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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/05/19 NICE Ltd. 20-F 12/31/18 110:12M Z-K Global Ltd/FA |
Document/Exhibit Description Pages Size 1: 20-F Annual Report by a Foreign Non-Canadian Issuer HTML 1.68M 2: EX-8.1 Opinion of Counsel re: Tax Matters -- exhibit_8-1 HTML 36K 5: EX-13.1 Annual or Quarterly Report to Security Holders -- HTML 34K exhibit_13-1 6: EX-13.2 Annual or Quarterly Report to Security Holders -- HTML 33K exhibit_13-2 3: EX-12.1 Statement re: Computation of Ratios -- HTML 41K exhibit_12-1 4: EX-12.2 Statement re: Computation of Ratios -- HTML 40K exhibit_12-2 7: EX-15.1 Letter re: Unaudited Interim Financial Info -- HTML 36K exhibit_15-1 14: R1 Document and Entity Information HTML 60K 15: R2 Consolidated Balance Sheets HTML 136K 16: R3 Consolidated Balance Sheets (Parenthetical) HTML 45K 17: R4 Consolidated Statements of Income HTML 141K 18: R5 Consolidated Statements of Comprehensive Income HTML 73K 19: R6 Consolidated Statements of Comprehensive Income HTML 38K (Parenthetical) 20: R7 Statements of Changes in Shareholders' Equity HTML 79K 21: R8 Statements of Changes in Shareholders' Equity HTML 37K (Parenthetical) 22: R9 Consolidated Statements of Cash Flows HTML 147K 23: R10 General HTML 53K 24: R11 Significant Accounting Policies HTML 206K 25: R12 Short-Term and Long-Term Investments HTML 125K 26: R13 Prepaid Expenses and Other Current Assets HTML 46K 27: R14 Other Long-Term Assets HTML 43K 28: R15 Property and Equipment, Net HTML 57K 29: R16 Other Intangible Assets, Net HTML 62K 30: R17 Goodwill HTML 64K 31: R18 Accrued Expenses and Other Liabilities HTML 46K 32: R19 Derivative Instruments HTML 110K 33: R20 Commitments and Contingent Liabilities HTML 52K 34: R21 Taxes on Income HTML 197K 35: R22 Shareholders' Equity HTML 150K 36: R23 Long Term Debt HTML 96K 37: R24 Reportable Segments and Geographical Information HTML 108K 38: R25 Selected Statements of Income Data HTML 110K 39: R26 Significant Accounting Policies (Policies) HTML 287K 40: R27 General (Tables) HTML 38K 41: R28 Significant Accounting Policies (Tables) HTML 135K 42: R29 Short-Term and Long-Term Investments (Tables) HTML 128K 43: R30 Prepaid Expenses and Other Current Assets (Tables) HTML 47K 44: R31 Other Long-Term Assets (Tables) HTML 43K 45: R32 Property and Equipment, Net (Tables) HTML 56K 46: R33 Other Intangible Assets, Net (Tables) HTML 63K 47: R34 Goodwill (Tables) HTML 64K 48: R35 Accrued Expenses and Other Liabilities (Tables) HTML 45K 49: R36 Derivative Instruments (Tables) HTML 110K 50: R37 Commitments and Contingent Liabilities (Tables) HTML 41K 51: R38 Taxes on Income (Tables) HTML 185K 52: R39 Shareholders' Equity (Tables) HTML 145K 53: R40 Long Term Debt (Tables) HTML 90K 54: R41 Reportable Segments and Geographical Information HTML 114K (Tables) 55: R42 Selected Statements of Income Data (Tables) HTML 113K 56: R43 General (Narrative) (Details) HTML 95K 57: R44 General (Schedule of Pro Forma Financial HTML 38K Information) (Details) 58: R45 Significant Accounting Policies (Narrative) HTML 83K (Details) 59: R46 Significant Accounting Policies (Schedule of HTML 44K Property and Equipment Depreciation Rates) (Details) 60: R47 Significant Accounting Policies (Schedule of Other HTML 48K Intangible Assets Depreciation Rates) (Details) 61: R48 Significant Accounting Policies (Schedule of HTML 59K Components of Accumulated Other Comprehensive Income) (Details) 62: R49 Significant Accounting Policies (Schedule of HTML 69K Cumulative Balance Sheet Adjustments - Adoption of Topic 606) (Details) 63: R50 Significant Accounting Policies (Schedule of HTML 70K Adoption on the Consolidated Statement of Income) (Details) 64: R51 Short-Term and Long-Term Investments (Summary of HTML 52K Amortized Costs, Gross Unrealized Gains and Losses and Estimated Fair Values of Available-For-Sale Marketable Securities) (Details) 65: R52 Short-Term and Long-Term Investments (Scheduled HTML 49K Maturities of Available-For-Sale Marketable Securities) (Details) 66: R53 Short-Term and Long-Term Investments (Summary of HTML 61K Continuous Unrealized Losses and Fair Values) (Details) 67: R54 Prepaid Expenses and Other Current