Contact Name
UNITED
STATES
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
For
the
month of November 2006
Commission
File Number: 0-30628
ALVARION
LTD.
(Translation
of registrant’s name into English)
21A
Habarzel Street, Tel Aviv 69710, Israel
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Form 20-F þ
Form
40-F o
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1): ____
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7): ____
Indicate
by check mark whether by furnishing the information contained in this Form,
the
registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes o
No
þ
If
“Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-___________
The
following are included in this report on Form 6-K:
| Exhibit |
Description |
Sequential
Page
Number
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1.
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Press
release on ALVARION
REPORTS THIRD QUARTER 2006 RESULTS
dated
November
2,
2006
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4
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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.
ALVARION
LTD.
Date:
November 2nd, 2006
By:
/s/ Tzvika
Friedman
Name:
Tzvika
Friedman
EXHIBIT
1
Contacts
Dafna
Gruber, CFO Carmen
Deville
+972
3
645 6252 +760-517-3188
+760-517-3187
dafna.gruber@alvarion.com carmen.deville@alvarion.com
FOR
IMMEDIATE RELEASE
ALVARION
REPORTS THIRD QUARTER 2006 RESULTS
TEL
AVIV, Israel - November 2, 2006 - Alvarion Ltd. (NASDAQ:
ALVR),
the
leading provider of wireless broadband solutions and specialized mobile
networks, today announced financial results for the third quarter ended
September 30, 2006.
Q3
highlights:
| |
¨
|
Continued
revenue growth, reaching $54 million in
Q3
|
| |
¨
|
Returning
to non-GAAP profitability; $0.02 non-GAAP EPS, GAAP loss of $(0.03)
per
share
|
| |
¨
|
Generated
$2 million cash flow from
operations
|
| |
¨
|
WiMAX
deployments exceed 100; trials increase to over
120
|
| |
¨
|
First
shipments of BreezeMAX in 2.3GHz and
2.5GHz
|
Revenue
for the third quarter reached $54.0 million, up 7% sequentially from $50.5
million in the second quarter of 2006. Revenue in Q3 2006 increased 20% from
$45.0 million in the third quarter of 2005.
On
a GAAP
basis, the company reported a net loss of $(2.0) million, or $(0.03) per share,
compared with a net loss of $(27.6) million, or $(0.45) per share in Q2 2006,
and a net loss of $(5.5) million, or $(0.09) per basic and diluted share in
the
third quarter of 2005.
Gross
margin was 48% in Q3 of 2006, exceeding the company’s target gross margin of
45%.
The
net
loss in Q3 2006 includes amortization of deferred stock compensation of $1.8
million and amortization of acquired intangibles of $1.1 million. The net loss
in Q2 2006 includes a non-cash goodwill impairment charge of $23.4 million.
In
addition, Q2 includes a restructuring charge of $1.1 million relating to the
reorganizing and refocusing of the cellular mobile unit around its GSM business.
Q2 net loss also includes amortization of deferred stock compensation of $1.7
million and amortization of acquired intangibles of $1.1 million. Q3 of 2005
includes amortization of deferred stock compensation of $11,000 and amortization
of acquired intangibles of $1.1 million.
Excluding
amortization of acquired intangibles and deferred stock compensation, and one
time charges, on a non-GAAP basis, Q3 2006 resulted in a net profit of $954,000,
or $0.02 per diluted share, compared with a non-GAAP net loss of ($242,000),
or
($0.00) per share in the second quarter of 2006, and a non-GAAP net loss of
$(4.4) million, or $(0.07) per share in Q3 2005.
For
supplemental information to facilitate evaluation of the impact of non-cash
charges and comparisons with historical results, see the attached table showing
the detailed reconciliation of GAAP to non-GAAP for Q3 2006.
Comments
of Management
“We
improved our business and financial results this quarter,” said Tzvika Friedman,
President and CEO of Alvarion. “Revenues grew 7% sequentially, we returned to
profitability on a non-GAAP basis, we maintained strong gross margin, we reduced
inventory and days sales outstanding and generated $2 million in cash flow.
“In
parallel we continued our business success and grew our WiMAX customer base
and
orders. These initial WiMAX orders are still relatively small, but the size
is
less important than the fact that we are establishing important customer
relationships and enabling operators to deploy a full-featured solution
immediately that can evolve along with their business model. We believe that
having a positive experience with a reliable, field-proven solution improves
our
competitive position compared with large vendors entering the BWA market for
the
first time with an unproven mobile WiMAX solution.
“WiMAX
accounted for a third of our revenue in Q3 with particular strength in Central
and Eastern Europe where we added new customers and large projects in Romania,
Poland, Ukraine, Bulgaria and other areas in the region over the last few
months. We currently have over 100 commercial deployments and 120 active WiMAX
trials. Bookings were very strong in Q3, and we expect good sequential
improvement in WiMAX in Q4. We see strong demand for unlicensed solutions,
particularly if the cost of licensed spectrum increases along with the
popularity of personal broadband.
“At
a
recent WiMAX Forum sponsored event, we validated how advanced our 802.16e-2005
technology is by interoperating with a variety of mobile WiMAX devices. We
believe that interoperability will be a critical factor in accelerating the
adoption of personal broadband and WiMAX technology, making certification of
802.16e-2005 solutions for all types of applications, including fixed and
nomadic, very important to our customers. Our aim is to be at the forefront
of
this process when it begins next year.
