable                                  31,086        12,013 
 Other accounts receivable and prepaid expenses        5,540         4,798 
Total current assets                                  69,987        42,410 
-------------------------------------------------  ---------  ------------ 
 
NON-CURRENT ASSETS: 
 Investment in subsidiaries and a jointly 
 controlled entity (*) 
 ------------------------------------------------ 
   Matrix IT Ltd.                                    163,384       162,133 
   Sapiens International Corporation N.V.            257,263       264,349 
   Magic Software Enterprises Ltd.                   130,152       133,786 
   TSG IT Advanced Systems Ltd.                       19,640        20,453 
   Michpal Technologies Ltd.                          73,902        69,127 
   ZAP Group                                          51,520        55,392 
    Other                                             48,578        47,722 
                                                   ---------  ------------ 
 Total investment in subsidiaries and a jointly 
  controlled entity                                  744,439       752,962 
 
 Other investments and Long term receivables          20,558        24,860 
 Property, plants and equipment, net                       9            10 
                                                   ---------  ------------ 
Total non-current assets                             765,006       777,832 
-------------------------------------------------  ---------  ------------ 
 
Total assets                                         834,993       820,242 
-------------------------------------------------  =========  ============ 
 
LIABILITIES AND EQUITY 
CURRENT LIABILITIES: 
 Loans from banks and others                           2,251         2,294 
 Debentures                                           46,017        45,807 
 Trade payables                                          268         1,146 
 Other accounts payable                                3,763         2,109 
 Put options of non-controlling interests              1,073         1,005 
 Dividends payable                                    14,227             - 
Total current liabilities                             67,599        52,361 
-------------------------------------------------  ---------  ------------ 
 
LONG-TERM LIABILITIES: 
 Loans from banks and others                           2,428         3,047 
 Debentures                                           83,946        85,496 
Total long-term liabilities                           86,374        88,543 
-------------------------------------------------  ---------  ------------ 
 
EQUITY                                               681,020       679,338 
                                                   ---------  ------------ 
 
TOTAL LIABILITIES AND EQUITY                         834,993       820,242 
-------------------------------------------------  =========  ============ 
 
 
(*) 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. 
 

(END) Dow Jones Newswires

May 22, 2025 09:47 ET (13:47 GMT)

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