Assets HTML 53K (Schedule of Other Receivables and Prepaid Expenses) (Details) 68: R55 Other Long-Term Assets (Schedule of Other HTML 40K Long-Term Assets) (Details) 69: R56 Property and Equipment, Net (Details) HTML 61K 70: R57 Other Intangible Assets, Net (Narrative) (Details) HTML 38K 71: R58 Other Intangible Assets, Net (Schedule of HTML 47K Definite-Lived Other Intangible Assets) (Details) 72: R59 Other Intangible Assets, Net (Schedule of HTML 46K Estimated Amortization Expense) (Details) 73: R60 Goodwill (Narrative) (Details) HTML 37K 74: R61 Goodwill (Schedule of Goodwill) (Details) HTML 49K 75: R62 Accrued Expenses and Other Liabilities (Components HTML 49K of Accrued Expenses and Other Liabilities) (Details) 76: R63 Derivative Instruments (Schedule of Derivative HTML 58K Instruments in Statement of Financial Position, Fair Value) (Details) 77: R64 Derivative Instruments (Schedule of Outstanding HTML 49K Derivative Instruments) (Details) 78: R65 Derivative Instruments (Effect of Derivative HTML 49K Instruments in Cash Flow Hedging Relationship on Income and Other Comprehensive Income) (Details) 79: R66 Commitments and Contingent Liabilities (Lease HTML 64K Commitments) (Details) 80: R67 Commitments and Contingent Liabilities (Other HTML 36K Commitments) (Details) 81: R68 Commitments and Contingent Liabilities (Legal HTML 44K Proceedings) (Details) 82: R69 Taxes on Income (Narrative) (Details) HTML 109K 83: R70 Taxes on Income (Schedule of Deferred Tax Assets HTML 81K and Liabilities) (Details) 84: R71 Taxes on Income (Schedule of Effective Income Tax HTML 74K Rate Reconciliation) (Details) 85: R72 Taxes on Income (Schedule of Income before Income HTML 37K Tax, Domestic And Foreign) (Details) 86: R73 Taxes on Income (Schedule of Taxes on Income) HTML 46K (Current and Deferred) (Details) 87: R74 Taxes on Income (Schedule of Taxes on Income) HTML 41K (Domestic and Foreign) (Details) 88: R75 Taxes on Income (Reconciliation of Unrecognized HTML 45K Tax Benefits) (Details) 89: R76 Shareholders' Equity (Narrative) (Details) HTML 68K 90: R77 Shareholders' Equity (Schedule of Option Fair HTML 52K Value Assumptions) (Details) 91: R78 Shareholders' Equity (Schedule of Stock Option HTML 79K Activity) (Details) 92: R79 Shareholders' Equity (Schedule of Options HTML 82K Outstanding by Exercise Price Range) (Details) 93: R80 Shareholders' Equity (Summary of Restricted Stock HTML 51K Units Activity) (Details) 94: R81 Shareholders' Equity (Schedule of Equity-Based HTML 46K Compensation Expense) (Details) 95: R82 Long Term Debt (Narrative) (Details) HTML 89K 96: R83 Long Term Debt (Schedule of Component of Term Debt HTML 42K Liability) (Details) 97: R84 Long Term Debt (Schedule of Interest Expense HTML 43K Recognized) (Details) (Usd $) 98: R85 Long Term Debt (Schedule of Outstanding HTML 46K Exchangeable) (Details) 99: R86 Long Term Debt (Schedule of Carring Values) HTML 44K (Details) (Usd $) 100: R87 Long Term Debt (Schedule of Interest Expense HTML 46K Related) (Details) 101: R88 Reportable Segments and Geographical Information HTML 48K (Financial Information of The Company's Reportable Segments) (Details) 102: R89 Reportable Segments and Geographical Information HTML 43K (Schedule of Long-Lived Assets) (Details) 103: R90 Reportable Segments and Geographical Information HTML 45K (Schedule of Total Revenues from External Customers by Geographical Areas) (Details) 104: R91 Reportable Segments and Geographical Information HTML 46K (Schedule of Property and Equipment) (Details) 105: R92 Selected Statements of Income Data (Schedule of HTML 42K Research and Development Costs, Net) (Details) 106: R93 Selected Statements of Income Data (Schedule of HTML 64K Financial Income and Other, Net) (Details) 107: R94 Selected Statements of Income Data (Schedule of HTML 58K Net Earnings Per Share) (Details) 109: XML IDEA XML File -- Filing Summary XML 214K 108: EXCEL IDEA Workbook of Financial Reports XLSX 130K 8: EX-101.INS XBRL Instance -- nice-20181231 XML 3.96M 10: EX-101.CAL XBRL Calculations -- nice-20181231_cal XML 336K 11: EX-101.DEF XBRL Definitions -- nice-20181231_def XML 946K 12: EX-101.LAB XBRL Labels -- nice-20181231_lab XML 1.72M 13: EX-101.PRE XBRL Presentations -- nice-20181231_pre XML 1.28M 9: EX-101.SCH XBRL Schema -- nice-20181231 XSD 260K 110: ZIP XBRL Zipped Folder -- 0001178913-19-001056-xbrl Zip 269K
