SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
F O R M 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 April 2005
RADVISION LTD.
(Name of Registrant)
24 Raoul Wallenberg Street, Tel Aviv 69719, Israel
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will
file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [X] Form 40-F [ ]
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 [ ] No [X]
If "Yes" is marked, indicate below the file number assigned to
the registrant in connection with Rule 12g3-2(b): 82-_____________
This Form 6-K is being incorporated by reference into the Registrant's Form S-8
Registration Statements File Nos. 333-45422, 333-53814, 333-55130, 333-66250,
333-82488, 333-104377 and 333-116964.
RADVision Ltd.
6-K Items
1. Press release re New RADVISION MEGACO/H.248 Developer Toolkit Provides
Maximum Flexibility and Functionality for Development of IP
Communication Applications dated April 11, 2005.
2. Press release re RADVISION Announces New IP Phone Developer Suite
Functionality for the Creation of Advanced IP Communication Devices
dated April 18, 2005.
3. Press release re RADVISION First Quarter 2005 Results Exceed Forecast
dated April 20, 2005.
ITEM 1
Press Release Source: RADVISION
New RADVISION MEGACO/H.248 Developer Toolkit Provides Maximum Flexibility and
Functionality for Development of IP Communication Applications
Monday April 11, 7:00 am ET
FAIR LAWN, N.J.--(BUSINESS WIRE)--April 11, 2005--RADVISION (Nasdaq:RVSN - News)
today announced that it has released version 2.0 of its popular MEGACO/H.248
Developer Toolkit, featuring unique enhancements to support more encoding
schemas, more operating systems, and the latest changes to the MEGACO and H.248
standards.
With the reemerging popularity of MEGACO/H.248 for controlling IP media
sessions, carriers are now requesting MEGACO-powered solutions for virtually
every operating system, based on either text or binary encoding. In fact,
MEGACO/H.248 is specified as a core protocol by the 3G, IPPC (formerly the
International Softswitch Consortium), and OMA Push-To-Talk standards bodies.
Responding to this growing popularity of the protocol and the diversity of
solution requirements for operating systems and encoding approaches, RADVISION
significantly enhanced version 2.0 of its MEGACO/H.248 Toolkit with new
functionality and features, delivering a powerful tool for the development of
communications solutions that can be easily modified to address the many
variations in MEGACO-related product requirements.
"RADVISION's vision has long been to enable quicker time to market, with the
most robust and feature rich solution," said Adi Paz, Senior Director of
Marketing and Product Management for RADVISION's Technology Business Unit. "In
this new version we not only accomplished this but we also implemented an
architecture that allows our partners to quickly and easily add fully compliant
support for text and/or binary encoding - enabling them to quickly and easily
leverage new opportunities and markets."
In addition to supporting both text and binary encoding, the RADVISION
MEGACO/H.248 Developer Toolkit fully supports the latest change to the IETF
MEGACO standard - RFC 3525. This new RFC addresses much needed changes to
clarify and solidify the MEGACO standard and represents over 200 changes to the
MEGACO standard, covering everything from syntax to transport requirements.
The RADVISION MEGACO Toolkit supports an ever widening array of Operating
Systems allowing applications to be moved seamlessly from one platform
architecture to another without modification. The RADVISION MEGACO/H.248 Toolkit
supports development of applications on the Windows, Solaris, Linux, Tru64,
VxWorks, Monta Vista, pSOS, OSE, Nucleus, QNX, and INTEGRITY operating systems.
RADVISION's MEGACO/H.248 Toolkit architecture ensures that applications
developed with this toolkit are fully insulated from the details of the
underlying OS, allowing partners to later modify their applications to run on
any of the above supported operating systems with only minimal effort. The
agility with which applications can move from among the supported OS allows
RADVISION customers the flexibly to address the many different markets and
carrier operating system requirements with the same core application.
Availability
Version 2.0 of RADVISION's MEGACO/H.248 Toolkit is now available worldwide.
About RADVISION
RADVISION (Nasdaq: RVSN - News) is the industry's leading provider of high
quality, scalable and easy-to-use products and technologies for
videoconferencing, video telephony, and the development of converged voice,
video and data over IP and 3G networks. For more information please visit our
website at www.radvision.com.
