SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
Report on Form 6-K dated April 24, 2003
Commission File No. 0-28578
DASSAULT SYSTEMES S.A.
(Name of Registrant)
9, Quai Marcel Dassault, B.P. 310, 92156 Suresnes Cedex, France
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F
Form 20-F X Form 40-F __
---
Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes No X
--- ---
Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes No X
--- ---
Indicate by check mark whether by furnishing the information contained
in this Form, the registrant is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b)
under the Securities Exchange Act of 1934:
Yes No X
--- ---
If "Yes" is marked, indicate below the file number assigned
to the registrant in connection with Rule 12g3-2(b): 82-___________
ENCLOSURES:
Dassault Systemes S.A. (the "Company") is furnishing under cover of Form 6-K a
press release, dated April 24, 2003, reporting the Company's financial results
for the first quarter ended March 31, 2003.
2
[Dassault Systemes Logo]
FOR IMMEDIATE RELEASE
DASSAULT SYSTEMES OUTPERFORMS PLM MARKET WITH SOLID FIRST QUARTER
>> Financial Results Above Market Expectations With Revenue (euro)169.4
Million, Operating Margin 20.5% and EPS (euro)0.20
>> Before Acquisition Costs, Operating Margin 21.7% and EPS (euro)0.21
>> PDM Business Continues to Outperform PDM Market, With Revenue Up 17%
>> On a Constant Exchange Rate Basis, Total Revenue Increased 1%
>> DS Sets 8% EPS Growth Objective For 2003 or 7% Before Acquisition Costs;
Reconfirms 2003 Revenue Objective
PARIS, FRANCE, April 24, 2003 - Dassault Systemes (DS) (Nasdaq: DASTY; Euronext
Paris: #13065, DSY PA), a worldwide leading software developer of product
lifecycle management (PLM) solutions, today reported financial results for the
first quarter ended March 31, 2003.
All financial information is unaudited and reported in accordance with U.S.
generally accepted accounting principles (U.S. GAAP). Additional financial
information, specifically noted as such, is also presented that is not in
conformity with U.S. GAAP, with the presentation of operating income, operating
margin and earnings per share before acquisition costs (primarily technology
amortization and other related costs). All comparative figures are given on a
year over year basis unless specified otherwise.
FINANCIAL HIGHLIGHTS
First Quarter
Total revenue in the 2003 first quarter was (euro)169.4 million. On a U.S. GAAP
basis net income was (euro)22.3 million or (euro)0.20 per share in the 2003
first quarter compared to (euro)25.3 million or (euro)0.21 per share in the
first quarter of 2002, representing a per share decrease of 5%. Net income
excluding acquisition costs was (euro)24.2 million or (euro)0.21 per share in
the 2003 first quarter, a 13% decrease on a per share basis compared to
(euro)28.5 million or (euro)0.24 per share in the 2002 first quarter.
As anticipated, in comparison to the first quarter of 2002 total revenue
decreased 7%, or increased by 1% on a constant currency basis. Software revenue
was (euro)145.1 million in the 2003 first quarter and represented 86% of total
revenue. In comparison to the year-ago quarter, software revenue decreased 9%,
or 1% on a constant currency basis. Recurring software revenue continued to be
an important component of software revenue and represented 55% of total software
revenue in the 2003 first quarter, compared to 49% in the 2002 first quarter.
Seats licensed in the quarter totaled 12,917 with 6,874 CATIA and 6,043
SolidWorks seats.
Services and other revenue increased 5% to (euro)24.3 million and represented
14% of total revenue. This growth in services revenue primarily reflected the
increase in the number of PLM projects during the quarter.
Process-centric revenue, including PDM revenue, totaled (euro)138.9 million in
the 2003 first quarter, decreasing 7% compared to (euro)149.8 million in the
year-ago quarter. On a stand-
3
alone basis, PDM revenue increased 17% to (euro)17.3 million in the 2003 first
quarter, compared to (euro)14.8 million in the year-ago quarter and accounted
for 10% of total revenue in the 2003 first quarter. PDM end-user software
revenue totaled (euro)25.6 million in the 2003 first quarter. Design-centric
revenue totaled (euro)30.5 million in the 2003 first quarter, a decrease of 7%
compared with the year-ago period but in U.S. dollars design-centric revenue
increased significantly, growing 15% year over year.