(Exact name of Registrant as specified in its charter)
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(Translation of Registrant’s name into English)
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(Jurisdiction of incorporation or organization)
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(Address of principal executive offices)
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(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)
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Title of Each Class
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Name of Each Exchange
On Which Registered
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American Depositary Shares, each representing
one Ordinary Share, par value one
New Israeli Shekel per share
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NASDAQ Global Select Market
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(Title of Class)
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(Title of Class)
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Page
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1
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1
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1
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29
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56
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56
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75
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91
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92
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93
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93
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113
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116
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118
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118
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118
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Item 16.
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[Reserved]
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119
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119
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119
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120
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120
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120
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120
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121
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122
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F-1
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Year Ended December 31,
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||||||||||||||||||||
2015
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2016
|
2017
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2018
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|||||||||||||||||
(U.S. dollars in thousands, except per share data)
|
||||||||||||||||||||
OPERATING DATA:
|
||||||||||||||||||||
Revenues
|
||||||||||||||||||||
Products
|
$
|
289,560
|
$
|
317,900
|
$
|
306,252
|
$
|
318,946
|
$
|
263,805
|
||||||||||
Services
|
543,548
|
573,033
|
623,783
|
652,040
|
719,531
|
|||||||||||||||
Cloud
|
38,887
|
35,934
|
85,507
|
361,166
|
461,183
|
|||||||||||||||
Total revenues
|
871,995
|
926,867
|
1,015,542
|
1,332,152
|
1,444,519
|
|||||||||||||||
Cost of revenues
|
||||||||||||||||||||
Products
|
63,919
|
66,363
|
53,032
|
51,065
|
31,065
|
|||||||||||||||
Services
|
226,499
|
222,783
|
250,022
|
225,020
|
229,671
|
|||||||||||||||
Cloud
|
13,093
|
14,436
|
34,679
|
192,588
|
236,079
|
|||||||||||||||
Total cost of revenues
|
303,511
|
303,582
|
337,733
|
468,673
|
496,815
|
|||||||||||||||
Gross profit
|
568,484
|
623,285
|
677,809
|
863,479
|
947,704
|
|||||||||||||||
Operating expenses:
|
||||||||||||||||||||
Research and development, net
|
123,141
|
128,485
|
141,528
|
181,107
|
183,830
|
|||||||||||||||
Selling and marketing
|
