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RadView Software Ltd., a premier provider of performance testing solutions, announced today that it is entering the Singapore market. The company is also announcing new partnership agreements with a number of resellers in Singapore including ASG, Tescom and Obiznet.
Rosh Haayin, Israel (PRWEB) July 30, 2007 -- RadView Software Ltd. (OTCBB: RDVWF), a premier provider of performance testing solutions, announced today that it is entering the Singapore market. The company is also announcing new partnership agreements with a number of resellers in Singapore including ASG, Tescom and Obiznet.
“By working with our partners in Singapore we will provide our Singapore customers with superior service and support, a well-known benefit of working with our company,” said Guy Spigelman, RadView’s Vice President of International Sales. “The entry into Singapore is the first step in RadView’s strategy to increase its presence in Asia Pacific and will serve as a basis for our future expansion.”
Under the terms of the partnership agreements the new partners will support and sell WebLOAD to their established customer network in Singapore and Asia Pacific. From now on enterprise businesses in Asia Pacific will have increased access to WebLOAD through the partners’ experienced sales and engineering teams.
“In the last two years we have witnessed growing demand for performance testing and performance testing technology across all industries that we serve,” said Freddy Levi of Tescom. “We were attracted to RadView because of their technology and their flexible business model which will help the companies we serve ensure the performance, scalability and reliability of their Internet applications.”
RadView Software develops and markets software for testing the performance, scalability and reliability of Internet applications. RadView’s WebLOAD supports performance testing of Web 2.0, Ajax, Multimedia and SOA applications and has an ambitious roadmap for the support of additional emerging technologies.
About RadView:
RadView Software Ltd. (RDVWF) is a commercial open source company that develops, supports, and sells WebLOAD, the world's leading commercial-grade open source performance testing solution. Deployed at over 1,600 customers and built with 250 engineering years, WebLOAD improves the Internet experience for everyone by helping developers build high quality Internet applications. More information on WebLOAD Open Source is available at www.webload.org. Commercial customers seeking support, additional productivity features and compatibility with third-party protocols should visit www.radview.com or call 1-888-RADVIEW.
About ASG:
Founded in 1986, ASG is a privately held global firm that provides a full range of enterprise software solutions in Metadata, Applications, Operations, Content, Performance, Identity, and Enterprise Management as well as the Business Service Platform, ASG's Business Service Management (BSM) solution. ASG is headquartered in Naples, Florida, USA, with more than 75 offices serving the Americas, Europe, Middle East, Africa, and Asia/Pacific.
About Tescom Software Systems Testing, Ltd.
Tescom is a global leader in independent software quality assurance and testing solutions with over 600 professionals around the world dedicated to helping companies mitigate the technological risks inherent to the development, implementation and integration of software and information technology applications. Founded in 1990, Tescom is a public company (LSE: TSCM) that maintains operations in Australia, France, Israel, Singapore, the United Kingdom and the United States. For more information, see www.tescom-intl.com.
About OBiznet:
Founded in 2003, OBizNet started as a provider of e-business solutions enabling businesses with both commercial and open standards technologies, for a market segment ranging from small local enterprises to public listed companies. The company later built on its core strength in best practices of ALM (Application Lifecycle Management) ranging from conceptual design, performance testing, to production and maintenance, with also focus in providing cost effective ERP solution to SME. OBizNet Pte Ltd is also the only Authorized Training Center for CodeGear (from Borland) in the Asian region.
More Information: http://www.obiznet.com
Pat Arcand for RadView Software, Inc.
+1-617-576-7777
*All cited names/and or trademarks are the property of their respective owners.
http://pr-gb.com/index.php?option=com_content&task=view&id=8363&Itemid=9
I am more excited by the unusual high volume
OpenAjax Alliance Member Count Approaches 100 from 34 a Year Ago
Addressing Key Challenges For AJAX Adoption
By: AJAXWorld News Desk
Aug. 15, 2007 03:00 PM
OpenAjax Alliance member count increased to 100 from 34 twelve montsh ago, with the recent announcmenet of RadView joining the Alliance. Radview has long been committed to the use of open standards and believes that standardizing AJAX development will facilitate the adoption and use of this technology, particularly in Enterprise 2.0 applications.RadView, a provider of performance testing solutions for Internet applications, demonstrated its commitment to open standards earlier this year, when it opened the source code to its flagship product, WebLOAD. From its inception in 1997, Radview has focused on testing Internet technologies and today WebLOAD is considered to be one of the robust tools for this purpose. It includes comprehensive support for AJAX components and a Web-friendly architecture with JavaScript test scripts and DOM-based storage of test results, which makes the creation of test scripts and the identification of scalability issues faster and easier.
RadView’s membership in the OpenAjax Alliance will help ensure that enterprises can immediately test the performance, scalability and reliability of OpenAjax components, thus facilitating enterprise adoption of the technology and the ability to leverage its benefits in rich interface/Enterprise 2.0 applications.
As of today OpenAjax Alliance members include: 24SevenOffice, abiss.gr, ActiveGrid, ActiveState, Adobe, American Greetings, Aplix Corporation, Appeon, Aptana, Arimaan Global Consulting, BEA Systems, Cisco Systems, Coradiant, Curl, Custom Credit Systems (Thinwire), Document Advantage, Dojo Foundation DreamFace Interactive, Eclipse Foundation, edge IPK, eLink Business Innovations, ESRI, F5, Fidelity Investments, Finetooth, Getahead (DWR), Global Computer Enterprises, GoETC, Google, Helmi Technologies, HR-XML, IBM, ICEsoft, Ikivo, ILOG, Innoopract, iPolipo, Isomorphic Software, IT MILL, JackBe, Javeline, JSSL, JWAX, Laszlo Systems, Lightstreamer, Microsoft, MobileAware, Mozilla Corporation, NetScript Technologies, Nexaweb, Nitobi, Novell, OpenLink Software, OpenSpot, OpenSymphony (OpenQA), Openwave Systems, Opera, OpSource, Oracle, OS3.IT, RadView, Redmonk, RIFT Technologies, SAP, Scalix, Seagull Software, Service-Now.com, Sitepen, Software AG, Sun Microsystems, Tealeaf Technology, Teleca Mobile, Telerik, The Frontside, Tibco, Transmend, Vertex Logic, Visible Measures, Visual WebGui, Volantis Systems, Webtide, XML11, Xucia, Zend, Zimbra, and Zoho.
http://linux.sys-con.com/read/416495.htm
RadView Enters the Singapore Market, Signs Agreements with Nation-Wide Reach
RadView Software Ltd., a premier provider of performance testing solutions, announced today that it is entering the Singapore market. The company is also announcing new partnership agreements with a number of resellers in Singapore including ASG, Tescom and Obiznet.
Rosh Haayin, Israel (PRWEB) July 30, 2007 -- RadView Software Ltd. (OTCBB: RDVWF), a premier provider of performance testing solutions, announced today that it is entering the Singapore market. The company is also announcing new partnership agreements with a number of resellers in Singapore including ASG, Tescom and Obiznet.
“By working with our partners in Singapore we will provide our Singapore customers with superior service and support, a well-known benefit of working with our company,” said Guy Spigelman, RadView’s Vice President of International Sales. “The entry into Singapore is the first step in RadView’s strategy to increase its presence in Asia Pacific and will serve as a basis for our future expansion.”
The entry into Singapore is the first step in RadView’s strategy to increase its presence in Asia Pacific and will serve as a basis for our future expansion.
Under the terms of the partnership agreements the new partners will support and sell WebLOAD to their established customer network in Singapore and Asia Pacific. From now on enterprise businesses in Asia Pacific will have increased access to WebLOAD through the partners’ experienced sales and engineering teams.
“In the last two years we have witnessed growing demand for performance testing and performance testing technology across all industries that we serve,” said Freddy Levi of Tescom. “We were attracted to RadView because of their technology and their flexible business model which will help the companies we serve ensure the performance, scalability and reliability of their Internet applications.”
RadView Software develops and markets software for testing the performance, scalability and reliability of Internet applications. RadView’s WebLOAD supports performance testing of Web 2.0, Ajax, Multimedia and SOA applications and has an ambitious roadmap for the support of additional emerging technologies.
http://www.prweb.com/releases/2007/7/prweb543348.htm
RadView and Anue Systems Collaborate on Internet Application Performance Testing
via COMTEX
July 17, 2007
Integration of RadView WebLOAD and Anue Systems GEM Network Emulator Provides Comprehensive Internet Applications Performance Test Suite
SAN RAMON, CA and AUSTIN, TX, Jul 17, 2007 (MARKET WIRE via COMTEX News Network) --
RadView Software Ltd. (OTCBB: RDVWF) and Anue Systems, Inc. today announced plans to market an Internet Application Performance Test Suite combination of RadView WebLOAD Professional and Anue Systems GEM Network Emulator. WebLOAD Professional is the premier field proven solution for testing Internet applications. GEM is the industry-leading emulator of real-world network conditions including delays, bandwidth constraints and impairments.
The integration between the two products includes the ability to transfer and combine performance results, statistics and graphs for combined display and reporting, as well as shared configuration settings and status information. The product combination demonstrates how applications will behave on the network by showing how transaction response time varies with different mixes of user load and network impairments.
"Customers need to test their Internet applications in a rigorous and realistic lab environment before deploying these on the Internet," said Eran Witkon, RadView's VP of Product & Development. "Anue's GEM adds industrial strength network simulation to the load generation capabilities of WebLOAD."
WebLOAD Professional is a robust performance testing tool that meets the needs of enterprise development environments focused on creating complex load testing scenarios on a grand scale. Built on WebLOAD Open Source, the value-added features of WebLOAD Professional create an affordable, powerful solution.
"WebLOAD's automation and scalability authentically replicate the load created by Internet users," said Jason Nutt, VP of Product Management at Anue Systems. "It complements GEM's high performance network emulation to create a complete test environment for Internet applications."
Anue Systems GEM Network Emulator replicates the delays, errors and other impairments found on the Internet, corporate WANs and other communications networks. Based on a patent-pending hardware platform, GEM delivers the performance and precision necessary to faithfully replicate the real-world Internet environment.
Panorama Software Partners with RadView to Ensure Application Performance and Scalability
WebLOAD turns performance into competitive advantage for Panorama Software.
Rosh Haayin, Israel (PRWEB) June 19, 2007 -– RadView Software Ltd. (OTCBB: RDVWF), a premier provider of performance testing solutions, announces that Panorama Software, the global leader in Proactive Business Intelligence (BI), chose RadView’s WebLOAD for their Scorecard application performance testing.
Panorama has made a strategic decision to build its NovaView Proactive BI solution suite with tight performance and scalability capabilities. As such, Panorama chose RadView’s WebLOAD to be the technology they will use to constantly test, tune and break new records of performance in the BI space.
In addition to the focus on making NovaView the most scalable Proactive Business Intelligence solution today, Panorama is working with RadView to offer its customers and prospects the option to perform on site benchmark, performance testing and performance optimization using RadView’s WebLOAD.
The performance and scalability test of Panorama NovaView Scorecards and Dashboards was achieved with the help of QualiTest, one of the largest independent global providers of software testing and assurance services, positioning Panorama NovaView Scorecards as an industry-leading solution.
“The performance and scalability of our Proactive BI applications is a major source of competitive advantage for our products,” said Oudi Antebi, Vice President, Marketing and Strategy, Panorama Software. “We knew that we had to partner with a highly-capable and reliable performance testing vendor. The latest test results prove again that focusing on performance and working with RadView was the right choice.”
“We are proud that both Panorama and QualiTest trusted WebLOAD for this important performance test,” said Yochai Hacohen, RadView CEO. “Panorma and QualiTest are valued companies and it is our intention to nurture these relationships and continue to extend our support for them and our entire partner network.”
For more information on the performance results achieved by Panorama NovaView, visit http://www.panorama.com/news/news/archives/2007/jun_06_2007.html.
About RadView:
RadView Software Ltd. (RDVWF) is a commercial open source company that develops, supports, and sells WebLOAD, the world's leading commercial-grade open source performance testing solution. Deployed at over 1,600 customers and built with 250 engineering years, WebLOAD improves the Internet experience for everyone by helping developers build high quality Internet applications. More information on WebLOAD Open Source is available at www.webload.org. Commercial customers seeking support, additional productivity features and compatibility with third-party protocols should visit www.radview.com or call 1-888-RADVIEW.
About Panorama Software:
Panorama Software empowers global organizations with the ability to rapidly identify trends, maximize business opportunities and improve corporate performance and results through enterprise business intelligence and Proactive Business Management solutions. Panorama® NovaView™, the company’s flagship solution, amplifies the impact of the information worker through a tightly integrated and complete suite of analysis, reporting, scorecard, dashboard and data modeling applications that support the two leading Business Intelligence platforms, SAP (NYSE: SAP) and Microsoft (NASDAQ: MSFT). Through Panorama NovaView, end users are empowered to freely explore their data using scalable and intuitive applications.
