AudioCodes Reports Second Quarter 2008 Results

Quarterly Revenues Rise 18.7 Percent Year-Over-Year to Record $45.7 Million


LOD, Israel, July 29, 2008 (PRIME NEWSWIRE) -- AudioCodes (Nasdaq:AUDC), a leading provider of Voice over Packet (VoP) technologies and Voice Network products, today announced financial results for the second quarter ended June 30, 2008.

Revenues for the second quarter ended June 30, 2008 were a record $45.7 million compared to $43.7 million for the quarter ended March 31, 2008 and $38.4 million for the quarter ended June 30, 2007. Second quarter revenues grew 4.4% compared to the quarter ended March 31, 2008 and increased 18.7% compared to the second quarter of 2007. Net income in accordance with U.S. generally accepted accounting principles (GAAP) was $1.6 million, or $0.04 per diluted share, for the second quarter of 2008 compared to $457,000 or $0.01 per diluted share, for the first quarter of 2008 and a net loss of $1.4 million, or ($0.03) per diluted share, for the corresponding period last year.

Non-GAAP net income was $3.6 million, or $0.09 per diluted share, in the second quarter of 2008 compared to $3.1 million, or $0.07 per diluted share, in the first quarter of 2008 and $1.4 million, or $0.03 per diluted share, in the second quarter of 2007. Non-GAAP net income excludes (i) stock-based compensation expenses and (ii) amortization expenses related to the Nuera, Netrake and CTI Squared acquisitions. A reconciliation between net income on a GAAP basis and non-GAAP net income is provided in the tables that accompany the condensed consolidated financial statements contained in this release.

Net cash provided by operating activities was $4.0 million in the second quarter of 2008 compared to $2.7 million in the second quarter of 2007.

"We are very pleased to report yet another quarter of record revenues and growing profits, our fifth consecutive quarter of sequential growth," stated Shabtai Adlersberg, Chairman of the Board, President and CEO of AudioCodes. "In the second quarter of 2008 we enjoyed continued momentum in our networking business which grew 10% sequentially and over 25% year-over-year."

"This quarter we made an important step to diversify and grow our market reach and product offerings by introducing the Mediant(tm) 1000 Multi-Service Business Gateway (MSBG), our first converged voice and data services customer premises equipment (CPE) product. The Mediant 1000 MSBG integrates a VoIP media gateway with an enterprise level session border controller and data services such as switching, routing and security. The MSBG product provides us with access to a new market segment which is estimated by In-Stat, a market research firm, to be approximately $500 million in 2008 and predicted to grow 30% annually to above $1 billion by 2011," continued Mr. Adlersberg.

"With progress made this quarter in new product initiatives and improved budget and expense control, we believe we have set a strong foundation for further success in coming years," concluded Mr. Adlersberg.

AudioCodes repurchased approximately 1.8 million of its ordinary shares during the second quarter of 2008 at a cost of $7.2 million. In the first half of 2008, AudioCodes has repurchased a total of 2.8 million ordinary shares at a total cost of $11.4 million under the current stock repurchase program which authorized the Company to purchase up to 4,000,000 AudioCodes ordinary shares, or the equivalent of approximately 10% of the Company's outstanding share capital.

Cash and cash equivalents, short-term and long-term marketable securities, short-term and long-term bank deposits and structured notes were $147.3 million as of June 30, 2008 compared to $137.6 million as of March 31, 2008, and $130.5 million as of June 30, 2007. During the second quarter, AudioCodes borrowed $15.0 million from a bank.

Conference Call & Web cast Information

AudioCodes will conduct a conference call at 9:00 A.M., Eastern Daylight Time on Wednesday, July 30, 2008 to discuss the second quarter financial results. The conference call will be simultaneously Web cast. Investors are invited to listen to the call live via Web cast at the AudioCodes corporate website at www.audiocodes.com.