231,097
|
225,817
|
268,349
|
361,328
|
370,659
|
|||||||||||||||
General and administrative
|
83,360
|
90,349
|
116,569
|
129,071
|
153,323
|
|||||||||||||||
Amortization of acquired intangible assets
|
19,157
|
12,528
|
17,187
|
41,902
|
42,276
|
|||||||||||||||
Restructuring expenses
|
5,435
|
-
|
-
|
-
|
-
|
|||||||||||||||
Total operating expenses
|
462,190
|
457,179
|
543,633
|
713,408
|
750,088
|
|||||||||||||||
Operating income
|
106,294
|
166,106
|
134,176
|
150,071
|
197,616
|
|||||||||||||||
Financial and other income (expense), net
|
3,765
|
5,304
|
10,305
|
(20,411
|
)
|
(10,901
|
)
|
|||||||||||||
Income before taxes on income
|
110,059
|
171,410
|
144,481
|
129,660
|
186,715
|
|||||||||||||||
Taxes on income (tax benefits)
|
9,909
|
30,832
|
21,412
|
(13,631
|
)
|
27,377
|
||||||||||||||
Net income from continuing operations
|
100,150
|
140,578
|
123,069
|
143,291
|
159,338
|
|||||||||||||||
Discontinued operations:
|
||||||||||||||||||||
Gain on disposal and income (loss) from discontinued operations
|
4,965
|
152,459
|
(8,235
|
)
|
-
|
-
|
||||||||||||||
Taxes on income (tax benefits)
|
2,040
|
34,206
|
(2,086
|
)
|
-
|
-
|
||||||||||||||
Net income from discontinued operations
|
2,925
|
118,253
|
(6,149
|
)
|
-
|
-
|
||||||||||||||
Net income
|
103,075
|
258,831
|
116,920
|
143,291
|
159,338
|
|||||||||||||||
Basic earnings per share from continuing operations
|
$
|
1.69
|
$
|
2.36
|
$
|
2.06
|
$
|
2.37
|
$
|
2.60
|
||||||||||
Basic earnings per share from discontinued operations
|
$
|
0.05
|
$
|
1.99
|
$
|
(0.10
|
)
|
$
|
-
|
$
|
-
|
|||||||||
Basic earnings per share
|
$
|
1.74
|
$
|
4.35
|
$
|
1.96
|
$
|
2.37
|
$
|
2.60
|
||||||||||
Weighted average number of shares used in computing basic earnings per share (in thousands)
|
59,362
|
59,552
|
59,667
|
60,444
|
61,387
|
|||||||||||||||
Diluted earnings per share from continuing operations
|
$
|
1.64
|
$
|
2.29
|
$
|
2.02
|
$
|
2.31
|
$
|
2.52
|
||||||||||
Diluted earnings per share from discontinued operations
|
$
|
0.05
|
$
|
1.93
|
$
|
(0.10
|
)
|
$
|
-
|
$
|
-
|
|||||||||
Diluted earnings per share
|
$
|
1.69
|
$
|
4.22
|
$
|
1.92
|
$
|
2.31
|
$
|
2.52
|
||||||||||
Weighted average number of shares used in computing diluted earnings per share (in thousands)
|
60,895
|
61,281
|
61,035
|
62,119
|
63,309
|
At December 31,
|
||||||||||||||||||||
2015
|
2016
|
2017
|
2018
|
|||||||||||||||||
(U.S. dollars in thousands)
|
||||||||||||||||||||
BALANCE SHEET DATA*:
|
||||||||||||||||||||
Working capital**
|
$
|
107,090
|
$
|
256,089
|
$
|
13,713
|
$
|
132,154
|
$
|
201,217
|
||||||||||
Total assets
|
1,632,952
|
1,849,613
|
2,631,876
|
2,845,086
|
3,207,366
|
|||||||||||||||
Shareholders’ equity
|
1,213,456
|
1,415,149
|
1,511,332
|
1,749,561
|
2,016,613
|
• |
governmental controls and regulations, including import or export license requirements, trade protection measures and changes in tariffs;
|
• |
compliance with applicable international and local laws, regulations and practices, including those related to trade compliance, anticorruption, data privacy and protection, tax, labor, employee benefits, customs, currency restrictions and other requirements;
|
• |
potential adverse tax consequences, including the complexities of foreign value added tax systems;
|
• |
require us to dedicate a substantial portion of our cash flow from operations to payments on our debt, thereby limiting the availability of our cash flow to fund working capital, capital expenditures and other general corporate purposes;
|
• |
expose us to interest rate fluctuations since the interest on the Credit Agreement is imposed at variable rates;
|
• |
make it more difficult for us to satisfy our obligations to our lenders, resulting in possible defaults on and acceleration of such debt;
|
• |
limit to some extent our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate;
|
• |
place us at a competitive disadvantage compared to our competitors that have less debt and comparable resources;
|
· |
Changes in expectations as to our future financial performance, including financial estimates by securities;
|
· |