“We
are
making progress on developing our 4Motion™ ecosystem. We are in the process of
adding new local channel partners in key areas of the Asia Pacific region where
demand for personal broadband is expected to accelerate rapidly. We finalized
an
agreement with a
Taiwanese
manufacturer to work with us to produce customer premises equipment and PC
cards
to support personal broadband that we expect to be commercially available in
the
second half of 2007. We see availability of competitively-priced CPE as a major
engine for the adoption of WiMAX solutions. Therefore, we currently expect
our
overall BWA growth in 2007 to be about 15-20% over 2006, with the WiMAX
component growing at least 50%, and the balance of the product lines remaining
stable. In the longer term, we expect to see an acceleration of revenue growth
and operating leverage. In the meantime, we are allocating resources carefully
with the aim of gradually improving profitability while investing aggressively
in WiMAX.”
Q4
Guidance
The
Company’s revenue guidance for Q4 2006 is $52 million to $56 million. This Q4
guidance assumes significant growth in the broadband wireless access business
and a lower revenue contribution from the cellular mobile business unit of
about
$5 million compared with a contribution of $10 million in Q3 from this unit.
At
this revenue range, non-GAAP per share results are expected to range between
$0.01 and $0.04; GAAP per share results are expected to range between ($0.01)
and ($0.04).
Alvarion’s
management will host a conference call today, Nov 2, at 9:00 a.m. Eastern time
to discuss the quarter. To participate in the call, please dial one of the
following numbers approximately five minutes prior to the scheduled start time:
USA: (612) 332-0718, International: +1-(612) 332-0718.
The
public is invited to listen to the live webcast of the conference call. For
details please visit Alvarion’s website at www.alvarion.com.
An
archive of the on-line broadcast will be available on the website. A replay
of
the call will be available from 11:45 a.m. EDT on November 2, 2006 through
11:59
p.m. EDT on November 9, 2006. To access the replay, please call USA: (320)
365-3844, International: +1 (320) 365-3844. To access the replay, users will
need to enter the following code: 845299.
About
Alvarion
With
more
than 2 million units deployed in 150 countries, Alvarion is the world’s leading
provider of innovative wireless network solutions enabling personal broadband
services to improve lifestyles and productivity with portable and mobile data,
VoIP, video and other applications. Providing systems to carriers, ISPs and
private network operators, the company also supplies solutions to extend
coverage of GSM and CDMA mobile networks to developing countries and other
hard
to serve areas.
Leading
the WiMAX revolution, Alvarion has the most extensive deployments and proven
product portfolio in the industry covering the full range of frequency bands
with both fixed and mobile solutions. Alvarion’s products enable the delivery of
business and residential broadband access, corporate VPNs, toll quality
telephony, mobile base station feeding, hotspot coverage
extension,
community interconnection, public safety communications, and mobile voice and
data. Alvarion works with several global OEM providers and more than 200 local
partners to support its diverse global customer base in solving their last-mile
challenges.
As
a
wireless broadband pioneer, Alvarion has been driving and delivering innovations
for more than 10 years from core technology developments to creating and
promoting industry standards. Leveraging its key roles in the IEEE and HiperMAN
standards committees and experience in deploying OFDM-based systems, the
Company's prominent work in the WiMAX Forum™ is focused on increasing the
widespread adoption of standards-based products in the wireless broadband market
and leading the entire industry to mobile WiMAX solutions. For more information,
visit Alvarion’s World Wide Web site at www.alvarion.com
This
press release contains forward -looking statements within the meaning of the
"safe harbor" provisions of the Private Securities Litigation Reform Act of
1995. These statements are based on the current expectations or beliefs of
Alvarion’s management and are subject to a number of factors and uncertainties
that could cause actual results to differ materially from those described in
the
forward -looking statements. The following factors, among others, could cause
actual results to differ materially from those described in the forward-looking
statements: the failure of the market for WIMAX products to develop as
anticipated; Alvarion’s inability to capture market share in the expected growth
of the WIMAX market as anticipated, due to, among other things, competitive
reasons or failure to execute in our sales, marketing or manufacturing
objectives; inability to further identify, develop and achieve success for
new
products, services and technologies; increased competition and its effect on
pricing, spending, third-party relationships and revenues; as well as the
inability to establish and maintain relationships with commerce, advertising,
marketing, and technology providers and other risks detailed from time to time
in filings with the Securities and Exchange Commission.
Information
set forth in this press release pertaining to third parties has not been
independently verified by Alvarion and is based solely on publicly available
information or on information provided to Alvarion by such third parties for
inclusion in this press release. The web sites appearing in this press release
are not and will not be included or incorporated by reference in any filing
made
by Alvarion with the Securities and Exchange Commission, which this press
release will be a part of.
You
may
request Alvarion's future press releases or a complete Investor Kit by
contacting Carmen Deville, Investor Relations: carmen.deville@alvarion.com
or
+1.650.314.2653.
ALVARION
Contacts
Dafna
Gruber, CFO
650
314
2652
+972-3-645
6252
dafna.gruber@alvarion.com
Carmen
Deville, Investor Relations
650
314
2653
carmen.deville@alvarion.com
7