Founded in 1993, Panorama is a leading innovator in Online Analytical Processing (OLAP) and Multidimensional Expressions (MDX). Panorama sold its OLAP technology to Microsoft Corporation in 1996, which was rebranded as SQL Server Analysis Services and integrated into the SQL Server platform. Panorama supports over 1,000 customers worldwide in industries such as financial services, manufacturing, retail, healthcare, telecommunications and life sciences. Panorama has a wide eco-system of partners in 30 countries, and maintains offices throughout North America, EMEA and Asia. More information is available at www.panorama.com
About QualiTest Group:
The QualiTest Group is one of the largest independent global providers of software testing and quality assurance services. During 10 years of activity, QualiTest was responsible for thousands of testing projects in hundreds of organization. QualiTest is a subsidiary (51%) of Malam Team Group (TASE: MALM), the largest IT company in Israel (according to STKI survey, March 2007). Founded in Israel, QualiTest now has more than 650 testing and QA experts in more than 10 branches around the world. QualiTest has a strong presence in the USA, Europe, Israel and Turkey. QualiTest specializes in Testing of Telephony systems, Networking systems, Billing, CRM, ERP, DataWarehouse, Retail, HealthCare, Banking and Finance, Military systems and more. QualiTest provides full solution including advanced, state of the art, testing tools, comprehensive methodology, Outsourcing/Managed Services solutions among Testing experts staffing. Among QualiTest customers are: Microsoft, Intel, SAP, Motorola, JPMorgan, Verizon, BellSouth, Orange, Hutchinson, TurkCell, Siemens, UBS Bank, experian, Pepsi, Ford, HP-Mercury and many more.
Pat Arcand for RadView Software, Inc.
+1-617-576-7777
>>Revolution Partners is the fourth investment entity to collaborate with Magnolia Capital. It has been involved in 55 deals to date in all areas of technology, including software, Internet, and services to telecommunications, semiconductors, wireless communications digital media and storage. Among the deals it led in 2006 were the acquisition of Israeli software company Demantra by Oracle Corp. (Nasdaq: ORCL), and the strategic investment by Fortissimo Capital in RadView Software Ltd. (OTCBB:RDVWF). >>
Revolution Partners to launch Israel activity
The US investment bank has signed an agreement with Magnolia Capital Partners.
Batya Feldman 11 Jun 07 12:07
US investment bank Revolution Partners, which specializes in mergers & acquisitions and private capital fundraising for IT start-ups, has signed a cooperation agreement with Israeli financial services group Magnolia Capital Partners, which will represent it in Israel.
Revolution Partners co-founder and managing director Peter Falvey visited Israel last week. He founded the bank six years ago and before that he managed East Coast software and business-to-business e-commerce investment banking for Robertson Stephens.
Revolution Partners is the fourth investment entity to collaborate with Magnolia Capital. It has been involved in 55 deals to date in all areas of technology, including software, Internet, and services to telecommunications, semiconductors, wireless communications digital media and storage. Among the deals it led in 2006 were the acquisition of Israeli software company Demantra by Oracle Corp. (Nasdaq: ORCL), and the strategic investment by Fortissimo Capital in RadView Software Ltd. (OTCBB:RDVWF). It also advised on the acquisition of Top Tier, which was sold to SAP AG (NYSE: LSE; XETRA: SAP) in 2001 for $400 million, and it raised $30 million in a private placement for Vista Print (the largest private placement in the last five years). "We see ourselves focusing chiefly on private capital raising for technology companies. We manage medium-size deals ranging from $30 million to $300 million," Falvey told "Globes."
Globes: Is there a potential business for brokers leading financing rounds for Israeli companies?
Falvey: "There are companies that need access to capital which they look for in the US. These sums are larger than the standard deal in Israel. The companies I will be aiming for are ones with $10 million in revenue, and we can help companies like these. We have access to venture capital investors and others. We often see Israeli companies at these stages opting for a listing on London’s Alternative Investment Market (AIM), and I feel that they would do better by raising a further $20-50 million privately instead.
"On the other hand, there are a good many private equity investors that are looking for investments outside the US, and Israel is definitely an interesting target. Deal prices in the US are higher and companies can find some interesting companies here."
Which fields do you usually operate in?
"Technology in general. We've done deals in software, IT, telecommunications and storage. We're a bank that specializes in working exclusively with technology companies."
Published by Globes [online], Israel business news - www.globes.co.il - on June 11, 2007
http://www.globes.co.il/serveen/globes/docview.asp?did=1000220201&fid=942
Audio interview
Ilan Kinreich
Chief Strategist
http://wallst.net/audio/audio.asp?id=330...
RadView Launches World's First Commercial-Grade Open Source Internet Performance Testing Product into $1 Billion Market
Wednesday April 11, 12:01 am ET
WebLOAD, created by the co-founder of Mercury Interactive and backed by 1,600 commercial deployments and 250 engineering years, adopts GPL
SAN RAMON, Calif., April 11 /PRNewswire-FirstCall/ -- RadView Software Ltd. (OTC Bulletin Board: RDVWF - News), today launched WebLOAD Open Source, the world's first commercial-grade open source Internet performance testing solution. RadView will now focus on products that are based on open source to offer customers a solid alternative to high-cost proprietary performance testing solutions that are often too difficult to implement and lack the flexibility to properly meet customer needs.
WebLOAD Open Source, licensed under the GNU Public License (GPL) version 2, is based on WebLOAD, the company's flagship product that is already deployed at 1,600 sites. Immediately available for free download and use, WebLOAD is a commercial-grade open source project with more than 250 engineering years of product development.
"Current proprietary solutions are too costly and too inflexible, prohibiting developers from tackling performance issues correctly," said Ilan Kinreich chief strategist of RadView and a co-founder of Mercury Interactive. "RadView's open source approach will foster innovation, expand the use of performance testing, provide the foundation for an open source testing ecosystem, and help to define testing standards. Ultimately, open source testing tools will be the key catalyst to improve the quality of Internet applications."
"RadView is embracing an open source approach for building, marketing and selling software," said Yochai Hacohen, RadView CEO. "The power of the open source ecosystem, will make WebLOAD a better product, reduce time to market and increase WebLOAD's reach, enabling WebLOAD to become the de facto standard for performance testing of Internet applications."
RadView supports and distributes WebLOAD under a commercial open source business model. WebLOAD Open Source is a fully functional, commercial-grade performance testing product that is and will always be freely available. Companies that require commercial support, additional productivity features and compatibility with third-party protocols have the option of purchasing WebLOAD Professional directly from RadView.
About RadView
RadView Software Ltd. (OTC Bulletin Board: RDVWF - News), is a commercial open source company that develops, supports, and sells WebLOAD, the world's leading commercial-grade open source performance testing solution. Deployed at over 1,600 customers and built with 250 engineering years, WebLOAD improves the Internet experience for everyone by helping developers build high quality Internet applications. More information on WebLOAD Open Source is available at http://www.webload.org. Commercial customers seeking support, additional productivity features and compatibility with third-party protocols should visit http://www.radview.com or call 1-888-RADVIEW.
http://biz.yahoo.com/prnews/070411/aqw029.html?.v=9
Radview raises $2 million in private placement with Israeli institutionals
31.3.07 | 16:18 By Omri Cohen
Israel's institutional investors are evidently not afraid of small technology companies with a big name for losses and flops. Radview (Nasdaq:RDVWF.OB), a small software house, raised about $2 million on Thursday in a private placement of shares and warrants, led by Meitav Underwriting.
During 2006 Israeli institutionals invested about $12.7 million in VoIP systems provider VocalTec (Nasdaq: VOCL) in two financing rounds, in which the company sold shares and warrants.
As for Radview, the institutionals received 32.9 million shares at the market price of 6 cents per share, and 5-year warrants convertible into 23 million more shares at the same price.
Radview said it will be using the money to finance its activities.
The company specializes in software solutions to test the performance of enterprise software in Internet environments.
A year ago a group of investors headed by the investments fund Fortissimo took over the company, which was teetering on the brink of collapse. The takeover ended the reign of Ilan Kinreich, founder and chief executive, and of the Zisapel brothers Zohar and Yehuda, at Radview.
Since taking control, Fortissimo has injected $3.2 million in exchange for shares and warrants at about 3-4 cents per share. It could ultimately invest up to $6.75 million.
Fortissimo manager Yuval Cohen commented in a statement, "We believe that the performance testing market is ready for a fresh perspective and with RadView's proven technology and solid customer base, we hope to bring exciting new offerings and solutions to the market in innovative ways."
Perhaps. Meanwhile business has not been taking off. For the year 2006 Radview reported a 24% slide in revenues to $4.3 million. It did however cut costs by 25% to $5.7 million in 2006, compared with $7.5 million the year before. Its 2006 loss therefore narrowed 27% compared with 2005 to $1.8 million. At the end of December 2006, it had only $240,000 cash left and a $2 million hole in its shareholders equity.
http://www.haaretz.com/hasen/spages/844242.html
RadView Software Enters Into an Agreement for $2,000,000 Private Placement
Thursday March 29, 3:36 pm ET
SAN RAMON, Calif., March 29 /PRNewswire-FirstCall/ -- RadView Software Ltd. (OTC Bulletin Board: RDVWF - News), a premier provider of solutions for verifying the performance, scalability and reliability of business critical Internet applications, announced today that it had entered into a definitive agreement for the sale of 32,907,014 of its ordinary shares in a private offering to institutional and accredited investors in Israel led by Meitav Underwriting Ltd for gross proceeds of approximately $2,000,000. The investors will receive units each consisting of 10 ordinary shares and 7 warrants, at a purchase price of $0.60 per unit. The warrants to purchase up to 23,034,910 ordinary shares are exercisable each into one ordinary share at $0.06 per share. The warrants are exercisable for five years from the closing date of the private placement. The securities offered in the private placement have not been registered under the Securities Act of 1933, as amended (the "Act"), and may not be offered or sold in the United States absent registration, or an applicable exemption from registration, under the Act. RadView agreed to use its best efforts to register all the private placement related shares (both those purchased and those issuable upon exercise of the warrants) for resale under the Act. The Company intends to use the net proceeds of the financing for working capital.
"The completion of this financing will help to restore confidence in RadView's financial position and marks a significant turning point for the Company," said Jaron Lotan, Chairman of the Board of RadView. "With the support of an active investor group, we look to explore new and exciting directions for the Company."
Yuval Cohen, Managing Partner of Fortissimo Capital Fund, commented, " We believe that the performance testing market is ready for a fresh perspective and with RadView's proven technology and solid customer base, we hope to bring exciting new offerings and solutions to the market in innovative ways."
http://biz.yahoo.com/prnews/070329/sfth059.html?.v=94
RadView Software to Follow Foreign Private Issuer Rules for U.S. Filings
Tuesday September 19, 9:40 am ET
ROSH HAAYIN, Israel--(BUSINESS WIRE)--Sept. 19, 2006--RadView Software Ltd. (OTCBB: RDVWF - News), a premier provider of solutions for verifying the performance, scalability and integrity of business critical Web applications, announced today that, effective immediately, it will file reports and make other filings under the Securities Exchange Act of 1934, as amended, and the Securities Act of 1933, as amended, in accordance with the requirements of the Securities and Exchange Commission (SEC) applicable to foreign private issuers. Prior to today, the Company made filings with the SEC in accordance with the requirements applicable to U.S. domestic reporting companies.
As a result of this change, RadView will no longer file with the SEC annual reports on Form 10-K, quarterly reports on Form 10-Q, or current reports on Form 8-K. Instead, the Company will file its future annual reports, beginning with the report for the fiscal year ending December 31, 2006, on Form 20-F, and current reports on Form 6-K, which forms are applicable to foreign private issuers. The Company intends to continue to report its financial results in accordance with US GAAP and to continue to issue its earnings releases on a similar schedule to its previous earnings releases. By electing to report as a foreign private issuer, the Company expects to simplify its reporting requirements resulting in reduced administration costs, while maintaining the availability of information to shareholders and investors.
http://biz.yahoo.com/bw/060919/20060919005652.html?.v=1
RadView Software Completes Financing Transaction with Prior Loans Secures $1.5 Million at Initial Closing
Tuesday August 22, 9:39 am ET
BURLINGTON, Mass.--(BUSINESS WIRE)--Aug. 22, 2006--RadView Software Ltd. (OTCBB: RDVWF - News), a premier provider of solutions for verifying the performance, scalability and integrity of business critical Web applications, today announced that on August 18, 2006 it had completed the initial closing of a $1.5 million investment transaction with a group of investors led by Fortissimo Capital Fund GP LP. The investors will also have the right, at their election, to make additional investments of up to $2.25 million through February 18, 2008.
The Company signed the definitive agreements for the financing transaction on April 4, 2006 and received shareholder approval of the financing on August 9, 2006.
"The completion of the financing will help to restore confidence in the Company's financial position and marks a significant turning point for the Company," said Jaron Lotan, Chairman of the Board of RadView. "With the support of an active investor group, we look to explore new and exciting directions for the Company."
Yuval Cohen, Managing Partner of Fortissimo Capital Fund, commented, "We are excited to add RadView to our portfolio of investments. We believe that the application testing market is ready for a fresh perspective and with RadView's proven technology and solid customer base, we hope to bring exciting new offerings and solutions to the market in innovative ways."