Modification of hedge positions by counterparties to the hedge transactions we entered into simultaneously with the issuance of the Notes, including the possible entry into or unwinding of derivative transactions with respect to the ADSs or the purchase or sale of the ADSs or other NICE securities in secondary market transactions;
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· |
Market conditions in the industry and the general state of the securities markets, with particular emphasis on the technology and Israeli sectors of the securities markets; and
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· |
Our market-leading open customer experience cloud platform with an integrated suite application for omnichannel routing, workforce optimization and analytics, as well as our open Financial Crime and Compliance cloud platform. Both platforms embed analytics, automation and artificial intelligence, and are protected by a broad array of patents.
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· |
Our ability to provide solutions that cover all market segments, from small to mid-sized business to large scale Fortune 100 enterprises.
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· |
Our extensive portfolio of applications as well as a large partner ecosystem allow NICE’s customers to benefit from a wide range of both cloud and on-premises solutions.
|
· |
Our broad array of proprietary technologies and algorithms in the domains of automation, analytics, machine learning, speech-to-text, natural language processing, personality-based routing and others.
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· |
Our market leadership, which makes us a well-recognized brand and creates top-of-mind awareness for our solutions in our areas of operation.
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· |
Our loyal customer base: Today, more than 25,000 organizations in over 150 countries, including 85 of the Fortune 100 companies, use NICE solutions.
|
· |
Our ability to quickly drive mainstream adoption for innovative solutions and new technologies and trends, which we introduce to the market through our direct sales force and distribution network.
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· |
Our skilled employees and domain expertise in our core markets allows us to bring our customers the right solutions to address key business challenges and build strong customer partnerships.
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· |
Our access to data for improving our algorithms through machine learning and artificial intelligence, which relies on a combination of our expansive customer base, cloud deployments and domain expertise.
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· |
Our services, customer support and operations, which enable our customers to quickly enjoy the benefits of our solutions, with multiple deployment models in the cloud or on-premises throughout the world and support for full value realization and customer success.
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· |
Organizations prefer using open software platforms as the foundation for their applications. Open platforms provide unified and fully-integrated solutions that are all based on a shared framework of service, allowing for fast innovation, easy deployment, flexible functionality and an enhanced ecosystem of solution providers. Third party solutions can be easily added to extend the functionality of the platform to match a customer’s or industry specific needs.
|
· |
Cloud solutions are expanding and moving upmarket to enterprise companies. Cloud solutions have been popular mostly for small and mid-size organizations, allowing them to achieve flexible and cost-effective deployment models for their enterprise software. These include SaaS, Contact Center as a Service (“CCaaS”), Infrastructure as a Service, Platform as a Service, and other cloud-based solutions. By using cloud solutions, customers can scale their operation quickly and easily while paying only for the resources they use. We are now seeing larger, more complex corporate deployments in large to very large organizations, in part because cloud providers have improved their capabilities and are now able to meet such organization's requirements around security, scale, and other items.