About AudioCodes

AudioCodes Ltd. (Nasdaq:AUDC) provides innovative, reliable and cost-effective Voice over IP (VoIP) technology, Voice Network Products, and Value Added Applications to Service Providers, Enterprises, OEMs, Network Equipment Providers and System Integrators worldwide. AudioCodes provides a diverse range of flexible, comprehensive media gateway, and media processing enabling technologies based on VoIPerfect(tm) -- AudioCodes' underlying, best-of-breed, core media architecture. The company is a market leader in VoIP equipment, focused on VoIP Media Gateway, Media Server, Session Border Controllers (SBC), Security Gateways and Value Added Application network products. AudioCodes has deployed tens of millions of media gateway and media server channels globally over the past ten years and is a key player in the emerging best-of-breed, IMS based, VoIP market. The Company is a VoIP technology leader focused on quality and interoperability, with a proven track record in product and network interoperability with industry leaders in the Service Provider and Enterprise space. AudioCodes Voice Network Products feature media gateway and media server platforms for packet-based applications in the converged, wireline, wireless, broadband access, cable, enhanced voice services, video, and Enterprise IP Telephony markets. AudioCodes' headquarters and R&D are located in Israel with an additional R&D facility in the U.S. Other AudioCodes' offices are located in Europe, India, the Far East, and Latin America. For more information on AudioCodes, visit http://www.audiocodes.com.

Statements concerning AudioCodes' business outlook or future economic performance; 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: the effect of global economic conditions in general and conditions in AudioCodes' industry and target markets in particular; shifts in supply and demand; market acceptance of new products and continuing products' demand; the impact of competitive products and pricing on AudioCodes' and its customers' products and markets; timely product and technology development/upgrades and the ability to manage changes in market conditions as needed; possible disruptions from acquisitions and other factors detailed in AudioCodes' filings with the Securities and Exchange Commission. AudioCodes assumes no obligation to update the information in this release.

AudioCodes, AC, Ardito, AudioCoded, NetCoder, TrunkPack, VoicePacketizer, MediaPack, Stretto, Mediant, VoIPerfect and IPmedia, OSN, Open Solutions Network, What's Inside Matters, Your Gateway To VoIP, 3GX and Nuera, Netrake, InTouch, CTI(2) and CTI Squared are trademarks or registered trademarks of AudioCodes Limited. All other products or trademarks are property of their respective owners.



 AUDIOCODES LTD. AND ITS SUBSIDIARIES
 CONDENSED CONSOLIDATED BALANCE SHEETS
 ---------------------------------------------------------------------
 U.S. dollars in thousands

                                                June 30,   December 31,
                                                  2008        2007
                                              -----------  -----------
                                              (Unaudited)
                                              -----------  -----------
  ASSETS

 CURRENT ASSETS:
  Cash and cash equivalents                   $    40,016  $    75,063
  Short-term bank deposits                         76,075       18,065
  Short-term marketable securities and
   accrued interest                                 4,073       17,244
  Trade receivables, net                           29,708       25,604
  Other receivables and prepaid expenses            5,853        6,592
  Inventories                                      19,995       18,736
                                              -----------  -----------

 Total current assets                             175,720      161,304
                                              -----------  -----------

 LONG-TERM INVESTMENTS:
  Long-term bank deposits                          27,109       32,670
  Investments in companies                          2,026        1,343
  Deferred tax assets                               2,058        2,058
  Severance pay funds                              11,871        9,799
                                              -----------  -----------

 Total long-term investments                       43,064       45,870
                                              -----------  -----------

 PROPERTY AND EQUIPMENT, NET                        7,361        7,094
                                              -----------  -----------

 INTANGIBLE ASSETS, DEFERRED CHARGES AND
  OTHER, NET
                                                   17,043       19,007
                                              -----------  -----------

 GOODWILL                                         111,212      111,212
                                              -----------  -----------

 Total assets                                 $   354,400  $   344,487
                                              ===========  ===========

   LIABILITIES AND SHAREHOLDERS' EQUITY

 CURRENT LIABILITIES:

 Current maturities of long-term bank loans   $     3,000  $        --
 Trade payables                                    12,129        8,849
 Other payables and accrued expenses               24,405       28,780