The Company had a strong financial position with cash and short-term investments
totaling (euro)459.6 million and no bank debt at March 31, 2003.
Charles Edelstenne, Chairman of DS, stated, "In a difficult business
environment, DS achieved results in line with its financial objectives. I
believe we are well positioned to outperform the market in 2003 as we continue
to focus on delivering solid financial results."
Bernard Charles, President and Chief Executive Officer, commented, "DS had a
solid start to the year, with financial results better than market expectations.
While the weak business climate and major currency movements of the last year
have limited our overall revenue growth, our first quarter performance
illustrates our focus on outperforming the industry and gaining market share in
2003. The adoption of our PLM V5 based solutions is progressing very well in
every industry vertical as we continue to achieve new wins. Among these is a new
PLM contract with Daewoo Heavy Industries & Machinery Limited, which we were
pleased to announce this quarter. Our PDM business, with ENOVIA and SMARTEAM,
continued to outperform its major competitors, delivering 25% revenue growth on
a constant currency basis. Regarding the design-centric market, SolidWorks'
results, with the 15% increase in revenues when stated in U.S. dollars, provide
evidence that it continues to be the leader of its segment. The strong value
proposition of our products is clearly visible, with our pricing generally firm
amidst tough economic conditions.
"In a few days, we will be formally introducing our newest set of releases for
the Product Lifecycle Management market, with our Version 5 Release 11 for
CATIA, ENOVIA, SMARTEAM and DELMIA. Our V5R11 PLM portfolio delivers an
unmatched degree of product realism and leading-edge solutions to address
real-world industry needs of our customers."
Thibault de Tersant, Executive Vice President and CFO, commented, "Our financial
results for the first quarter exceeded expectations for revenue, operating
margin and earnings per share. Revenue came in at the high end of our objective,
reflecting improved performance in the U.S. and at SolidWorks. Our continued
focus on managing our costs as well as better than expected revenues contributed
to the stronger than anticipated earnings and operating margin performance.
"Looking ahead, we continue to be cautious about the economy. For the second
quarter, we believe a revenue objective of (euro)180-(euro)185 million is
appropriate. We are reconfirming our revenue objective for the full year, with
total revenue expected to be similar to or slightly higher than the (euro)774
million reported in 2002 and we are initiating a U.S. GAAP EPS objective for the
year of approximately (euro)1.18 or 8% growth in EPS compared to 2002 U.S. GAAP
EPS of (euro)1.09. Before acquisition costs, our EPS objective for the year is
(euro)1.25, a 7% increase over 2002. We believe that our operating margin in
2003 could see an improvement of up to one percentage point over the operating
margin achieved in 2002. In constant currencies we are reconfirming our revenue
growth objective of approximately 7%. These objectives continue to assume a U.S.
dollar to Euro exchange rate of $1.10 per (euro)1.00 as we outlined in our 2002
year-end press release."
The Company has repurchased approximately 1.4 million shares under its share
repurchase program announced in the Company's year-end press release of February
6, 2003.
4
At the request of the French regulatory commission (COB), DS plans to make
available on its website a press release stating DS French GAAP 2002 financial
results, including a reconciliation of French GAAP to U.S. GAAP. 2002 revenue
was (euro)774 million under French GAAP and U.S. GAAP. French GAAP 2002 EPS was
(euro)0.18 lower than U.S. GAAP EPS, with the variance primarily accounted for
by the different rules regarding goodwill amortization.
BUSINESS HIGHLIGHTS
Bertrandt AG, a leading engineering services provider for the automotive
industry, signed a PLM solutions contract with DS. Bertrandt selected ENOVIA
Life Cycle Applications V5 for product data management to integrate it with the
company's existing CATIA V5 solutions in order to standardize its entire product
development platform.
Daewoo Heavy Industries & Machinery Limited (DHIM), a leading company in the
machinery industry of Korea providing first-class products and services in
construction equipment, industry vehicles, machine tools, factory automation
systems, diesel engines, and defense systems, signed a PLM solutions contract.