Terms of the Financing:
At the initial closing on August 18, 2006, investments totaling $1.5 million were completed. The investments consisted of (a) $750,000 for the purchase of 25,000,000 convertible preferred shares issued by the Company to the investors at a price of $0.03 per share, and (b) $750,000 as the principal of a convertible loan, $625,000 of which was previously provided to the Company by certain of the investors under the terms of a bridge loan in an advance of the convertible loan received prior to the initial closing. The investors also received warrants to purchase 18,750,000 of the Company's convertible preferred shares at an exercise price of $0.04 per share, exercisable until August 18, 2011.
Until February 18, 2008, the investors will also have the right, at their election, to purchase up to an additional $2.25 million of the Company's convertible preferred shares at a price of $0.03 per share. To the extent they elect to purchase these additional shares, the investors would also receive additional warrants to purchase up to 56,250,000 convertible preferred shares at an exercise price of $0.04 per share exercisable for a period of five years from date of issuance.
The convertible preferred shares are convertible, at the discretion of the holder, into the Company's ordinary shares and vote together with the ordinary shares as a single class on an as-converted basis. Additionally, holders of the convertible preferred shares are entitled to nominate a majority of the Company's board of directors and have priority voting rights over significant corporate actions.
The convertible loan may be converted, at the election of the holder, into convertible preferred shares of the Company at a conversion price of $0.03 per share. The convertible loan bears interest at a rate of 8% per annum, and if not converted into convertible preferred shares, will be due and payable on September 17, 2009. The convertible loan is secured by a floating charge on all of the Company's assets and a fixed charge on the Company's intellectual property and accounts receivable.
In addition, the Company also entered into a management services agreement with Fortissimo whereby Fortissimo will provide management advisory services to the Company for an annual fee ranging from $50,000 to $120,000 per year, depending on the profitability of the Company.
About Fortissimo Capital Funds
Fortissimo Capital is a private equity fund investing in public and private technology companies that require capital to expand their business. Fortissimo is a long-term investor and seeks to partner with management to facilitate growth and maximize value. Fortissimo is backed by 15 financial institutions including insurance companies, banks and pension funds. More information about Fortissimo Capital is available at www.ffcapital.com.
http://biz.yahoo.com/bw/060822/20060822005557.html?.v=1
Form 8-K for RADVIEW SOFTWARE LTD
13-Jun-2006
Change in Directors or Principal Officers
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
The Board of Directors of the Company and Ilan Kinreich, the Company's founder, director and President and Chief Executive Officer, have determined that it would be in the Company's best interests to have Mr. Kinreich focus primarily on strategic planning for the Company and to retain another person to serve as the Company's President and Chief Executive Officer.
Effective June 11, 2006, the Company appointed Yochai Hacohen as the Company's interim President and Chief Executive Officer to serve until such time as a permanent replacement is named. Mr. Hacohen is a partner in Fortissimo Capital Funds GP, L.P. ("Fortissimo") and a member of the Company's board of directors. Mr. Hacohen will not receive any compensation or benefits from the Company in consideration of his service as interim Chief Executive Officer.
Mr. Hacohen, age 40, has served as a Director of the Company since February 2006. Mr. Hacohen joined Fortissimo in May 2004 and became a partner in January 2005. From October 2003 through May 2004, Mr. Hacohen served as the General Manager of a U.S. division of Magal Security Systems Ltd., a provider of hardware and software solutions for the surveillance market. From October 1998 through September 2002, Mr. Hacohen served as the Director of EMEA Sales and Marketing for the video recording division of Nice Systems Ltd., a provider of digital video and audio recording solutions. Mr. Hacohen holds a B.Sc. degree in biotechnology and M.B.A. degree in marketing from Tel Aviv University.
Mr. Kinreich is expected to continue his employment with the Company focusing on the Company's future strategy and also will continue as a director for the Company.
As reported in the Company's Form 8-K filed on April 6, 2006, Fortissimo and the Company have entered into definitive agreements for an investment by Fortissimo in convertible preferred shares and convertible debt of the Company. Fortissimo has provided the Company with interim financing pursuant to a bridge loan agreement that provides for up to $500,000 of bridge loans, of which the Company has borrowed $400,000 to date.
http://biz.yahoo.com/e/060613/rdvwf.ob8-k.html
Dubi
Income Statement Get Income Statement for:
View: Annual Data | Quarterly Data All numbers in thousands
PERIOD ENDING 31-Mar-06 31-Dec-05 30-Sep-05 30-Jun-05
Total Revenue 1,690 1,251 1,247 1,640
Cost of Revenue 127 64 158 87
Gross Profit 1,563 1,187 1,089 1,553
Operating Expenses
Research Development 346 395 465 659
Selling General and Administrative 1,032 1,197 1,192 1,465
Non Recurring - - - -
Others - - - -
Total Operating Expenses - - - -
Operating Income or Loss 185 (405) (568) (571)
Income from Continuing Operations
Total Other Income/Expenses Net 3 9 - 5
Earnings Before Interest And Taxes 188 (396) (568) (566)
Interest Expense 17 122 67 3
Income Before Tax 171 (518) (635) (569)
Income Tax Expense - - - -
Minority Interest - - - -
Net Income From Continuing Ops 171 (518) (635) (569)
Non-recurring Events
Discontinued Operations - - - -
Extraordinary Items - - - -
Effect Of Accounting Changes - - - -
Other Items - - - -
Net Income 171 (518) (635) (569)
Preferred Stock And Other Adjustments - - - -
Net Income Applicable To Common Shares $171 ($518) ($635) ($569)
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Overview
We develop, market and support software that enables companies to assure the scalability, performance, efficiency and reliability of web applications.
We derive the majority of our software license revenues from perpetual licenses of our load testing products and, to a lesser extent, our functional testing and root-cause analysis products. We derive the majority of our services revenues from support and maintenance arrangements and, to a lesser extent, from training and consulting services. Substantially all of our revenues are denominated in U.S. dollars.
A portion of our revenues was derived from royalty fees, license fees and engineering service fees from technology license transactions. Revenues recognized under such arrangements totaled $362,000 in the three months ending March 31, 2005 and $501,000 for the same period in 2006. We expect that the impact of future technology license transactions, if any, will not represent a material portion of our total revenues. In March 2006, we implemented a series of measures to reduce operating expenses, including staff reductions, renegotiation of certain vendor contracts, and reduced spending on professional fees. As a result of increased revenues and lower operating expenses, we reported net income of $171,000 for the quarter ended March 31, 2006. However, we expect that we will not be able to sustain profitable operations in the immediate future due to an expected decline in revenues resulting from the substantial completion of recognition of revenues during the first quarter of 2006 arising from previously signed technology transactions.
On April 4, 2006, we signed definitive agreements for a financing led by Fortissimo Capital Funds, or Fortissimo, along with several co-investors including one of our directors and two existing shareholders, to provide for a minimum initial investment of $1.5 million and up to $2.25 million of additional investments, at the election of the investors, over 18 months. The completion of the proposed financing is subject to approval by a majority of our shareholders. Prior to signing the definitive agreements for the financing, in January 2006, we executed a bridge loan agreement with Fortissimo to provide us with interim funding for up to $500,000, subject to approval by Fortissimo and compliance by us with an approved budget, of which we have borrowed $330,000 as of April 30, 2006. Borrowings under the bridge loan will become part of the minimum initial investment at closing.
Our cash balance was $130,000 as of March 31, 2006 compared to $166,000 as of December 31, 2005.
We believe that our existing cash and cash equivalents, along with the proceeds available under the bridge loan and the expected proceeds from the initial investment from the financing, assuming the approval by a majority our shareholders and completion of the financing, will be sufficient to meet our anticipated needs for working capital and capital expenditures for at least the next 12 months.
Application of Critical Accounting Policies and Estimates
General
We prepare our consolidated financial statements in conformity with U.S. generally accepted accounting principles. As such, we are required to make certain estimates, judgments and assumptions that we believe are reasonable based upon the information available. These estimates and assumptions affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the periods presented. To fully understand and evaluate our reported financial results, we believe it is important to understand the significant estimates and judgments applied as they relate to our policies for revenue recognition, software development costs, restructuring costs and accounting for stock options. More detailed descriptions of these policies are provided in Note 2 to the consolidated financial statements.
Revenue Recognition
Our revenue recognition approach requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services rendered; (3) the fee is fixed and determinable; and (4) collectibility is reasonably assured. Determination of criteria (3) and (4) is based on management's judgments regarding the fixed nature of the fee charged for services rendered and products delivered, and the collectibility of those fees. Should changes in conditions cause management to determine these criteria are not met for certain future transactions, revenue recognized for any reporting period could be adversely affected.
Software Development Costs
Software development costs incurred from the point of reaching technological feasibility until the time of general product release should be capitalized. We define technological feasibility as the completion of a working model. The determination of technological feasibility requires the exercise of judgment by our management. Because we sell our products in a market that is subject to rapid technological change, new product development and changing customer needs, we have concluded that technological feasibility is not established until the development stage of the product is nearly complete. For us, the period in which we can capitalize software development costs is very short, so the amounts that could be capitalized are not material to our financial statements. Therefore, we have charged all such costs to research and development expense in the period incurred.
Accounting for Stock Options
Effective January 1, 2005, we have accounted for stock options issued to employees in accordance with SFAS No. 123R (Revised 2004) ("SFAS 123(R)"), Share-Based Payment. Under this approach all share based payments to employees, including grants of employee stock options, are required to be recognized in the financial statements based on their fair values, instead of providing the information in a pro forma disclosure in the notes to the financial statements. We have elected to use the modified prospective method of adoption as permitted under SFAS 123 (R), which requires that compensation expense be recorded for all unvested stock options and restricted stock at the beginning of the first quarter of adoption of SFAS 123(R). We have determined the fair value of share based-payments issued after January 1, 2005 using the Black-Scholes option valuation model.
For reporting periods before January 1, 2005, we accounted for stock options using the intrinsic method in accordance with Accounting Principles Board, or APB, Opinion No. 25, Accounting for Stock Issued to Employees. Under this approach we did not record any expense at the time the options were granted unless the exercise price of a granted option is below the fair market price of our ordinary shares on the date of grant. For reporting periods before January 1, 2005, we have provided disclosures of impact to our reported net loss and net loss per share if we had applied the fair value method.
The determination of fair value of stock options, whether for actual expense reporting under SFAS 123(R) or for pro forma disclosures, requires the application of estimates, such as estimated expected life of the options and
estimated market volatility for our ordinary shares. These estimates are based on management's review of historical option lives and computations of market volatility for our ordinary shares.
Results of Operations
The following table sets forth, as a percentage of total revenues, consolidated
statement of operations data for the periods indicated:
Three Months Ended
March 31,
2006 2005
Revenues:
Software licenses 47.8 % 62.4 %
Services 52.2 % 37.6 %
Total revenues 100.0 % 100.0 %
Cost of revenues:
Software licenses 3.0 % 2.4 %
Services 4.6 % 3.8 %
Total cost of revenues 7.6 % 6.2 %
Gross profit 92.4 % 93.8 %
Operating expenses:
Sales and marketing 39.5 % 63.8 %
Research and development 20.5 % 47.1 %
General and administrative 21.5 % 31.6 %
Total operating expenses 81.5 % 142.5 %
Income (loss) from operations 10.9 % (48.7 )%
Other income:
Interest expense, net (1.0 )% (0.1 )%
Other income (expense), net 0.2 % (0.5 )%
Net income (loss) 10.1 % (49.3 )%
Three Months Ended March 31, 2006 and 2005
Revenues
Total Revenues. Total revenues were $1.7 million for the three months ended March 31, 2006 and $1.5 million for the same period in 2005. This increase was due to an increase in services revenues partially offset by a decrease in software license revenues.
Software Licenses. Software license revenues consist primarily of revenues from the sale of licenses to our end-user customers and revenues from the sale of technology licenses. Software license revenues were $807,000 for the three months ended March 31, 2006 and $940,000 for the same period in 2005, which represents a decrease of $133,000, or 14.1%. The decrease in software license revenues resulted from a $162,000 decrease in license revenues from technology license transactions, partially offset by a $29,000 increase in license revenues from end-users. The decrease attributable to technology licenses resulted from the recognition of $362,000 of revenues from Ixia in the first quarter of 2005 compared to $200,000 from OPNET in the first quarter of 2006. As a result of the completion of the OPNET technology transaction during the first quarter of 2006, we expect that software licenses revenues will be lower in the second quarter of 2006 than in the first quarter of 2006.
Services. Services revenues consist primarily of revenue from annual support and maintenance contracts and, to a lesser extent, training and consulting services. Services revenues were $883,000 for the three months ended March 31, 2006 compared to $567,000 for the same period in 2005, which represents an increase of $316,000, or 55.7%. The increase resulted primarily from $301,000 of services revenues attributable to services provided to OPNET in the first quarter of 2006. No similar revenues were recognized in the same period in 2005. There was also $15,000 of incremental revenues from maintenance services and other training services in the first quarter of 2006. As a result of the completion of the OPNET technology transaction during the first quarter of 2006, we expect that services revenues will be lower in the second quarter of 2006 than in the first quarter of 2006.