 Total current liabilities                         39,534       37,629
                                              -----------  -----------

 ACCRUED SEVERANCE PAY                             13,121       11,168
                                              -----------  -----------

 LONG-TERM BANK LOANS                              12,000           --
                                              -----------  -----------

 SENIOR CONVERTIBLE NOTES                         121,291      121,198
                                              -----------  -----------

 Total shareholders' equity                       168,454      174,492
                                              -----------  -----------

 Total liabilities and shareholders' equity   $   354,400  $   344,487
                                              ===========  ===========


 AUDIOCODES LTD. AND ITS SUBSIDIARIES
 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 ---------------------------------------------------------------------
 In thousands, except share and per share data

                                 Six months ended   Three months ended
                                     June 30,            June 30,
                                ------------------  ------------------
                                  2008      2007      2008      2007
                                --------  --------  --------  --------
                                    (Unaudited)         (Unaudited)
                                ------------------  ------------------

 Revenues                       $ 89,390  $ 74,987  $ 45,651  $ 38,444

 Cost of revenues                 39,120    32,881    19,996    16,906
                                --------  --------  --------  --------

 Gross profit                     50,270    42,106    25,655    21,538

 Operating expenses:
  Research and development, net   19,980    20,381     9,744    10,345
  Selling and marketing           23,343    21,750    11,783    10,910
  General and administrative       4,821     4,726     2,321     2,171
                                --------  --------  --------  --------

 Total operating expenses         48,144    46,857    23,848    23,426
                                --------  --------  --------  --------

 Operating income (loss)           2,126    (4,751)    1,807    (1,888)
 Financial income, net               895     1,270       337       766
                                --------  --------  --------  --------

 Income (loss) before taxes on
  income                           3,021    (3,481)    2,144    (1,122)
 Income taxes                        284       842       144        80
 Equity in losses of affiliated
  companies                          633       533       353       204
                                --------  --------  --------  --------

 Net income (loss)              $  2,104  $ (4,856) $  1,647  $ (1,406)
                                ========  ========  ========  ========

 Basic net earnings (loss) per
  share                         $   0.05  $  (0.11) $   0.04  $  (0.03)
                                ========  ========  ========  ========

 Diluted net earnings (loss)
  per share                     $   0.05  $  (0.11) $   0.04  $  (0.03)
                                ========  ========  ========  ========

 Weighted average number of
  shares used in computing basic
  net earnings per share
  (in thousands)                  42,210    42,416    41,410    42,519
                                ========  ========  ========  ========

 Weighted average number of
  shares used in computing
  diluted net earnings per share
  (in thousands)                  42,694    42,416    41,873    42,519
                                ========  ========  ========  ========


 AUDIOCODES LTD. AND ITS SUBSIDIARIES
 NON-GAAP PROFORMA STATEMENTS OF OPERATIONS
 ---------------------------------------------------------------------
 In thousands, except share and per share data

                                 Six months ended   Three months ended
                                     June 30,            June 30,
                                ------------------  ------------------
                                  2008      2007      2008      2007
                                --------  --------  --------  --------
                                    (Unaudited)         (Unaudited)
                                ------------------  ------------------

 Revenues                       $ 89,390  $ 74,987  $ 45,651  $ 38,444

 Cost of revenues *) **)          37,823    31,171    19,374    16,025
                                --------  --------  --------  --------

 Gross profit                     51,567    43,816    26,277    22,419

 Operating expenses:
  Research and development,
   net *)                         18,883    18,795     9,364     9,594
  Selling and marketing *) **)    21,531    19,363    10,959     9,764
  General and administrative *)    4,423     4,370     2,166     2,160
                                --------  --------  --------  --------

 Total operating expenses         44,837    42,528    22,489    21,518
                                --------  --------  --------  --------

 Operating income                  6,730     1,288     3,788       901
 Financial income, net               895     1,270       337       766
                                --------  --------  --------  --------