The newly acquired PLM solutions will help DHIM enhance product development and
consolidate collaboration environments with CATIA V5 and ENOVIA LCA software
developed by DS. PLM technologies will enable DHIM to maximize efficiencies
surrounding the development of products such as forklifts and passenger car
engines, and exploit the collaboration features afforded by PLM solutions.
Nilfisk-Advance, one of the world's leading suppliers of cleaning equipment,
signed a contract for the expansion and consolidation of the company's PLM
platform. Nilfisk-Advance development teams will benefit from faster product
design and improved collaboration with software developed by DS, including CATIA
V5 for collaborative product development, and ENOVIA Portal and SMARTEAM for
collaborative lifecycle management.
ENAER, Chile's national aeronautical company, signed a PLM solutions contract,
including both CATIA and SMARTEAM. These software solutions will enable ENAER to
standardize its entire product development platform, while realizing significant
cost reductions.
Vanderlande Industries of the Netherlands selected SMARTEAM as its enterprise
PLM solution. Vanderlande Industries is a leading provider of advanced material
handling and supply chain systems for distribution centers, airport baggage
handling operations, sorting centers for express parcel services, and the
manufacturing industry.
DS and ESI Group (Euronext Paris: #6584) signed a CAA V5 (Component Application
Architecture) strategic development agreement under which ESI Group will develop
and sell its next generation solutions for Virtual Prototyping, Manufacturing
and Environment using V5 middleware. As a result of this partnership, ESI Group
will first focus on delivering within V5, multi-physics realistic simulation
solutions for crashworthiness and stamping processes. ESI Group is a
world-leading provider of digital simulation software for prototype and
manufacturing process engineering that takes into account the physics of
materials critical for crash, safety, vibro-acoustics, stamping, casting,
welding, flow and electromagnetics simulation. Under the terms of the agreement,
ESI Group joins DS Software Community Program as a CAA V5 Gold Software Partner.
DS and Immersion Corporation (Nasdaq: IMMR) signed an agreement under which
Immersion will develop a new hand-interaction software suite based on the CAA V5
development platform. The suite, VirtualHand(R) for V5, will enable CATIA and
ENOVIA DMU V5 users to manipulate and feel a 3D digital mockup in a natural way
using their hands. For
5
the first time ever, V5 users will experience realistic force feedback with
their entire hand while touching or grasping a 3D digital part. This innovative
way of physically interacting with a digital mock-up enables designers to
evaluate the ergonomics of an automobile, an aircraft and other complex
industrial machinery more intuitively and cost-effectively.
Werner Co., the world's leading ladder manufacturer and distributor, will use
SolidWorks 3D CAD and SMARTEAM PDM software to dramatically shorten its design
cycle time. SolidWorks' powerful modeling capabilities and intuitive user
interface will enable Werner Co. to increase product development and quickly
migrate from static 2D drawings to 3D solid models. The ability to visualize
products in 3D will help Werner Co. troubleshoot potential design flaws,
reducing the number of expensive prototypes it builds, and speeding products to
customers.
Hinterkopf Company, a pioneer in employing automation to streamline production
of aluminum cans, and aluminum and plastic tubes, will use SolidWorks 3D CAD
software to design the automatic production lines that make everything from
plastic toothpaste tubes to aluminum aerosol cans used around the world. The
company has purchased 30 licenses of SolidWorks software to accelerate product
design time, reduce production errors, and fine-tune large assemblies so it can
deliver machinery faster than with other CAD packages. It is also using SMARTEAM
PDM software to manage all of the design data it generates and COSMOSMotion to
analyze those product designs in operation.
The Holland Group, the world's largest vehicle connection system manufacturer,
has made SolidWorks software its standard for 3D CAD. The Holland Group
purchased 28 licenses of SolidWorks to quickly turn out new product designs and
match them to their customers' unique tractor and trailer designs.
The University of Ottawa has adopted SolidWorks as the 3D CAD software it uses
in its unique mechanical engineering design curriculum. The university has 100
seats of SolidWorks software that it uses to quickly teach 425 students in
either English or French, the principles of solid modeling.
ADDITIONAL HIGHLIGHTS
SolidWorks 2003 software has been selected by readers of NASA Tech Briefs, the
United States' largest circulating engineering magazine, as Product of the Year
for 2002. It is the second time NASA Tech Briefs magazine readers have honored
SolidWorks with the award since the company's software was introduced in 1995.