Cost of Revenues
Cost of Software Licenses. Cost of software licenses consists principally of direct product costs, such as product media and packaging, as well as royalties due to third parties. Cost of software licenses was $50,000, or 6.2% of software license revenues, for the three months ended March 31, 2006 compared to $36,000, or 3.8% of software license revenues, for the same period in 2005. The cost of revenues increased due to higher third-party royalties in respect of increased revenues from our WebLOAD Analyzer product, which bear such third-party royalties.
Cost of Services. Cost of services consists of personnel-related costs associated with customer support and training in additions to costs associated with providing engineering services to OPNET. Cost of services was $77,000, or 8.7% of service revenues, for the three months ended March 31, 2006 compared to $57,000, or 10.1% of services revenues, for the same period in 2005. The increase in absolute dollars was due to $38,000 of incremental labor and travel costs incurred in relation to the engineering services to OPNET, partially offset by an $18,000 decrease in customer support labor costs due to cost reductions made in July 2005. As a result of the completion of the OPNET engineering services in the first quarter of 2006, we expect that cost of services will decline in the second quarter of 2006.
Operating Expenses
Sales and Marketing. Sales and marketing expenses consist principally of salaries and commissions earned by sales personnel, travel and marketing program costs such as lead generation, trade shows, advertising and product promotion. Sales and marketing expenses were $668,000, or 39.5% of total revenues, for the three months ended March 31, 2006, compared to $961,000, or 63.8% of total revenues, for the same period in 2005. The decrease resulted primarily as a result of cost reductions in July 2005 achieved through reductions in personnel and salary-related costs and reduced marketing program spending. We expect sales and marketing expenses for the remainder of 2006 to remain at relatively the same level as the first quarter of 2006.
Research and Development. Research and development expenses consist principally of salaries and related expenses required to develop and enhance our products. Research and development expenses were $346,000, or 20.5% of total revenues, for the three months ended March 31, 2006, compared to $710,000, or 47.1% of total revenues, for the same period in 2005. These decreases resulted primarily as a result of cost reductions in July 2005 and March 2006 achieved through reductions in personnel and salary-related costs. We expect research and development expenses for the remainder of 2006 to remain at relatively the same level as the first quarter of 2006.
General and Administrative. General and administrative expenses consist principally of finance, executive and administrative salaries and related expenses, professional fees and other costs associated with being a public company. General and administrative expenses were $364,000, or 21.5% of total revenues, for the three months ended March 31, 2006, compared to $476,000, or 31.6% of total revenues, for the same period in 2005. The decrease resulted from a decrease in professional fees and reduced salary related costs due to staffing reductions in the latter half of 2005. As a result of cost reduction measures taken in March 2006, including the future impact of renegotiation of certain vendor contracts, some of which may have delayed effect, we expect that our general and administrative expenses in the second quarter of 2006 will remain consistent with the first quarter of 2006, but are expected to decline in the second half of 2006.
Interest Expense, Net. Interest expense, net consists principally of interest expenses and amortization of warrant discount and deferred financing costs arising from outstanding borrowings under the revolving line of credit facility and under the bridge loan, offset by interest earned on cash investments. Interest expense, net was $17,000 for the three months ended March 31, 2006, compared to $2,000 for the same period in 2005. The change in interest expense, net, resulted from increased interest expenses arising from borrowings under our revolving line of credit facility and amortization of warrant discount and deferred financing costs. We expect that interest expense in will increase upon completion of the proposed financing transaction in respect to the portion attributable to bridge loan and convertible debt.
Other Income (Expense), Net. Other expense, net consists principally of currency translation gains and losses. Other income, net was $3,000 for the three months ended March 31, 2006, compared to Other expense, net of $8,000 for the same period in 2005. The change in other expense, net was due to exchange rate fluctuations.
Income Taxes. We have estimated net operating loss carryforwards for Israeli tax purposes totaling approximately $16.4 million through March 31, 2006, that would reduce future Israeli income taxes, if any. These net operating losses may be carried forward indefinitely and offset against future taxable business income. We expect that during the period these losses are utilized, our income would be substantially tax exempt. Accordingly, there will be no tax benefit available from these losses and no deferred income taxes have been included in our consolidated financial statements.
Our U.S. subsidiary has estimated net operating loss carryforwards for U.S. federal and state tax purposes totaling approximately $35.2 million through March 31, 2006. These losses are available to offset any future U.S. taxable income of the U.S. subsidiary and will expire between 2012 and 2026. The Company has recorded a full valuation allowance against its deferred tax asset due to the uncertainty surrounding the ability and the timing of the realization of these tax benefits.
Liquidity and Capital Resources
Cash and cash equivalents totaled $130,000 as of March 31, 2006 and $166,000 as of December 31, 2005.
Cash used in operating activities was $206,000 for the three months ended March 31, 2006 and $1.2 million for the same period in 2005. Cash used in operating activities for the three months ended March 31, 2006 was due primarily to decreases of $277,000 in deferred revenues, $186,000 in accounts payable, and $92,000 in accrued severance, and an increase of $34,000 in accounts receivable, partially offset by net income of $171,000, a decrease of $74,000 in prepaid expenses and an increase of $94,000 in accrued expenses. Deferred revenues decreased as a result of the completion in March 2006 of recognition of previously deferred revenues from a technology license transaction, partially offset by increased deferred maintenance service contracts from new customers and renewal orders. Accounts payable decreased as a result of settlement of delayed vendor payments. Accrued severance decreased as a result of payments in accordance with Israel employment practices to terminated Israeli employees in 2006. Accounts receivable increased as a result of longer collection cycles on several international accounts. Prepaid expenses decreased primarily as a result of decrease in insurance, taxes and VAT prepayments. Accrued expenses increased primarily as a result of an increase in accrued salary.
Cash provided by investing activities was $55,000 for the three months ended March 31, 2006 and $103,000 for the same period in 2005. Cash provided by investing activities in 2006 resulted from a decrease of $55,000 in other assets as a result of the release of severance fund deposits to certain terminated employees in accordance with Israel employment practices.
Cash provided by financing activities was $115,000 for the three months ended March 31, 2006. There was no cash provided by financing activities for the same period in 2005. The cash provided by financing activities in 2006 consisted of $185,000 of borrowings under a bridge loan, net, partially offset by the final repayment of $70,000 under our prior revolving line of credit facility.
Comerica Line of Credit
In May 2005, we obtained a one-year revolving line of credit facility with Comerica Bank for borrowings of up to $2.0 million. Advances under the facility were limited to the lesser of $2.0 million or the sum of 75% of eligible accounts receivables plus $1.0 million. In December 2005, our borrowings under the credit facility exceeded the collateral base and, as a result, we triggered an event of default. We agreed upon a repayment plan with Comerica Bank to repay the outstanding borrowings under the facility in installments through January 2006. In January 2006, all outstanding borrowings under the credit facility were fully repaid and the revolving line of credit facility was terminated.
Fortissimo Financing
On April 4, 2006, we signed definitive agreements for a financing with Fortissimo Capital Fund GP LP on behalf of several limited partnerships in which it serves as general partner and other potential co-investors including one of our directors and two existing shareholders, or the Investors. The initial investment of the financing would be for a minimum of $1.5 million consisting of $750,000 to purchase 25,000,000 of convertible preferred shares, or Preferred Shares, at a price of $0.03 per share and $750,000 as a convertible loan. The closing of the initial investment is required to occur within 14 days of approval by a majority of our shareholders. The financing also provides for an additional investment, at the option of the Investors, to purchase up to an additional $2.25 million of Preferred Shares at a price of $0.03 per share for a period of 18 months after the closing of the initial investment. Each Preferred Share would be convertible into one of our ordinary shares, subject to adjustment for anti-dilution events. Each Preferred Share would receive the same voting rights as ordinary shares, except Preferred Shares would be entitled to elect the majority of our board of directors and have approval rights over specified actions. Each Preferred Share would be entitled to a preference in liquidation over our ordinary shares. The Investors would also receive warrants to purchase 18,750,000 Preferred Shares with respect to the initial investment and up to 56,250,000 Preferred Shares with respect to the additional investment, each at an exercise price of $0.04 per share for a period of five years from date of issuance.
The financing also provides for the issuance of a convertible loan payable at the closing of the initial investment in the principal amount of $250,000 plus the balance of any borrowings still available under the Bridge Loan at the time of closing. The principal balance of bridge loans previously borrowed also will become part of the convertible loan at the closing of the Investment. The convertible loan will bear interest at 8.0% per annum. The convertible loan plus, at the election of the Investors, any accrued interest thereon, would be convertible into Preferred Shares at a conversion price of $0.03 per share. The convertible loan would mature three years from the closing date and, if not converted by such date, would become due and payable 30 days thereafter.
Prior to the signing of definitive agreements, on January 26, 2006, we entered into a bridge loan agreement, or the Bridge Loan, with the Investors. Under the Bridge Loan, the Investors agreed to provide us with up to $500,000 of loans, subject to the terms of the loan. As of April 30, 2006, we have borrowed $330,000 and the remaining $170,000 remains available for future borrowing on an as-needed basis until the closing, subject to approval of the Investors and compliance by us with an approved budget. The Bridge Loan bears interest at 8.0% per annum and is secured by a fixed charge on our accounts receivables and intellectual property and a floating charge on all of our assets. The Bridge Loan would be subject to the terms and conditions of the convertible loan portion of the financing when the financing closes. If the financing is not closed due to failure to secure shareholder approval or termination by either party, the Bridge Loan will become due and payable within 60 days of notice by either party of an intention to terminate negotiations with respect to the financing.
The financing remains subject to, among other things, filing of amended articles of association establishing the rights and preferences of the Preferred Shares and approval by a majority of our shareholders. Several of our significant shareholders, representing 39.3% of our outstanding ordinary shares, have represented to us that they intend to vote in favor of the financing. If a majority of our shareholders does not approve the financing, the Investors will be entitled to receive a termination fee of $250,000.
The financing also provides for an us to enter into an management services agreement with Fortissimo, under which Fortissimo will provide management and board services in consideration a minimum fee of $50,000 per year
payable quarterly plus an additional amount of up to $70,000 payable at the end of each year that we are profitable, provided that such additional amount may not to exceed the available profits.
Working Capital Needs
We expect that operating expenses will constitute a material use of our cash resources. We believe that our existing cash and cash equivalents, along with amounts available under the existing bridge loan agreement and potential investment by the Investors, assuming the execution of definitive agreements related to the proposed investment and approval by a majority of our shareholders, will be sufficient to meet our anticipated needs for working capital for at least the next 12 months. In the event that we are unable to complete the proposed investment with the Investors, our ability to conduct our business will be materially adversely affected.
Contractual Obligations
We lease all of our office facilities under noncancellable operating leases that
expire over varying terms through 2009. As of March 31, 2006, our contractual
obligations were as follows:
Payments due by Period
Less than More than
Contractual Obligations Total 1 year 1-3 years 3-5 years 5 years
(In Thousands)
Operating leases $ 335 $ 130 $ 205 $ - $ -
Severance pay (1) 447 66 - - 381
Total $ 782 $ 196 $ 205 $ - $ 381
(1) Severance pay relates to accrued severance obligations to our Israeli employees as required under Israeli labor laws. These obligations are payable only upon the termination of the respective employee and may be reduced if the employee's termination is voluntary.
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RadView Software Reports First Quarter 2006 Results and Appoints Jaron Lotan as Chairman of the Board
Wednesday May 17, 4:35 pm ET
BURLINGTON, Mass.--(BUSINESS WIRE)--May 17, 2006--RadView Software Ltd. (OTCBB: RDVWF - News), a premier provider of solutions for verifying the performance, scalability and integrity of business critical Web applications, today reported financial results for the first quarter ended March 31, 2006.
Revenues for the first quarter of 2006 were $1,690,000, an increase of 12% compared to revenues of $1,507,000 for the same period in 2005. The Company reported net income of $171,000, or $0.01 per share on basic and fully-diluted basis, compared to a net loss of $743,000, or $0.04 per share, for the same period in 2005.
"We are pleased with the results of the first quarter of 2006," said Ilan Kinreich, President and CEO of RadView. "Revenues have shown sequential and year-over-year growth through incremental revenues from our technology license arrangements and strong sales performance, particularly from repeat business with existing customers. We marked a major milestone by achieving a quarterly profit in the first quarter of 2006 through a combination of increased revenues and lower quarterly operating expenses. While we may not sustain profitability due to expected fluctuations in revenue, we are encouraged by our ability to advance further on the path toward profitability."
The Company previously announced the signing of definitive agreements on April 4, 2006 for a financing with Fortissimo on behalf of itself and several co-investors, with a minimum initial investment of $1,500,000 and, at the election of the investors, an additional investment of up to $2,250,000. The Company is currently preparing proxy materials for shareholder meeting to approve the financing, and expects the shareholder meeting to occur within the next few months.
The Company also announced the appointment of Mr. Jaron Lotan as a director and Chairman of the Board, effective May 16, 2006. Mr. Lotan brings with him over 20 years of management experience with several successful enterprises, including most recently his role as President and CEO of Tecnomatix Technologies Ltd., which was acquired by UGS Corp. in April 2005.
"I am excited to join RadView at this important juncture," commented Jaron Lotan. "I look forward to working with the Board, the investors and the whole RadView team to realize the Company's potential for continued growth in revenues and profitability."