 Income before taxes on income     7,625     2,558     4,125     1,667
 Income taxes, net **)               284       136       144        80
 Equity in losses of affiliated
  companies                          633       533       353       204
                                --------  --------  --------  --------

 Non-GAAP net income            $  6,708  $  1,889  $  3,628  $  1,383
                                ========  ========  ========  ========

 Non-GAAP diluted net earnings
  per share                     $   0.16  $   0.04  $   0.09  $   0.03
                                ========  ========  ========  ========

 Weighted average number of
  shares used in computing
  non-GAAP diluted net earnings
  per share (in thousands)        42,694    43,664    41,887    43,481
                                ========  ========  ========  ========


 *)  Excluding stock-based compensation expenses related to options
 granted to employees and others as a result of the adoption of SFAR
 123R as of January 1, 2006

 **) Excluding amortization of intangible assets related to the
 acquisitions of Nuera and Netrake during the third quarter of 2006 and
 to the acquisition of CTI Squared during the second quarter of 2007.

 Note: Non-GAAP measures should be considered in addition to, and not
 as a substitute for, the results prepared in accordance with GAAP. The
 Company believes that non-GAAP information is useful because it can
 enhance the understanding of its ongoing economic performance and
 therefore uses internally this non-GAAP information to evaluate and
 manage its operations. The Company has chosen to provide this
 information to investors to enable them to perform comparisons of
 operating results in a manner similar to how the Company analyzes its
 operating results and because many comparable companies report this
 type of information as well.


 AUDIOCODES LTD. AND ITS SUBSIDIARIES
 RECONCILIATION BETWEEN GAAP NET INCOME AND NON-GAAP NET INCOME
 ---------------------------------------------------------------------
 In thousands, except per share data

                                 Six months ended   Three months ended
                                     June 30,            June 30,
                                ------------------  ------------------
                                  2008      2007      2008      2007
                                --------  --------  --------  --------
                                    (Unaudited)         (Unaudited)
                                ------------------  ------------------
 GAAP Net income (loss)         $  2,104  $ (4,856) $  1,647  $ (1,406)
                                ========  ========  ========  ========
 GAAP Diluted earnings (loss)
  per share                     $   0.05  $  (0.11) $   0.04  $  (0.03)
                                ========  ========  ========  ========

 Cost of revenues:
  Stock-based compensation (*)       228       331        88       161
  Amortization expenses(**)        1,069     1,379       534       720
                                --------  --------  --------  --------

                                   1,297     1,710       622       881
 Research and development, net:
  Stock-based compensation (*)     1,097     1,586       380       751

 Selling and marketing:
  Stock-based compensation (*)
                                   1,290     1,865       563       885
  Amortization expenses(**)
                                     522       522       261       261
                                --------  --------  --------  --------
                                   1,812     2,387       824     1,146
 General and administrative:
  Stock-based compensation (*)       398       356       155        11

 Income tax effect(**)                --       706        --        --
                                --------  --------  --------  --------

 Non-GAAP Net income            $  6,708  $  1,889  $  3,628  $  1,383
                                ========  ========  ========  ========
 Non-GAAP Diluted earnings per
  share                         $   0.16  $   0.04  $   0.09  $   0.03
                                ========  ========  ========  ========


 *) Stock-based compensation expenses related to options granted to
 employees and others as a result of the adoption of SFAR 123R as of
 January 1, 2006.

 **) Amortization of intangible assets related to the acquisitions of
 Nuera and Netrake during the third quarter of 2006 and to the
 acquisition of CTI Squared during the second quarter of 2007.

 Note: Non-GAAP measures should be considered in addition to, and not
 as a substitute for, the results prepared in accordance with GAAP. The
 Company believes that non-GAAP information is useful because it can
 enhance the understanding of its ongoing economic performance and
 therefore uses internally this non-GAAP information to evaluate and
 manage its operations. The Company has chosen to provide this
 information to investors to enable them to perform comparisons of
 operating results in a manner similar to how the Company analyzes its
 operating results and because many comparable companies report this
 type of information.