SolidWorks is the only company to have received this prestigious award twice.
It was announced recently that CIMdata, a PLM Consulting and research firm,
completed an ROI study of DELMIA solutions, indicating that companies using
DELMIA digital manufacturing solutions are achieving or exceeding their initial
objectives and anticipated benefits. According to the study, organizations
adopting digital manufacturing technologies can expect annual returns of five to
ten times their annual investment. The study is based upon information obtained
from DELMIA customers in the automotive, aerospace and shipbuilding industries
in the United States, Europe and Asia.
6
Conference call information:
The Company will host a teleconference call today at 4:00 PM CET/3:00 PM London/
10:00 AM New York. The conference call will be available via the Internet by
accessing www.3ds.com. A replay of the conference call will be available until
May 1, 2003 via the Internet by accessing www.3ds.com.
Statements above that are not historical facts but express expectations or
objectives for the future, including but not limited to statements regarding the
Company's objectives for 2003 second quarter revenue, 2003 revenue on a reported
basis and 2003 revenue growth in constant currencies, 2003 operating margin
trends and 2003 EPS, are forward-looking statements (within the meaning of
Section 27A of the Securities Act of 1933, as amended). Such forward-looking
statements are based on management's current views and assumptions and involve
known and unknown risks and uncertainties. Actual results or performances may
differ materially from those in such statements due to, among other factors: (i)
currency fluctuations, (ii) global economic conditions, (iii) market demand for
our products and services, (iv) new product developments and technological
changes, and (v) our ability to recruit and retain skilled personnel.
Unfavorable changes in any of the above or other factors described in the
Company's SEC reports, including the Form 20F for the year ended December 31,
2001, which was filed with the SEC on June 20, 2002, could materially affect the
Company's financial position or results of operations.
ABOUT DASSAULT SYSTEMES
As world leader in PLM (Product Lifecycle Management) solutions, the Dassault
Systemes group brings value to more than 60,000 customers in 80 countries. A
pioneer in the 3D software market since 1981, Dassault Systemes develops and
markets PLM application software and services that support industrial processes
and provide a 3D vision of the entire life cycle of products from conception to
retirement. Dassault Systemes offering includes PLM integrated solutions for
product development (CATIA, ENOVIA, DELMIA, SMARTEAM), 3D solutions
(SolidWorks), and 3D components (SPATIAL). Dassault Systemes is listed on the
Nasdaq (DASTY) and Euronext Paris (#13065, DSY.PA) stock exchanges. For more
information, visit http://www.3ds.com.
(Tables to follow)
7
DASSAULT SYSTEMES
KEY FIGURES
(in millions of Euro, except per share data)
1st QUARTER
1Q03 1Q02 Percentage Variance
--------------- ---------------- -------------------
Process-Centric excluding PDM 121.6 135.0 (10)%
revenue
Design-Centric revenue 30.5 32.7 (7)%
PDM revenue 17.3 14.8 17%
Revenue 169.4 182.5 (7)%
AMERICAS 51.0 53.9 (5%)
EUROPE 78.4 88.1 (11%)
ASIA 40.0 40.5 (1%)
Operating Income(1) 36.8 42.7 (14)%
Operating Margin (1) 21.7% 23.4%
Net Income (1) 24.2 28.5 (15%)
EPS (1) 0.21 0.24 (13%)
Closing Headcount 3,994 3,855 4%
(1) Excluding acquisition costs
8
DASSAULT SYSTEMES
CONSOLIDATED STATEMENTS OF INCOME DATA
(in millions of Euro, except per share data)
Three Months Ended
March 31, 2003 March 31, 2002
------------------------- -------------------------
Revenue
Software 145.1 159.3
Services and Other 24.3 23.2
------------------------- -------------------------
Total Revenue (euro) 169.4 (euro) 182.5
Cost of Revenue
Software 5.8 6.9
Services and Other 21.9 20.8
------------------------- -------------------------
Total Cost of Revenue (euro) 27.7 (euro) 27.7
Gross Profit (euro) 141.7 (euro) 154.8
Research, Selling, Administrative and Acquisition