About RadView
RadView(TM) Software Ltd. (OTCBB: RDVWF - News) is a leading provider of solutions for verifying the performance, scalability and integrity of business-critical Web applications. Deployed at over 1,600 customers worldwide from major industries such as financial services, retail, manufacturing, education and technology, RadView's award-winning products enable customers to reduce costs while improving the quality of their Web applications throughout the development lifecycle. Corporate offices are located in Burlington, MA. For more information visit www.radview.com or call 1-888-RADVIEW.
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Income Statement
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Form 10-K for RADVIEW SOFTWARE LTD
14-Apr-2006
Annual Report
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933. In some cases, forward-looking statements are identified by words such as "believe," "anticipates," "expects," "intends," "plans," "will," "may," and similar expressions. In addition, any statements that refer to our plans, expectations, strategies or other characterizations of future events or circumstances are forward-looking statements. Our actual results could differ materially from those discussed in, or implied by, these forward-looking statements. Factors that could cause actual results or conditions to differ from those anticipated by these and other forward-looking statements include those more fully described in Item 1A. Risk Factors. Our business may have changes since the date hereof, and we undertake no obligation to update these forward-looking statements.
Overview
We develop, market and support software that enables companies to assure the scalability, performance, efficiency and reliability of web applications. In May 2004, we introduced the TestView suite of products, which provides a comprehensive test management solution for test automation and reporting for web applications. The TestView suite efficiently integrates test management and automation with the functionality of our existing stand-alone products to include functional testing, load testing, and root-cause analysis.
We derive the majority of our software license revenues from perpetual licenses of our load testing products and, to a lesser extent, our functional testing and root-cause analysis products. We derive the majority of our services revenues from support and maintenance arrangements and, to a lesser extent, from training and consulting services. Substantially all of our revenues are denominated in U.S. dollars.
A portion of our software license revenues, and to a lesser extent our services revenues, was derived from royalty fees, license fees and engineering service fees from technology license transactions. Revenues recognized under such arrangements totaled $213,000 in 2003, $730,000 in 2004 and $928,000 in 2005. While we expect to recognize a portion of our revenues from technology arrangements in 2006, we expect that the impact of future technology license transactions, if any, will not represent a material portion of our total revenues.
We measure our operating success using both financial and non-financial metrics. The financial metrics include revenue, gross profit, operating expenses, and loss from operations, as well as cash position and operating cash flow. Other key metrics include product orders by industry segment, average deal size, repeat customer orders, and the portion of revenue that is generated by indirect channels.
We have incurred net losses since our inception. Our net loss was $5.1 million in 2003, $3.8 million in 2004 and $2.5 million in 2005. Net losses have declined as a result of significant cost reductions achieved through restructuring actions undertaken in response to a decline in our revenues in previous years. In 2005, the decrease in our net loss was primarily attributable to an increase in revenues and, to a lesser extent, lower operating expenses. If we are to achieve future profitability, we must continue to increase our revenues while maintaining lower operating expenses.
Cash used in operating activities was $4.6 million in 2003, $2.7 million in 2004 and $2.1 million in 2005, attributable primarily to our net losses, partially offset by noncash charges such as depreciation expense and stock-based compensation along with changes in current assets and liabilities. We expect that operating expenses will constitute a material use of our cash resources.
On April 4, 2006, we signed definitive agreements for a financing lead by Fortissimo Capital Funds, or Fortissimo, along with several co-investors including one of our directors and two existing shareholders, to provide for a minimum initial investment of $1.5 million and up to $2.25 million of additional investments,
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at the election of the investors, over 18 months. The completion of the proposed financing is subject to approval by a majority of our shareholders. See Note 1(b) in the Notes to Consolidated Financial Statements for further information related to the proposed financing. Prior to signing the definitive agreements for the financing, in January 2006, we executed a bridge loan agreement with Fortissimo to provide us with interim funding for up to $500,000, subject to compliance by the Company with an approved budget, of which we have borrowed $280,000 as of April 5, 2006 and have $220,000 available for future borrowings. Borrowings under the bridge loan will become part of the minimum investment at closing.
Our cash balance was $166,000 as of December 31, 2005. We believe that our existing cash and cash equivalents, along with the proceeds available under the bridge loan and the expected proceeds from the initial investment from the financing, assuming the approval by a majority our shareholders and completion of the financing, will be sufficient to meet our anticipated needs for working capital and capital expenditures for at least the next 12 months.
Critical Accounting Policies and Estimates
General
We prepare our consolidated financial statements in conformity with U.S. generally accepted accounting principles. As such, we are required to make certain estimates, judgments and assumptions that we believe are reasonable based upon the information available. These estimates and assumptions affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the periods presented. To fully understand and evaluate our reported financial results, we believe it is important to understand the significant estimates and judgments applied as they relate to our policies for revenue recognition, software development costs, and accounting for stock options. More detailed descriptions of these policies are provided in Note 2 to the Consolidated Financial Statements.
Revenue Recognition
Our revenue recognition approach requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services rendered; (3) the fee is fixed and determinable; and (4) collectibility is reasonably assured. Determination of criteria (3) and (4) is based on management's judgments regarding the fixed nature of the fee charged for services rendered and products delivered, and the collectibility of those fees. Should changes in conditions cause management to determine these criteria are not met for certain future transactions, revenue recognized for any reporting period could be adversely affected.
Software Development Costs
Software development costs incurred from the point of reaching technological feasibility until the time of general product release are normally capitalized. We define technological feasibility as the completion of a working model. The determination of technological feasibility requires the exercise of judgment by our management. Because we sell our products in a market that is subject to rapid technological change, new product development and changing customer needs, we have concluded that technological feasibility is not established until the development stage of the product is nearly complete. For us, the period in which we can capitalize software development costs is very short, so the amounts that could be capitalized are not material to our financial statements. Therefore, we have charged all such costs to research and development expense in the period incurred.
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Accounting for Stock Options
Effective January 1, 2005, we have accounted for stock options issued to employees in accordance with SFAS No. 123R (Revised 2004), or SFAS 123(R), Share-Based Payment and SFAS No. 148, Accounting for Stock-Based Compensation-Transition and Disclosure. Under this approach all share-based payments to employees, including grants of employee stock options, are required to be recognized in the financial statements based on their fair values, instead of providing the information in a pro forma disclosure in the notes to the financial statements. We have elected to use the modified prospective method of adoption as permitted under SFAS 123(R), which requires that compensation expense be recorded for all unvested stock options and restricted stock at the beginning of the first quarter of adoption of SFAS 123(R). We have determined the fair value of share-based payments issued after January 1, 2005 using the Black-Scholes option valuation model. The Black-Scholes model includes assumptions regarding dividend yields, expected volatility, expected lives and risk-free interest rates. These assumptions reflect management's best estimates.
For reporting periods before January 1, 2005, we accounted for stock options using the intrinsic method in accordance with Accounting Principles Board, or APB, Opinion No. 25, Accounting for Stock Issued to Employees. Under this approach we did not record any expense at the time the options were granted unless the exercise price of a granted option was below the fair market price of our ordinary shares on the date of grant. For reporting periods before January 1, 2005, we have provided pro forma disclosures of impact to our reported net loss and net loss per share if we had applied the fair value method.
The determination of fair value of stock options, whether for actual expense reporting under SFAS 123(R) or for pro forma disclosures, requires the application of estimates, such as estimated expected life of the options and estimated market volatility for our ordinary shares. These estimates are based on management's review of historical option lives and computations of market volatility for our ordinary shares.
--------------------------------------------------------------------------------
Results of Operations
The following table sets forth the consolidated statement of operations data as a percentage of total revenues for the periods indicated:
For the Year Ended December 31,
2003 2004 2005
Revenues:
Software licenses 52.7 % 52.7 % 55.6 %
Services 47.3 % 47.3 % 44.4 %
Total revenues 100.0 % 100.0 % 100.0 %
Cost of revenues:
Software licenses 3.0 % 1.8 % 2.6 %
Services 8.8 % 7.0 % 4.5 %
Total cost of revenues 11.8 % 8.9 % 7.1 %
Gross profit 88.2 % 91.1 % 92.9 %
Operating expenses:
Sales and marketing 87.9 % 75.9 % 58.2 %
Research and development 61.0 % 56.4 % 39.5 %
General and administrative 38.9 % 39.3 % 35.5 %
Restructuring charges 5.1 % 0.0 % 0.0 %
Total operating expenses 192.9 % 171.6 % 133.2 %
Loss from operations (104.7 )% (80.5 )% (40.3 )%
Other income (expense), net:
Interest income (expense), net 0.7 % 0.4 % (3.2 )%
Other expense, net (1.1 )% (1.0 )% (0.2 )%
Net loss (105.1 )% (81.1 )% (43.7 )%
Years Ended December 31, 2004 and 2005
Revenues
Total Revenues. Total revenues were $4.7 million in 2004 and $5.6 million in 2005. Total revenues increased $982,000, or 21%, due to a $682,000 increase in product revenues and a $300,000 increase in services revenues.
Software Licenses. Software licenses revenues consist primarily of revenues from the license of our software products to end-users, resellers, and technology partners. Software license revenues were $2.5 million in 2004 and $3.1 million in 2005. Software license revenues increased $682,000, or 28%, due to a $416,000 increase in revenues attributable to the expansion of our product offerings following the introduction of TestView suite and new versions of WebLOAD Analyzer, and $266,000 of incremental software license fees from technology license transactions.
Services. Services revenues consist primarily of revenue from annual support and maintenance contracts and, to a lesser extent, training and consulting services. Services revenues were $2.2 million in 2004 and $2.5 million in 2005. Services revenues increased $300,000, or 14%, primarily due to $149,000 of incremental service revenues in 2005 attributable to engineering services provided under technology transactions with OPNET and IXIA, and an $82,000 increase maintenance services revenue derived from new customers and renewal orders.
--------------------------------------------------------------------------------
Cost of Revenues
Cost of Software Licenses. Cost of software licenses consists principally of direct product costs, such as product media and packaging, as well as royalties due to third parties. Cost of software licenses was $86,000 in 2004, or 3.5% of software license revenue, compared to $147,000 in 2005, or 4.7% of software license revenue. The increase in cost of software licenses resulted from third-party royalties attributable to increased revenues from royalty-bearing products in 2005.
Cost of Services. Cost of services consists principally of personnel related costs associated with customer support and training. Cost of services was $327,000 in 2004, or 14.8% of services revenues, compared to $255,000 in 2005, or 10.2% of services revenue. This decrease was due to lower personnel costs for support and maintenance services resulting from staff reallocations made in late 2004 and through reductions in personnel and salary-related costs in July 2005.
Operating Expenses
Sales and Marketing. Sales and marketing expenses consist principally of salaries and commissions for sales personnel, recruiting costs, trade show costs, travel and other marketing costs such as lead generation activities, advertising and product promotion. Sales and marketing expenses were $3.5 million in 2004, or 75.9% of total revenues, compared to $3.3 million in 2005, or 58.2% of total revenues. The decrease in sales and marketing costs relate primarily to personnel reductions and lower marketing program spending. We expect that our sales and marketing expenses will decrease in 2006 as a result of cost reduction measures taken in July 2005.
Research and Development. Research and development expenses consist principally of salaries and related expenses required to develop and enhance our products. Research and development expenses were $2.6 million in 2004, or 56.4% of total revenues, compared to $2.2 million in 2005, or 39.5% of total revenues. These decreases resulted primarily as a result of cost reductions in July 2005 achieved through reductions in personnel and salary-related costs. We expect that our research and development expenses will decrease in 2006 as a result of cost reduction measures taken in July 2005 and March 2006.
General and Administrative. General and administrative expenses consist principally of executive, finance and administrative salaries and related expenses, and costs of being a publicly held company. General and administrative expenses were $1.8 million in 2004, or 39.3% of total revenues, compared to $2.0 million in 2005, or 35.5% of total revenues. The increase in general and administrative costs in absolute dollars resulted primarily from increased professional fees incurred in 2005 arising from the exploration of strategic alternatives, including the potential sale of our business. We expect that our general and administrative expenses will decrease in 2006 as a result of cost reduction measures taken in March 2006.
Interest Income (Expense), Net. Interest income, net was $19,000 in 2004 resulting primarily from interest earned on invested cash balances. Interest expense, net was $177,000 in 2005 resulting primarily from interest expense arising from borrowings under a revolving line of credit facility entered into in 2005, including amortization of deferred debt issuance costs, partially offset by interest income from lower invested cash balances in 2005 as compared to 2004. We expect that our interest expense, net may increase in 2006 as a result of interest and amortization of warrants and debt issuance costs in connection with the proposed financing we expect to complete in 2006.
Other Expense, Net. Other income (expense), net consists principally of currency translation gains and losses. Other expense, net was $45,000 in 2004 and $11,000 in 2005. The decrease resulted from exchange rate fluctuations.
--------------------------------------------------------------------------------
Income Taxes. We have estimated net operating loss carry forwards for Israeli tax purposes totaling approximately $17.2 million through December 31, 2005 that would reduce future Israeli income taxes, if any. These net operating losses may be carried forward indefinitely and offset against future taxable business income. We expect that during the period these losses are utilized, our income would be substantially tax exempt.