 AUDIOCODES LTD. AND ITS SUBSIDIARIES
 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
 ---------------------------------------------------------------------
 U.S. dollars in thousands

                               Six months ended     Three months ended
                                   June 30,              June 30,
                             -------------------   -------------------
                               2008       2007       2008       2007
                             --------   --------   --------   --------
                                 (Unaudited)          (Unaudited)
                             -------------------   -------------------
 Cash flows from operating
  activities:
 -------------------------
  Net income (loss)          $  2,104   $ (4,856)  $  1,647   $ (1,406)
  Adjustments required to
   reconcile net income to
   net cash provided by
   operating activities:
   Depreciation and
    amortization                3,855      4,049      1,939      1,975
   Net loss from sale of
    marketable securities          --         --         --         --
   Amortization of marketable
    securities premiums and
    accretion of
    discounts, net                (16)        53         (7)        17
   Equity in losses of
    affiliated companies          633        533        353        204
   Increase (decrease) in
    accrued severance
    pay, net                     (119)       227       (268)       (21)
   Stock-based compensation
    expenses                    3,013      4,138      1,186      1,808
   Amortization of senior
    convertible notes
    discount and
    deferred charges              102        100         51         50

   Decrease (increase) in
    accrued interest on
    marketable securities,
    bank deposits and
    structured notes              (99)      (319)       163       (206)
   Increase in deferred
    tax assets                     --       (347)        --       (210)
   Decrease (increase) in
    trade receivables, net     (4,104)     5,126     (5,495)     1,980
   Decrease (increase) in
    other receivables and
    prepaid expenses             (206)      (633)       442        272
   Decrease (increase) in
    inventories                (1,259)    (3,729)       915     (1,791)
   Increase (decrease) in
    trade payables              3,280        432      2,596     (1,011)
   Increase (decrease) in
    other payables and
    accrued expenses              625     (4,811)       449      1,048
   Increase in deferred
    tax liabilities                --        706         --         --
   Other                           --          4         --          3
                             --------   --------   --------   --------

 Net cash provided by
  operating activities          7,809        673      3,971      2,712
                             --------   --------   --------   --------

 Cash flows from
  investing activities:
 -------------------------
  Proceeds from sale and
   maturity of marketable
   securities                  13,000     16,600      2,000      7,800
  Proceeds from sale
   of bank deposits            18,094     25,000     10,029         --
  Investments in companies     (1,316)      (538)      (731)      (338)
  Payment for acquisition
   of CTI Squared*)            (5,000)    (4,897)        --     (4,397)
  Purchase of property
   and equipment               (2,167)    (1,352)    (1,251)      (474)
  Investment in
   short-term deposit         (70,104)        --    (70,075)        --
  Investment in
   long-term deposit             (255)   (11,000)      (255)   (11,000)
                             --------   --------   --------   --------

 Net cash provided by
  (used in) investing
  activities                  (47,748)    23,813    (60,283)    (8,409)
                             --------   --------   --------   --------

 Cash flows from financing
  activities:
 -------------------------
 Repurchase of shares         (11,408)        --     (7,186)        --
 Increase in current 
  maturities of long-term 
  bank loans                    3,000         --      3,000         --
  Long-term bank loans
   received                    12,000         --     12,000         --
  Proceeds from issuance of
   shares upon exercise of
   options and employee stock
   purchase plan                1,300      2,730         81        255
                             --------   --------   --------   --------

 Net cash provided by
  financing activities          4,892      2,730      7,895        255
                             --------   --------   --------   --------

 Increase (decrease) in cash
  and cash equivalents        (35,047)    27,216    (48,417)    (5,442)
 Cash and cash equivalents at
  the beginning of the period  75,063     25,171     88,433     57,829
                             --------   --------   --------   --------

 Cash and cash equivalents 
  at the end of the period   $ 40,016   $ 52,387   $ 40,016   $ 52,387
                             ========   ========   ========   ========

 *) Excluding cash and cash equivalents


            

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