expenses
Research and Development 53.6 57.2
Marketing and Sales 39.6 42.4
General and Administrative 11.7 12.5
Acquisition Costs 2.1 3.9
------------------------- -------------------------
Total Research, Selling, Administrative and (euro) 107.0 (euro) 116.0
Acquisition expenses
========================= =========================
Operating Income (euro) 34.7 (euro) 38.8
Financial revenue and Other 2.0 4.6
Income before income taxes 36.7 43.4
Income tax expense (14.4) (18.1)
------------------------- -------------------------
Net Income (euro) 22.3 (euro) 25.3
========================= =========================
Basic net income per share (1) (euro) 0.20 (euro) 0.22
========================= =========================
Diluted net income per share (1) (euro) 0.20 (euro) 0.21
========================= =========================
Basic weighted average shares outstanding 113.5 114.0
(in millions)
========================= =========================
Diluted weighted average shares outstanding (in 114.0 118.1
millions)
========================= =========================
(1) Excluding acquisition costs, operating income and net income would have been as follows:
Operating Income (euro) 36.8 (euro) 42.7
========================= =========================
Net Income (euro) 24.2 (euro) 28.5
========================= =========================
Diluted net income per share (euro) 0.21 (euro) 0.24
========================= =========================
9
DASSAULT SYSTEMES
CONSOLIDATED STATEMENT OF INCOME DATA
PERCENTAGE VARIANCE
(EXCLUDING ACQUISITION COSTS)
(in millions of Euro, except per share data)
Excluding acquisition costs, the consolidated statements of income data
would have been as follows:
Three Months Ended
March 31, 2003 March 31, 2002 Variation
%
---------------------- --------------------- ----------------
Revenue
Software 145.1 159.3 <8.9%>
Services and Other 24.3 23.2 4.7%
---------------------- ---------------------
Total Revenue (euro) 169.4 (euro) 182.5 <7.2%>
Cost of Revenue
Software 5.8 6.9 <15.9%>
Services and Other 21.9 20.8 5.3%
---------------------- ---------------------
Total Cost of Revenue (euro) 27.7 (euro) 27.7 0.0%
Gross Profit (euro) 141.7 (euro) 154.8 <8.5%>
Research, Selling, Administrative
Research and Development 53.6 57.2 <6.3>%
Marketing and Sales 39.6 42.4 <6.6%>
General and Administrative 11.7 12.5 <6.4>%
---------------------- ---------------------
Total Research, Selling, Administrative (euro) 104.9 (euro) 112.1 <6.4%>
====================== ===================== ================
Operating Income (euro) 36.8 (euro) 42.7 <13.8%>
Financial revenue and Other 2.0 4.6 <56.5%>
Income before income taxes 38.8 47.3 <18.0%>
Income tax expense <14.6> <18.8> N/S
Net Income (euro) 24.2 (euro) 28.5 <15.1%>
====================== ===================== ================
Diluted net income per share (euro) 0.21 (euro) 0.24 <12.5%>
====================== ===================== ================
Diluted weighted average shares outstanding (in 114.0 118.1
millions)
10
DASSAULT SYSTEMES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in millions of Euro)
March 31, 2003 December 31, 2002
-------------------------- ------------------------
ASSETS
Cash and short-term investments 459.6 388.4
Accounts receivable, net 139.7 229.5
Other assets 301.8 302.3
-------------------------- ------------------------
Total assets (euro) 901.1 (euro) 920.2
LIABILITIES
AND SHAREHOLDERS' EQUITY
Total liabilities 286.2 291.9
Shareholders' equity 614.9 628.3
-------------------------- ------------------------
Total liabilities and shareholders' equity (euro) 901.1 (euro) 920.2
CONTACT:
Dassault Systemes: FD International:
Didier Gaillot/Valerie Agathon Giles Sanderson/Emma Rutherford
33.1.40.99.69.24 44.20.7831.3113
Michele Katz Jean-Benoit Roquette
1.631.288.1145 Nelly Dimey/Lorie Lichtlen
33.1.47.03.68.10
Deborah Ardern-Jones
1.212.850.5626
11
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
DASSAULT SYSTEMES S.A.
Date: April 24, 2003 By: /s/ Thibault de Tersant
-----------------------
Name: Thibault de Tersant
Title: Chief Financial Officer,
Executive Vice President
12