Our U.S. subsidiary has net operating loss carry forwards for U.S. Federal and state tax purposes totaling approximately $34.6 million through December 31, 2005. These losses are available to offset any future U.S. taxable income of the U.S. subsidiary and will expire between 2012 and 2025.
We have recorded a full valuation allowance against all of our deferred tax assets since we believe it is not likely that those deferred taxes will be realized in the foreseeable future.
Years Ended December 31, 2003 and 2004
Revenues
Total Revenues. Total revenues were $4.8 million in 2003 and $4.7 million in 2004. Total revenues decreased $173,000, or 3.6%, due to a $234,000 decrease in total revenues from international customers, partially offset by a $61,000 increase in total revenues from customers in the U.S. The decreases in total revenues are attributable to lower unit volume sales of software licenses and, to a lesser extent, a decline in related services revenues.
Software Licenses. Software license revenues were $2.5 million in 2003 and $2.5 million in 2004. Software license revenues from U.S. customers increased $138,000 from $1.8 million in 2003 to $1.9 million in 2004, due primarily to the increase in software license revenue attributable to the technology license arrangement with Ixia. Software license revenues from international customers decreased $230,000 from $777,000 in 2003 to $546,000 in 2004, attributable to a decrease in orders from our Asia Pacific distributors and lower sales resulting from employee turnover in our Europe sales operation in 2004.
Services. Services revenues were $2.3 million in 2003 and $2.2 million in 2004. Services revenues from U.S. customers decreased $77,000 from $1.6 million in 2003 to $1.5 million in 2004, with services revenues from international customers remaining relatively the same. This decrease in U.S. services revenues was primarily a result of a decline in training and consulting revenues due to lower customer demand for consulting services.
Cost of Revenues
Cost of Software Licenses. Cost of software licenses was $147,000 in 2003, or 5.8% of software license revenue, compared to $86,000 in 2004, or 3.5% of software license revenue. The decrease in cost of software licenses resulted from lower spending on product packaging in addition to lower royalty costs as a result of a decline in orders for our products that result in third-party royalties.
Cost of Services. Cost of services was $426,000 in 2003, or 18.6% of services revenues, compared to $327,000 in 2004, or 14.8% of services revenue. This decrease was due to reduced personnel costs to provide support and maintenance services resulting from the headcount reductions taken in the first half of 2003.
--------------------------------------------------------------------------------
Operating Expenses
Sales and Marketing. Sales and marketing expenses were $4.3 million in 2003, or 87.9% of total revenues, compared to $3.5 million in 2004, or 75.9% of total revenues. These decreases were due primarily to headcount reductions of sales and marketing personnel during the first half of 2003.
Research and Development. Research and development expenses were $3.0 million in 2003, or 61.0% of total revenues, compared to $2.6 million in 2004, or 56.4% of total revenues. These decreases were due primarily to headcount reductions of research and development personnel during the first half of 2003.
General and Administrative. General and administrative expenses were $1.9 million in 2003, or 38.9% of total revenues, compared to $1.8 million in 2004, or 39.3% of total revenues.
Restructuring Expenses. Restructuring expenses were $245,000 in 2003. There were no restructuring expenses in 2004. The restructuring expenses in 2003 consisted of severance costs for terminated employees of $207,000, lease termination costs of $26,000, and vendor contract termination fees and other costs of $12,000. A total of 20 employees were terminated, or approximately 27% of the then current workforce, of whom 6 employees were from sales and marketing, 11 employees were from research and development, and three employees were from general and administrative.
Interest Income (Expense), Net. Interest income, net consists principally of interest earned on cash investments. Interest income, net was $32,000 in 2003 compared to $19,000 in 2004. The decrease resulted from lower invested cash balances and lower interest rates in 2004 as compared to 2003.
Other Expense, Net. Other expense, net consists principally of currency translation gains and losses. Other expense, net was $51,000 in 2003 and $45,000 in 2004. The decrease resulted from exchange rate fluctuations.
Liquidity and Capital Resources
Cash and cash equivalents totaled $2.2 million as of December 31, 2004 and $166,000 as of December 31, 2005. Restricted cash totaled $40,000 as of December 31, 2005.
Cash used in operating activities was $4.6 million in 2003, $2.7 million in 2004 and $2.1 million in 2005. Cash used in operating activities have resulted substantially from our reported net losses partially reduced by noncash items such as depreciation and stock-based compensation, and changes in current assets and liabilities.
Cash used in operating activities in 2003 was due primarily to a net loss of $5.1 million, a decrease of $514,000 in accrued expenses and a decrease of $292,000 in accrued restructuring charge, partially offset by noncash items and a decrease of $348,000 in accounts receivable. Accrued expenses decreased as a result of additional reductions of operating expenses in 2003. Accrued restructuring charge decreased as a result of the lease payments made in 2003. Accounts receivable decreased as a result of decreased order volume and favorable collection activities.
Cash used in operating activities in 2004 was due primarily to a net loss of $3.8 million, a decrease of $128,000 in accounts payable and a decrease of $291,000 in accrued restructuring charge, partially offset by noncash items and a decrease of $73,000 in accounts receivable. The accounts payable decreased as a result of lower operating expenditures. The accrued restructuring charge decreased as a result of the payments made in 2004. Accounts receivable decreased as a result of decreased order volume and favorable collection activities.
Cash used in operating activities in 2005 was due primarily to a net loss of $2.5 million, an increase of $74,000 in accounts receivable, a decrease of $174,000 in accrued severance pay, and a decrease of $246,000 in deferred revenue, partially offset by noncash items, a decrease of $196,000 in prepaid expenses
--------------------------------------------------------------------------------
and other current assets and an increase of $331,000 in accounts payable. Accounts receivable increased as a result of incremental amounts to be collected under a technology license agreement entered into in December 2005. Accrued severance pay decreased due to the termination of several employees in Israel during 2005. Deferred revenues decreased due primarily to the recognition of deferred technology license fees during 2005. Prepaid expenses and other current assets decreased as a result of lower prepayments of insurance policies and vendor maintenance contracts. Accounts payable increased due to increased professional costs incurred at end of 2005 and slower payments to vendors.
Cash used in investing activities was $43,000 in 2003 and $29,000 in 2004. Cash provided by investing activities was $105,000 in 2005. Cash used in investing activities in 2003 was for the purchase of $83,000 in property and equipment offset by a decrease of $40,000 in other assets. Cash used in investing activities in 2004 was for the purchase of $65,000 in property and equipment partially offset by a decrease of $36,000 in other assets. Cash provided by investing activities in 2005 was due to the decrease of $224,000 in other assets partially offset by the purchase of $79,000 in property and equipment and investment in restricted cash of $40,000. Other assets decreased as a result of the release to terminated employees of deposits maintained for severance pay obligations in 2003, 2004 and 2005 and reductions in security deposits for expiring office space leases in 2004 and 2005.
Cash provided by financing activities was $183,000 in 2003 and consisted of proceeds from exercise of stock options. Cash provided by financing activities was $1.8 million in 2004 consisting primarily of the net proceeds from a private placement in March 2004 of 3,333,331 of our ordinary shares, plus warrants and additional investment rights for an aggregate purchase price of $2.0 million. There was no net cash provided by financing activities in 2005 attributable to the issuance of warrants for $52,000 and borrowings of $1.3 million under the revolving line of credit, entirely offset by repayments totaling $1.3 million under the revolving line of credit and payment of debt issuance costs of $70,000.
In May 2005, we entered into a one-year revolving line of credit facility with Comerica Bank for borrowings of up to $2.0 million. Advances under the facility were limited to the lesser of $2.0 million or the sum of 75% of eligible accounts receivables plus $1.0 million. In December 2005, our borrowings under the credit facility exceeded the collateral base and, as a result, we triggered an event of default. We agreed upon a repayment plan with Comerica Bank to repay the outstanding borrowings under the facility in installments through January 2006. As of December 31, 2005, we had an outstanding balance under the facility of $70,000. In January 2006, all outstanding borrowings under the credit facility were fully repaid and the revolving line of credit facility was terminated.
On April 4, 2006, we signed definitive agreements for a financing with Fortissimo Capital Fund GP LP on behalf of several limited partnerships in which it serves as general partner and other potential co-investors including one of our directors and two existing shareholders, or the Investors. The initial investment of the financing would be for a minimum of $1.5 million consisting of $750,000 to purchase 25,000,000 of convertible preferred shares, or Preferred . . .
http://biz.yahoo.com/e/060414/rdvwf.ob10-k.html
Dubi
Form 8-K for RADVIEW SOFTWARE LTD
13-Apr-2006
Change in Directors or Principal Officers
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
(b) Departure of Director
On April 7, 2006, Kathleen A. Cote voluntarily resigned as a director of the Company. There is no disagreement between the Company and Ms. Cote relating to the Company's operations, policies, or practices.
Following Ms. Cote's resignation, the Company's board of directors has four members, which is less than the minimum of five members as set forth in the Company's articles of association. The articles of association permit the appointment by the current board of a new director to serve until the next annual meeting of shareholders. As long as the Company's board of directors contains less than the minimum five directors, the appointment of a replacement director is the only action permitted by the board of directors. The Company is actively seeking a replacement director.
http://biz.yahoo.com/e/060413/rdvwf.ob8-k.html
Dubi
Radview cuts loss in 2005 by 35%
09.4.06 | 12:30 By Omri Cohen
After signing an investment agreement with a group of investors led by Fortissimo Capital Fund, RadView Software Ltd. reported financial results for the fourth quarter and year ended December 31, 2005
Radview is a provider of solutions for verifying the performance, scalability and integrity of business critical Web applications
Revenues for 2005 rose 21% to $5.6 million. Increased revenues, along with lower operating costs, combined to lower the firm's net loss by 35% to $2.5 million, from a net loss of $3.8 million in 2004.
Despite a drop in fourth quarter sales from $1.4 million in 2004 to $1.25 million in 2005, Radview's net loss for the fourth quarter of 2005 was $518,000, or $0.03 per share, compared to a net loss of $866,000, or $0.04 per share, for the same period last year.
"We are encouraged by the improvement in our annual revenues and the substantial reduction in our loss," said Ilan Kinreich, President and CEO of RadView Software. "We look forward to continuing our efforts toward future profitability while expanding our presence in the marketplace."
The company separately announced the signing of definitive agreements on April 4, 2006 for financing with Fortissimo on behalf of itself and several co-investors, with a minimum initial investment of $1,500,000.
Of the $1.5 million minimum investment, $750,000 will be provided as an equity investment in exchange for 25 million preferred shares of the company at a price of $0.03 per share, and $750,000 will be provided to Radview as a convertible loan, convertible into preferred shares of the firm at $0.03 per share. The loan carries an interest rate of 8%.
The investors have an option to add an additional investment of up to $2,250,00 within 18 months.
Radview intends to use the net proceeds of the financing to fund its working capital needs.
"This financing will provide us with the funding to continue to produce innovative, quality products as we work towards profitability," said Kinreich.
Fortissimo will also receive warrants to purchase additional preferred shares at a cost of up to another $3 million at an exercise price of $0.04 per share, exercisable for a period of five years.
The agreeement is dependant on the approval of the company's shareholders. If it is approved, Fortissimo will become the largest shareholder in Radview.
Radview currently trades at a market capitalization of around $2 million.
http://www.haaretz.com/hasen/spages/704055.html
Dubi
RadView Software Reports 2005 Fourth Quarter and Year Results
Wednesday April 5, 4:49 pm ET
{With the improvement & Fortissimo defenite agreement
just signed makes the current price very attractive}
BURLINGTON, Mass.--(BUSINESS WIRE)--April 5, 2006--RadView Software Ltd. (OTCBB: RDVWF - News), a premier provider of solutions for verifying the performance, scalability and integrity of business critical Web applications, today reported financial results for the fourth quarter and year ended December 31, 2005.
Revenues for fiscal year 2005 were $5,645,000 compared to $4,663,000 in 2004. The Company's net loss for fiscal year 2005 was $2,465,000, or $0.12 per share, compared to a net loss of $3,780,000 million, or $0.19 per share, in 2004.
Revenues for the fourth quarter of 2005 were $1,251,000 compared to $1,329,000 for the same period last year. The Company's net loss for the fourth quarter of 2005 was $518,000, or $0.03 per share, compared to a net loss of $866,000, or $0.04 per share, for the same period last year.
"We are encouraged by the improvement in our annual revenues and the substantial reduction in our loss," said Ilan Kinreich, President and CEO of RadView. "We look forward to continuing our efforts toward future profitability while expanding our presence in the marketplace."
The Company separately announced the signing of definitive agreements on April 4, 2006 for a financing with Fortissimo on behalf of itself and several co-investors, with a minimum initial investment of $1,500,000 and, at the election of the investors, an additional investment of up to $2,250,000.
About RadView
RadView(TM) Software Ltd. (OTCBB: RDVWF - News) is a leading provider of solutions for verifying the performance, scalability and integrity of business-critical Web applications. Deployed at over 1,600 customers worldwide from major industries such as financial services, retail, manufacturing, education and technology, RadView's award-winning products enable customers to reduce costs while improving the quality of their Web applications throughout the development lifecycle. Corporate offices are located in Burlington, MA. For more information visit www.radview.com or call 1-888-RADVIEW.