-------------------
Contact:
Corporate Contacts
RADVISION Tsipi Kagan, 201-689-6340
cfo@radvision.com
Adi Paz, 972-3-767-9636
adip@radvision.com
or
Investor Relations
Comm-Partners LLC
June Filingeri, 203-972-0186
junefil@optonline.net
ITEM 2
Press Release Source: RADVISION
RADVISION Announces New IP Phone Developer Suite Functionality for the Creation
of Advanced IP Communication Devices
Monday April 18, 7:00 am ET
FAIR LAWN, N.J.--(BUSINESS WIRE)--April 18, 2005--RADVISION (Nasdaq:RVSN - News)
today announced new functionality for its IP Phone Developer Suite v1.4, an
award-winning developer platform for chipset vendors and IP phone manufacturers
to build advanced IP phone solutions. With today's announcement RADVISION has
enhanced its already powerful IP Phone developer platform with features and
functionality ideal for the development of wireline, WiFi and cellular IP
telephony systems.
In addition to new features specifically required for advanced IP telephony
functionality, such as NAT traversal and Dynamic Code change, the IP Phone
Developer Suite v1.4 also includes add-on features such TLS security for SIP and
H.235 security for H.323.
RADVISION's IP Phone Developer Suite is available in multiple VoIP protocols
including SIP and H.323. It provides a rich set of features and services for
Client Customer Premises Equipment (CPE) and WiFi/mobile handset manufacturers
to implement fully functional IP phone applications with minimal effort. In
addition to basic phone support, the RADVISION IP Phone Developer Suite supports
advanced IP phone services such as three way conferencing, call transfer,
encryption, blind transfer, call waiting, call hold, caller ID,
handset/handsfree, and DTMF Relay.
"We have seen tremendous traction for our IP phone and we now expand on this
award-winning product with new developer features and functionality uniquely
suited for the needs of the wireline and wireless IP communications markets,"
said Boaz Raviv, acting General Manager of RADVISION's Technology Business Unit.
"RADVISION's new IP Phone Developer Suite meets the stringent technical demands
of delivering advanced IP telephony features in a solution that supports a wide
range of chipsets, media processing, and hardware implementations."
RADVISION has designed its IP Phone Developer Suite to be easily portable across
a variety of IP Phone chipsets. Additionally, RADVISION has worked closely with
leading silicon vendors to help provide pre-integrated solutions for their
chipset services. A complete IP phone solution is achieved by integrating the
RADVISION IP Phone Developer Suite v1.4 with DSP services (voice
compression/decompression, echo cancellation, VAD, etc.) and telephony hardware
services (hook state, key state, handset, etc.), both of which would be provided
by the developer or a third-party.
Specific functionality that has been added with v1.4 of the IP Phone Developer
Suite includes:
o STUN & NAT Traversal - A new optional module enables the IP Phone
Developer Suite to support NAT (Network Address Translation) traversal
by enabling the IP phone to modify IP addresses and ports via a
callback function (RFC3489).
o TLS Security - A new optional module enables the IP Phone to support
TLS as specified in SIP standards.
o H.235 Security - A new optional module enables the IP Phone to support
ITU-T Recommendation H.235 Annex D - Baseline Security Profile.
o Dynamic Codec Change - Allows the device to dynamically change media
parameters such as codecs during a call by sending Re-Invite messages
as specified in RFC3264 (Offer/Answer Model).
o PROTOS Vulnerability Tests - version 1.4 is PROTOS-compliant in both
SIP and H.323.
o Auto Discovery - An IP Phone developed with the RADVISION IP Phone
Developer Suite can automatically detect and register to gatekeepers
in the network through Multicast GRQ messages.
o Up to Three E164 Numbers per Device - The IP Phone and every analog
line in the IAD can now be configured with three E164 numbers,
enabling the development of multi-line IP Phones.
o Transfer with Replaces - SIP Transfer now conforms to RFC 3891 (SIP
"Replaces" Header) and draft-ietf-sipping-cc-transfer-03.
o Blind Transfer - Enables user to transfer a call to a third party.
o CLIP and CLIR (Caller ID Restriction/Presentation) - Users can
configure whether or not their number and presentation name will be
restricted.
o H.323 Extension Callbacks - Various application callbacks have been
added to provide additional control of H.323 Stack events.
Availability
Version 1.4 of the RADVISION IP Phone Developer Suite is currently generally
available worldwide.
About RADVISION
RADVISION (Nasdaq: RVSN - News) is the industry's leading provider of high
quality, scalable and easy-to-use products and technologies for
videoconferencing, video telephony, and the development of converged voice,
video and data over IP and 3G networks. For more information please visit our
website at www.radvision.com.