Statements concerning RadView's business outlook or future performance; anticipated revenues, expenses or other financial items; 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: our limited operating history and history of losses; need for additional financing; market acceptance of our products; ability to develop new products and enhance existing products; impact of significant competition; and other factors detailed in RadView's filings with the Securities and Exchange Commission. RadView assumes no obligation to update the information in this release. RadView, WebLOAD, WebRM, WebLOAD Analyzer and WebFT are trademarks of RadView Software Ltd. Other names may be trademarks of their respective owners.
RADVIEW SOFTWARE LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
Three Months Ended Year Ended
December 31, December 31,
----------------- ------------------
2005 2004 2005 2004
-------- -------- -------- ---------
Revenues:
Software licenses $575 $783 $3,138 $2,456
Services 676 546 2,507 2,207
-------- -------- -------- ---------
Total Revenues 1,251 1,329 5,645 4,663
-------- -------- -------- ---------
Cost of Sales:
Software licenses 26 22 147 86
Services 38 86 255 327
-------- -------- -------- ---------
Total Cost of Sales 64 108 402 413
-------- -------- -------- ---------
Gross Profit 1,187 1,221 5,243 4,250
-------- -------- -------- ---------
Operating Expenses:
Sales and marketing 607 897 3,287 3,542
Research and development 395 709 2,229 2,631
General and administrative 590 467 2,004 1,831
-------- -------- -------- ---------
Total Operating Expenses 1,592 2,073 7,520 8,004
-------- -------- -------- ---------
Operating loss (405) (852) (2,277) (3,754)
Interest income (expense), net (105) 7 (177) 19
Other expense (8) (21) (11) (45)
-------- -------- -------- ---------
Net loss $(518) $(866) $(2,465) $(3,780)
======== ======== ======== =========
Basic and diluted net loss per
share $(0.03) $(0.04) $(0.12) $(0.19)
======== ======== ======== =========
Weighted average number of shares
used in computing basic and
diluted net loss per share 20,526 20,526 20,526 19,826
======== ======== ======== =========
RADVIEW SOFTWARE LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
December 31, December 31,
2005 2004
------------ ------------
ASSETS
Current Assets:
Cash, cash equivalents and restricted cash $206 $2,163
Accounts receivable, net 679 605
Prepaid expenses and other current assets 179 375
------------ ------------
Total current assets 1,064 3,143
------------ ------------
Property and Equipment, net 144 164
Other Assets 383 607
------------ ------------
Total Assets $1,591 $3,914
============ ============
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current Liabilities:
Revolving line of credit $70 $-
Accounts payable 570 239
Accrued expenses 1,134 1,112
Restructuring reserve, current - 29
Deferred revenue 1,659 1,905
------------ ------------
Total current liabilities 3,433 3,285
------------ ------------
Long-term Liabilities:
Accrued severance 539 713
------------ ------------
Total Liabilities 3,972 3,998
------------ ------------
Shareholders' Deficit:
Ordinary shares 51 51
Treasury shares, at cost (100) (100)
Additional paid-in capital 56,981 56,813
Accumulated deficit (59,313) (56,848)
------------ ------------
Total Shareholders' Deficit (2,381) (84)
------------ ------------
Total Liabilities and Shareholders'
Deficit $1,591 $3,914
============ ============
Contact:
RadView Software Ltd.
Christopher Dineen, 781-238-1111
Chief Financial Officer
or
Press:
Beth Baglio, 781-238-1111
Senior Marketing Manager
--------------------------------------------------------------------------------
Source: RadView Software Ltd.
http://biz.yahoo.com/bw/060405/20060405006052.html?.v=1
Dubi
RadView Software Signs Definitive Agreements for Financing with Fortissimo
Wednesday April 5, 9:36 am ET
BURLINGTON, Mass.--(BUSINESS WIRE)--April 5, 2006--RadView Software Ltd. (OTCBB: RDVWF - News), a premier provider of solutions for verifying the performance, scalability and integrity of business critical Web applications, today announced it has signed definitive financing agreements with Fortissimo Capital Fund GP LP.
The Company signed the definitive agreements on April 4, 2006 for a financing with Fortissimo on behalf of itself and several co-investors, with a minimum initial investment of $1.5 million and, at the election of the investors, an additional investment of up to $2.25 million. The financing will consist of both convertible preferred shares and convertible debt. The completion of the financing is subject to approval by the Company's shareholders. The Company previously announced that it had executed a bridge loan with Fortissimo in January 2006 to provide interim financing of up to $500,000.
"The signing of definitive financing agreements marks a major milestone for RadView," said Ilan Kinreich, President and CEO of RadView. "We look forward to working with the Fortissimo team to grow our business and build a successful enterprise."
Yuval Cohen, Managing Partner of Fortissimo Capital Fund, commented, "We believe that RadView's proven technology and solid customer base serve as a platform upon which to build a leading Web application testing company. By broadening its product offering, the Company will be able to enhance its growth and further improve its position in the market."
Terms of the Financing:
The initial investment would be for a minimum of $1.5 million consisting of $750,000 to purchase 25,000,000 convertible preferred shares at a price of $0.03 per share, and $750,000 as a convertible loan. The remaining additional investment provides for the sale of up to $2.25 million of convertible preferred shares to the investors at a price of $0.03 per share, at the option of the investors, for a period of 18 months after the closing of the initial investment.
The convertible preferred shares would be exchangeable, at the discretion of the holder, into the Company's ordinary shares, and would share voting rights with ordinary shares. Additionally, holders of preferred shares would be entitled to nominate a majority of the Company's board of directors and have priority voting rights over significant corporate actions. The investors would also receive warrants to purchase 18,750,000 convertible preferred shares with respect to the initial investment and up to 56,250,000 convertible preferred shares with respect to the additional investment, each at an exercise price of $0.04 per share exercisable for a period of five years from date of issuance.
The convertible loan may be converted, at the election of the holder, into convertible preferred shares of the Company at a conversion price of $0.03 per share. The bridge loan in the amount of $500,000 would become part of the convertible loan plus an additional $250,000 provided at closing. The convertible loan would bear interest at a rate of 8% per annum, and if not converted into convertible preferred shares, would be due and payable 30 days after the third anniversary of the closing of the investment.
The bridge loan provides for borrowings, subject to compliance by the Company with an approved budget, of up to $500,000 of which $200,000 has been advanced to the Company and the remaining $300,000 will be provided as needed or upon closing, whichever occurs earlier. The bridge loan bears interest at a rate of 8% per annum and will become part of the convertible loan at the closing of the equity investment. In the event that the investment transaction is not approved by the Company's shareholders or does not close for any reason, the bridge loan will become due and payable within 60 days of notice by either party of the termination of obligations under the definitive agreements. The bridge loan is and the convertible loan would be secured by a floating charge on all of the Company's assets and a fixed charge on the Company's intellectual property and accounts receivable.
About Fortissimo Capital Funds
Fortissimo Capital is a private equity fund investing in public and private technology companies that require capital to expand their business. Fortissimo is a long-term investor and seeks to partner with management to facilitate growth and maximize value. Fortissimo is backed by 15 financial institutions including insurance companies, banks and pension funds. More information about Fortissimo Capital is available at www.ffcapital.com.
http://biz.yahoo.com/bw/060405/20060405005630.html?.v=1
Dubi
The only RAD group stock remaining listed only in New York is Radview (Nasdaq: RDVW), which is in danger of collapsing. The Fortissimo fund recently came on board as an investor, in an attempt to rescue the company.
(#msg-9707371)
Dubi
Form 8-K for RADVIEW SOFTWARE LTD
9-Feb-2006
Change in Directors or Principal Officers
Item 5.02 Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers
(b) Departure of Director
On February 3, 2006, William J. Geary voluntarily resigned as a director of the Company. There is no disagreement between the Company and Mr. Geary relating to the Company's operations, policies, or practices.
(d) Appointment of Director
In accordance with the Company's articles of association, the Company's board of directors has appointed Yochai Hacohen as a director of the Company effective February 9, 2006 to serve until the next annual meeting of shareholders.
Mr. Hacohen is a partner in Fortissimo Capital Funds G.P. L.P. ("Fortissimo"). As reported in the Company's Form 8-K filed on January 31, 2006, Fortissimo and the Company have entered into a term sheet for an investment by Fortissimo in preferred shares and convertible debt of the Company. Fortissimo has provided the Company with interim financing pursuant to a bridge loan agreement that provides for up to $500,000 of bridge loans, of which the Company has borrowed $200,000 to date.
Mr. Hacohen joined Fortissimo in May 2004 and became a partner in 2005. From October 2003 through May 2004, Mr. Hacohen served as the General Manager of a U.S. division of Magal Security Systems Ltd., a provider of hardware and software solutions for the surveillance market. From October 1998 through September 2002, Mr. Hacohen served as the Director of EMEA Sales and Marketing for the video recording division of Nice Systems Ltd., a provider of digital video and audio recording solutions. Mr. Hacohen received an MBA in marketing from Tel Aviv University.
http://biz.yahoo.com/e/060209/rdvwf.ob8-k.html
Dubi
Fortissimo Capital sets up Wall Street shell company
The company’s subsidiary submitted a draft prospectus to the SEC for an issue of four million units at $6 a unit.
Tali Tsipori 2 Feb 06 10:21
On Tuesday, Fortissimo Acquisition submitted a submitted an initial draft prospectus to the US Securities and Exchange Commission (SEC) to raise $24 million through an issue of four million units at $6 a unit. Each unit will include one ordinary share and two options on ordinary shares exercisable at a $5 strike price. Fortissimo Acquisition granted Early Bird Capital, the underwriter for the issue, an option to buy an additional 600,000 units, which would increase the proceeds by $3.6 million. Early Bird was also the underwriter for an issue by Israel Technology Acquisition. Fortissimo Acquisition’s ticker symbol has not yet been determined.
Fortissimo Acquisition is a blank check company having no content that is willing to assume the activity of an Israeli company, thereby enabling that company to enter Wall Street through the back door. Fortissimo Acquisition was founded four days before the end of 2005. According to its prospectus, it does not plan to confine itself to companies from any one sector. It is open to Israeli companies and companies outside of Israel that it believes will benefit from establishing operations or facilities in Israel.
Fortissimo Acquisition is a subsidiary of Fortissimo Capital, headed by managing partner Yuval Cohen, co-founder and former partner in Jerusalem Venture Partners. Fortissimo Capital invested $25,000 in the shell corporation, and owns 90% of its capital. Special advisors Yair Seroussi and Michael Chill own the other 10%.
Fortissimo Acquisition’s prospectus indicates that Fortissimo Capital has undertaken to buy units worth $2 million in a private placement, to take place simultaneously with the public issue. Net proceeds from the issue will therefore total $22.9 million, which will be deposited in a trustee account at Lehman Brothers
Fortissim Capital invests in mature companies in the technology market. The fund recently closed an $80 million financing round from Israeli investment institutions, including Migdal Insurance (TASE: MGDL) and the new (established on or after January 1, 1995) Makefet pension fund. Fortissimo Capital has invested in two Israeli companies to date: Nur Macroprinters Ltd. (OTCBB: NURM) and Telrad.{Now RDVWF as well} The fund jointly owns 55% of Nur Macroprinters, together with Kanir Investments Ltd., and 39% of Telrad, together with HarbourVest Partners and Poalim Ventures.
The idea behind blank check companies sounds nice, and perhaps even logical, but it has not proved itself in practice. Two Israeli shell corporations have been floated to date, but have not yet found a merger candidate. A shell corporation controlled by former Tower Semiconductor CEO Carmel Vernia and Matty Karp has not made it to the capital market. Furthermore, every new blank check company faces stiff competition. Over 30 blank check companies have gone public in the US over the past two years, and only a small proportion of them have found a merger candidate.
Published by Globes [online] - www.globes.co.il - on February 2, 2006
Dubi
Form 8-K for RADVIEW SOFTWARE LTD
31-Jan-2006
Entry into Material Agreement, Other Events
Item 1.01 Entry into a Material Definitive Agreement
On January 26, 2006, RadView Software Ltd. (the "Company") and Fortissimo Capital Fund GP LP on behalf of several limited partnerships in which it serves as general partner and other potential co-investors (the "Investors") entered into a bridge loan agreement that provides for up to $500,000 of loans (the "Bridge Loans"), as the initial part of a potential investment transaction (the "Investment") subject to the term sheet (the "Term Sheet") described in Item 8.01 of this Form 8-K. The Investors are required to provide $200,000 of the Bridge Loans within a few days of execution of the Bridge Loan agreement, with the remaining $300,000 to be provided on an as-needed basis subject to approval of the Investors and compliance by the Company with an approved budget. The Bridge Loans will bear interest at 8.0% per annum and are secured by a fixed charge on the Company's accounts receivables and intellectual property and a floating charge on all of the Company's assets.
The Bridge Loans will be subject to the terms and conditions of the convertible loan portion of the Investment if the Investment provided for in the Term Sheet closes. If the parties do not enter into a definitive agreement related to this Investment within 30 days of entering into the Term Sheet, the Bridge Loans will become due and payable within 60 days of notice by either party of an intention to terminate negotiations with respect to the Investment.
Item 8.01 Other Events.
On January 12, 2006, the Company and the Investors entered into the Term Sheet that sets forth the proposed terms of an Investment by the Investors in preferred shares and convertible debt of the Company.
The Term Sheet provided, in part, for the Bridge Loans describe in Item 1.01 of this Form 8-K.
The Term Sheet also provides for the issuance of up to $3,000,000 of the Company's preferred shares at a price of $0.03 per share, with a minimum investment of $750,000 payable within 14 days of approval by the Company's shareholders. Any additional purchases of preferred shares would be at the sole discretion of the Investors within 18 months of closing. Each preferred share would be convertible into one ordinary share of the Company, subject to adjustment for anti-dilution events. Each preferred share would receive the same voting rights as ordinary shares, except preferred shares would be entitled to elect the majority of the Company's board of directors and have approval rights over specified actions. Each preferred share would be entitled to a preference in liquidation over the Company's ordinary shares. The Term Sheet also provides 100% warrant coverage to the Investors with warrants to purchase additional preferred shares at an exercise price of $0.04 per share for a period of five years.
The Term Sheet also provides for the issuance of a convertible loan in the principal amount of $250,000 payable to the Company no later than April 17, 2006 (the "Convertible Loan"). The principal balance of the Bridge Loans also will become part of the Convertible Loan at the closing of the Investment. The Convertible Loan will bear interest at 8.0% per annum. The Convertible Loan plus, at the election of the Investors, any accrued interest thereon, would be convertible into preferred shares of the Company at a price of $0.03 per share. The Convertible Loan would mature on April 17, 2009, and if not converted by such date, would become due and payable 30 days thereafter.
The provisions of the Term Sheet are subject to, among other things, satisfactory completion of financial and legal due diligence by the Investors, approval by the investment committee of the Investors, filing of amended articles of association establishing the rights and preferences of the preferred shares, negotiation of definitive agreements, and approval by the Company's shareholders.
There can be no assurance that the Company will enter into definitive agreements with the Investors or that even if agreements are entered into that the Investment transaction will close. Failure to close the Investment transaction would likely result in the Company not being able to continue as a going concern. Even if the Investment transaction were to close, there is no assurance as to the amounts that the Investors will elect to invest or that the amounts invested will enable the Company to continue to operate for any specific period of time.
http://biz.yahoo.com/e/060131/rdvwf.ob8-k.html
Dubi
Aiming,
Very similar to the NURM situation, first the
price decreased, look at it now.
Fortissimo know what they are getting into,
get it real cheap at the very last minute,
then they do a splendid 'resurrection' job.
Regards,
Dubi
Thanks Dubi, it looked to me like the price actually went down after the announcement, that's why I was curious to get your take on it.
I thought perhaps it presented a particularly attractive opportunity since the financing question was now out of the way... Aiming4.
Hi Aiming,
I have written my thoughts all along the posts.
Hurdle # 1 (of many) is behind me.
The sudden price decrease was due to the price
Fortissimo paid which is to the eye very cheap,
much cheaper than the current price.
The PR was released about an hour + prior to market
the chart shows its impact.I saw the PR after market
close only, as i was busy allocating funds & buying
additional shares.
All in all the price paid is very attractive for F,
albeit they take the risk.
I have the feeling the price will fluctuate, but all
in all i am bullish of the prospects.
Today already a bit less risky venture than yesterday,
the risks ahead rather substantial, however a good
opportunity for a decent upside.
GLTY,
Dubi
Dubi - is there an bit of an opportunity here?
I was surprised to see the closing price today.
I may have to get some additional funds into my account pronto!... Aiming4.
>>Of the $1.5 million minimum investment, (a) $750,000 will be provided to the Company as an equity investment in exchange for preferred shares of the Company at a price of $0.03 per share and (b) $750,000 will be provided to the Company as a convertible loan, convertible into Preferred Shares of the Company at $0.03 per share. The convertible loan will be provided initially as a $500,000 bridge loan with an additional $250,000 provided in April 2006. The convertible loan bears interest at a rate of 8% per annum, and if not converted into Preferred Shares, will be due and payable 30 days after the third anniversary of the date of the convertible loan.
The bridge loan shall become part of the convertible loan at the closing of the equity investment. In the event that the equity investment is not approved, or for whatever reason not completed, the bridge loan will become due and payable within 60 days of notice by either party of the termination or an intention to terminate negotiations of the proposed investment. The bridge loan and the convertible loan will be secured by a floating charge on all of the Company's assets and a fixed charge on the Company's intellectual property and accounts receivable.
Fortissimo will also receive warrants to purchase additional Preferred Shares at a cost of up to another $3 million at an exercise price of $0.04 per share, exercisable for a period of five years.<<
*As expected, the Knight on the white horse bought in even
cheaper than i had anticipated.
*Without Fortissimo, announcing closure of RDVWF would have
ben unevitable.
All in all, both parties will enjoy.
Only remaining item to realise is if my target will be met.
Dubi
RadView Software Ltd. Announces Execution of Term Sheet for Financing by Fortissimo Capital Fund
Thursday January 26, 2:25 pm ET
BURLINGTON, Mass.--(BUSINESS WIRE)--Jan. 26, 2006--RadView Software Ltd. (OTCBB: RDVWF; the "Company"), a premier provider of solutions for verifying the performance, scalability and integrity of business critical Web applications, today announced that Fortissimo Capital Fund ("Fortissimo") on behalf of itself and certain co-investors has entered into a term sheet with the Company pursuant to which it would provide a minimum of $1.5 million of financing to the Company and, at its election, up to an additional $2.25 million of financing. This financing, comprised of both an equity investment and loans, is contingent on, among other things, the completion of due diligence, negotiation of definitive agreements and the approval of the shareholders of the Company.
Pursuant to a bridge loan agreement entered into between the parties on January 26, 2006, Fortissimo would provide the Company with a bridge loan in the amount of $200,000 within the next few days. Fortissimo would also make up to an additional $300,000 of bridge loans, subject to its approval and compliance by the Company with an approved budget.
The Company intends to use the net proceeds of the financing to fund its working capital needs.
"This financing will provide us with the funding to continue to produce innovative, quality products as we work towards profitability," said Ilan Kinreich, President and CEO of RadView Software. "We look forward to a collaborative relationship with Fortissimo to maximize RadView's potential in the growing worldwide market for Web application quality assurance."
Yuval Cohen, the Managing Partner of Fortissimo stated, "RadView Software, with its strong technology, stellar customer base, and market potential can serve as a platform for growth in the enterprise software market. We look forward to working with the Company on enhancing its market share and attaining profitability."
Terms of the Financing:
Of the $1.5 million minimum investment, (a) $750,000 will be provided to the Company as an equity investment in exchange for preferred shares of the Company at a price of $0.03 per share and (b) $750,000 will be provided to the Company as a convertible loan, convertible into Preferred Shares of the Company at $0.03 per share. The convertible loan will be provided initially as a $500,000 bridge loan with an additional $250,000 provided in April 2006. The convertible loan bears interest at a rate of 8% per annum, and if not converted into Preferred Shares, will be due and payable 30 days after the third anniversary of the date of the convertible loan.
The bridge loan shall become part of the convertible loan at the closing of the equity investment. In the event that the equity investment is not approved, or for whatever reason not completed, the bridge loan will become due and payable within 60 days of notice by either party of the termination or an intention to terminate negotiations of the proposed investment. The bridge loan and the convertible loan will be secured by a floating charge on all of the Company's assets and a fixed charge on the Company's intellectual property and accounts receivable.
Fortissimo will also receive warrants to purchase additional Preferred Shares at a cost of up to another $3 million at an exercise price of $0.04 per share, exercisable for a period of five years.
About Fortissimo Capital Funds
Fortissimo Capital is a private equity fund investing in public and private technology companies that require capital to expand their business. Fortissimo is a long-term investor and seeks to partner with management to facilitate growth and maximize value. Fortissimo is backed by 15 financial institutions including insurance companies, banks and pension funds. More information about Fortissimo Capital is available at www.ffcapital.com.
About RadView
RadView(TM) Software Ltd. (OTCBB: RDVWF - News) is a leading provider of solutions for verifying the performance, scalability and integrity of business-critical Web applications. Deployed at over 1,600 customers worldwide from major industries such as financial services, retail, manufacturing, education and technology, RadView's award-winning products enable customers to reduce costs while improving the quality of their Web applications throughout the development lifecycle. Corporate offices are located in Burlington, MA. For more information visit www.radview.com or call 1-888-RADVIEW.
http://biz.yahoo.com/bw/060126/20060126005770.html?.v=1
Dubi
Continued my 'gamble' further, adding 17K average 10 cents.
Make-or-Break
Dubi
Today a down day in TASE,
Tel Aviv stocks dipping 1.4% after crushing Hamas victory surmised
26.1.06 | 12:14 By Tal Levy
The announcement that the Hamas movement evidently won the Palestinian elections, and by a landslide at that, sent Tel Aviv stocks sliding 1.4%.
Stocks had started the day mixed with a negative bias, with losses of about 0.2%. As of mid-morning the indexes were hovering at a loss of 0.4%.
Preliminary polls had indicated that the Fatah faction was slated to win the election. The magnitude of the Hamas victory came as somewhat of a surprise to Tel Aviv players.
The Excellence-Nessuah investment firms begs to note, however, that a transition from opposition to politics tends to moderate the use of arms, going by precedence.
Unofficial results in the elections for the Palestinian Legislative Council indicate a crushing victory for Hamas, Haaretz reports. The Hamas seems to have garnered an absolute parliamentary majority after winning in almost every constituency in the vote.
http://www.haaretz.com/hasen/spages/675268.html
Dubi
wow! 400% /eom
In apropos,
$2b in foreign investment in TASE in 2005 four times 2004 level
(#msg-9399040)
Blazing HOT TASE.
Dubi
WoW-Wa-WiWa
:)
Although i must admit, Ddbl, i have no complaints, lol.
Israeli stocks made me a big fortune in 2005, and 2006
already looks great.
Regards,
Dubi
Ddbl, This is the only stock from the group not traded
in TASE , as opposed to RVSN & RDWR .
The difference between 13.5 and 14 is not crucial
if the deal goes off.
It would make a lot of difference though, to be in
even at an entry price of 14.
Chances of it, are reasonable ++
JMHO
Regards,
Dubi
dubi, OT:
you golf?
lol ~ yikes!
http://stockcharts.com/def/servlet/SC.web?c=eglf,uu[h,a]daclyyay[db][ph.02,.20!d20,2][vc60][iUb14!La...
thought I'd cheer you up..
ddbl
dubi, news S/B this week, accd'g to the news jam. Today is Wed. You have an exit for the "pop"? I can't get in under 14. darn.
You much at TA, dubi?
regards,
ddbl
Hi Ddbl,
With RDVWF in its current situation, small wonder.
I am expecting Fortissimo to inject some much needed
oxygen into it.
Similar to what they are doing with NURM, gradually
NURM seems already in a much better situation, or
at least its current price indicates.
Any day now.(Or not!)
Regards,
Dubi
dubi,
been trying to get some under 14...
we got pretty low back a few, eh?
http://stockcharts.com/def/servlet/SC.web?c=rdvwf,uu[h,a]waclyyay[de][ph.02,.20!d20,2][vc60][iUb14!L...
I followed this when we were on the NAS, many, many years ago, I think? My ROBO dayz...
I like RITT, another RAD-Group company :)
may get this before the other, don't know. Like the continuing carrier contracts. Mgmnt seems innovative. Zisapel selling Tumbleweed shares, maybe buying into RITT?
Nah,....
chart looks nasty, will watch closely today for entry under 220
http://stockcharts.com/def/servlet/SC.web?c=RITT,uu[h,a]daclyyay[db][ph.02,.20!d20,2][vc60][iUb14!La...
Haven't traded in the new year ...
until then, GLTY~
ddbl
Ddbl, all it takes is to set a price target & date,
if you realise you missed, you bail out before, and
look for the 'next-thing'.
Rdvw is exactly in this category.
MAGS is not my cup of tea.If something in this area
would be, it would be ELST (#board-3936).
At the moment i own DFNS as well, but not making a
price prediction. (#board-2612)
As for NURM, i have been in and out several rounds
already, all positive, and now still in.
Glad to hear you are feeling better.
Regards,
Dubi
Dubi, well, I have enjoyed your company, your mind and stock picks. My biggest trouble with "trading" is that I don't have the fortitude to sell a winner to get another and I don't have a dollar cost average program to accumulate some extra bling.
but, I manage to tweek my funds. And RDVWF seems like a trade. I am a printer also, so I am sending away for a NURM brochure, to see if it fits our criteria for printers.
I found MAGS the other day, comments?
Woke up feeling much better, thank you.
shalom,
ddbl
Hi Ddbl,
<I may spring for 5M>
Please clarify, thanks.
< I sold my SPCBF.
Not exciting enuf. >
I am still in (sigh)
Make peace with your missing teeth (LOL)
Regards,
Dubi
hi dubi,
I watched it early. I may spring for 5M ~ I sold my SPCBF.
Not exciting enuf.
got 2 wisdom teeth yanked and I haven't eaten, so so long.
ddbl
Added some more in anticipation for next week,
Dubi
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