-----------------
Contact:
RADVISION
Corporate:
Tsipi Kagan, 201-689-6340
cfo@radvision.com
or
Adi Paz, +972-3-767-9636
adip@radvision.com
or
Investor Relations:
Comm-Partners LLC
June Filingeri, 203-972-0186
junefil@optonline.net
ITEM 3
Press Release Source: RADVISION Ltd.
RADVISION First Quarter 2005 Results Exceed Forecast
Wednesday April 20, 7:00 am ET
FAIR LAWN, N.J.--(BUSINESS WIRE)--April 20, 2005--RADVISION (Nasdaq: RVSN -
News) today announced that revenues for the first quarter of 2005 were $16.3
million, representing a 14% increase from the first quarter of 2004. Net income
for the 2005 first quarter was $2.5 million or $0.11 per diluted share compared
with $719,000 or $0.03 per diluted share reported in the 2004 first quarter.
Operating income for the first quarter of 2005 increased to $1.9 million from
$307,000 in the 2004 first quarter.
The results for the first quarter of 2005 exceeded the Company's forecast of
revenues of $16.0 million, operating income of $300,000 and net income of
$800,000 or $0.04 per diluted share. The 2005 first quarter benefited from a
higher margin sales mix and lower than forecasted operating expenses.
First quarter 2005 revenues consisted of $10.7 million in Networking Business
Unit (NBU) sales and $5.6 million in Technology Business Unit (TBU) sales,
representing increases of 5% and 36%, respectively, over the first quarter of
2004.
The Company ended the first quarter of 2005 with approximately $107.3 million in
cash and liquid investments, a decrease of $3.1 million over the prior quarter,
and equivalent to $5.18 per basic share. The decrease reflects operating cash
flow of $1.8 million and income of $2.8 million from the exercise of options,
offset by $600,000 in capital expenditures and $7.1 million related to the
purchase of the assets of First Virtual Communications, mainly its Click to
Meet(TM) technology.
Gadi Tamari, Chief Executive Officer, commented: "We continued to execute in the
First Quarter of 2005, which gave us a good start to the year. We made important
strategic progress with the acquisition of Click to Meet(TM), which adds a
software-based desktop solution that we are working to integrate with our
networking hardware for multi-media communications on the desktop. We also added
a large base of active Click to Meet(TM) customers and a good team to support
them. We introduced several new desktop and 3G solutions in the quarter as
well."
Mr. Tamari continued: "Our TBU has had strong growth for several quarters and
that was the case in the first quarter as well. The TBU benefited from continued
growth in the sales of SIP licenses as well as a large and important deal with a
vendor of enterprise applications which is integrating IP voice into their
existing platform using our SIP and IP toolkits."
"Our NBU sales increased 5% over last year. Our room conferencing sales remained
solid and were accompanied by strong 3G sales in Asia Pacific and EMEA,
including a new deployment and an important deal with a strategic partner. We
also had a new Microsoft-related desktop deployment."
Mr. Tamari concluded: "We expect to make additional progress in the second
quarter and feel good about the year. We are executing on what we said and see
further evidence that the visual communication market is taking hold."
Guidance
The following statements are forward-looking, and actual results may differ
materially.
The Company expects second quarter 2005 revenues to be approximately $18.0
million and net income to approximate $2.7 million or $0.12 per diluted share.
This compares to second quarter 2004 revenues of $15.7 million and net income of
$1.1 million or $0.05 per diluted share. (Full details are available on the
Company's web site at www.radvision.com.)
First Quarter 2005 Earnings Conference Call/Webcast
RADVISION will hold a conference call to discuss its first quarter 2005 results
and second quarter outlook, today, Wednesday, April 20, 2005 at 9:00 a.m.
(Eastern). To access the conference call, please dial 1-888-455-9744
(International dialers can call +1-210-234-0002) by 8:45 a.m. The passcode
"RADVISION" will be required to access the live conference call. A live webcast
of the conference call will also be available in the investor relations section
of the company's website at www.radvision.com.
A PowerPoint presentation highlighting key financial metrics as well as the
second quarter 2005 estimate will be available in the Investor Relations section
of the company's website, www.radvision.com. The presentation will be available
beginning at 8:00 a.m. (Eastern) on April 20th and will be archived on the
website until the end of the second quarter. A replay of the call will be
available beginning approximately one hour after the conclusion of the call
through 11:00 p.m. (Eastern) on April 27th. To access the replay, please dial
1-866-393-2012 (International dialers can call +1-203-369-0457).
About RADVISION
RADVISION Ltd. (Nasdaq: RVSN - News) is the industry's leading provider of high
quality, scalable and easy-to-use products and technologies for
videoconferencing, video telephony, and the development of converged voice,
video and data over IP and 3G networks. RADVISION has two distinct business
units. RADVISION's Networking Business Unit (NBU) offers one of the broadest and
most complete sets of videoconferencing network solutions for IP- and ISDN-based
networks, supporting all end points in the industry. The company also provides
businesses and service providers with integrated solutions that deliver
converged IP-based video telephony applications to employee computer desktops
and residential broadband homes worldwide. The Company's Technology Business
Unit (TBU) provides protocol development tools and platforms, enabling equipment
vendors and service providers to develop and deploy new converged networks,
services, and technologies. For more information please visit our website at
www.radvision.com.
This press release contains forward-looking statements that are subject to risks
and uncertainties. Factors that could cause actual results to differ materially
from these forward-looking statements include, but are not limited to, general
business conditions in the industry, changes in demand for products, the timing
and amount or cancellation of orders and other risks detailed from time to time
in RADVISION's filings with the Securities Exchange Commission, including
RADVISION's Form 20-F Annual Report. These documents contain and identify other
important factors that could cause actual results to differ materially from
those contained in our projections or forward-looking statements. Stockholders
and other readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date on which they are
made. We undertake no obligation to update publicly or revise any
forward-looking statement.
RADVISION LTD.
Consolidated Statements of Income
(U.S. Dollars in thousands, except share and per share data)
Three months ended
March 31,
-------------------------
2005 2004
----------- -----------
Unaudited
-------------------------
Revenues $ 16,280 $ 14,261
----------- -----------
Operating costs and expenses:
Cost of revenues 2,776 3,097
Research and development 4,655 3,780
Marketing and selling 5,757 5,837
General and administrative 1,159 1,240
----------- -----------
Total operating costs and expenses 14,347 13,954
----------- -----------
Operating income 1,933 307
Financial income, net 561 412
----------- -----------
Net income $ 2,494 $ 719
=========== ===========
Basic net earnings per Ordinary share $ 0.12 $ 0.04
=========== ===========
Weighted average number of shares
outstanding during the period - basic 20,714,218 19,484,208
=========== ===========
Diluted earnings per Ordinary share $ 0.11 $ 0.03
=========== ===========
Weighted average number of shares
outstanding during the period - diluted 22,033,189 21,566,783
=========== ===========
RADVISION LTD.
Consolidated Balance Sheet
(U.S. Dollars in thousands)
March 31, December 31,
2005 2004
(Unaudited) (Audited)
------------ ------------
Assets
Cash and cash equivalents (*) $ 12,289 $ 20,206
Short-term bank deposits (*) 62,965 51,411
Trade receivables, net 10,346 10,063
Other receivables 3,410 3,900
Inventories 1,141 1,220
----------- -----------
Total current assets 90,151 86,800
Severance pay fund 2,705 2,733
Long-term securities and bank deposits (*) 32,039 38,749
----------- -----------
Total long-term assets 34,744 41,482
Property and Equipment
Cost 15,245 14,584
Less accumulated depreciation 12,283 11,937
----------- -----------
2,962 2,647
Other assets, net 7,448 953
Total assets 135,305 131,882
=========== ===========
Liabilities and Equity
Trade payable 1,468 1,939
Other payables and accrued expenses 18,298 19,466
----------- -----------
Current liabilities 19,766 21,405
Accrued severance pay 3,749 3,701
----------- -----------
Total liabilities 23,515 25,106
Shareholders' Equity
Share capital 200 196
Additional paid in capital 109,783 107,267
Accumulated deficit 1,807 (687)
----------- -----------
Total shareholders' equity 111,790 106,776
Total liabilities and shareholders' equity 135,305 131,882
=========== ===========
(*)Total cash and liquid investments 107,293 110,366
=========== ===========
---------------
Contact:
RADVISION
Tsipi Kagan, 201-689-6340
cfo@radvision.com
or
Comm-Partners LLC
Investor Relations:
June Filingeri, 203-972-0186
junefil@optonline.net
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.
RADVISION LTD.
(Registrant)
By /s/Arnold Taragin
-----------------
Arnold Taragin
Corporate Vice President
and General Counsel
Date: April 21, 2005