|
· |
Consumers’ demand for a holistic omnichannel experience that is effortless and consistent across all touchpoints has become a standard requirement. While consumers move constantly between devices and channels, their expectation is for consistent experiences across all communication channels and a seamless transformation from one channel to another. They easily and often traverse these channels, depending on their task, location, time-of-day or even progress within a certain process. The number of channels is continuously growing, but the consumers keep viewing them all as one. Organizations are expected to quickly adapt to the large variety of channels as well to view them seamlessly in the same way their consumers do and offer a reliable and consistent experience across all touch points.
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· |
Organizations will rely more on analytics and AI to further improve customer experience as well as the general performance of the Contact Center. Organizations are increasingly adopting a customer-centric strategy to get better understanding of customer behaviors and gain insight into the omnichannel customer journey. Organizations are increasing the use of artificial intelligence empowered tools to achieve focused decisioning and real-time action solutions – being proactive and predictive. Front and back office functions seek to employ analytics to better optimize their operations. These tools include, among others, cognitive engagement solutions, like interactive communications, predictive analytics and machine learning.
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· |
Organizations are looking for ways to engage their employees in personalized and adaptive ways to improve workforce productivity and satisfaction. Contact Center employees are heterogenic with different needs and requirements. These employees, especially those that belong to the “millennial” generation, expect organizations to hear their voice and engage them individually. Successfully engaging and motivating these employees in a personalized manner reduces attrition levels, hiring and on boarding efforts and improves the experience level of the team, resulting in an improved experience for end-customers.
|
· |
Organizations look at Big Data technologies to analyze a wealth of information, derive new business insights and act in real time. Structured and unstructured data, from millions of omnichannel interactions and transactions, as well as customer feedback, open up an opportunity to gain deep insight and human understanding, uncovering customer and employee intentions and behavioral patterns. Organizations keep looking for ways to elevate their usage of Big Data and advance from glimpses of interactions and transactions to a meaningful understanding of behaviors, and to identify a customer’s underlying concerns. Furthermore, they strive to ensure compliance in real time, which is then translated into action and into providing the best solution and an accurate response.
|
· |
Automation and machine learning are increasingly used to enhance customer experience and efficiency. Smart and self-learning machines allow for the automated enhancement of real-time guidance and analytics-based insights (including speech and text analytics), behavior analytics and technique focused on profiling, trending and pattern detection. As a result, organizations increasingly use these technologies to provide faster and more efficient customer service.
|
· |
Chat and conversational bots are being deployed to contain and deflect calls and interactions into self-service. Organizations are looking for new and advanced digital means to improve customer satisfaction and reduce cost. Further development of intelligent bots will improve operational processes, ensure compliance with rules and regulations, increase flexibility in customer interactions with the contact center, as well as decrease error rate and wait time while providing a personalized experience. This technology will increase self-service channels containment and allow the human workforce to focus on more complex added value services.
|
· |
There is a growing awareness among companies, consumers and regulators of the value of personal information, and an increased concerned with how this data is being collected and stored. Organizations are required to gain and maintain trust with their customers, and governments are increasingly regulating the ways to gather and manage users' information. GDPR and CCPA (California Consumer Privacy Act) seem to be part of the global trend seeking to hold companies accountable for how they address privacy and data.
|
· |
Preventing financial crime and ensuring stringent compliance and evolving regulatory environments. Financial services regulators are calling for a fundamental change in the underlying culture of the entities that they regulate, in order to send a strong message that protecting an institution, its customers and its assets, is of primary importance. The need to ensure compliance with requirements for advanced technological solutions can be seen across customer interactions and financial services markets. Financial services organizations are increasingly being asked to document and prove to their regulators that the controls that are in place are working and effective. This is evidenced by substantial fines that have recently been levied against such institutions. Furthermore, the regulatory requirements are constantly evolving, requiring financial institutions to respond with solutions that are
up to date with the latest modifications.
|
· |
An unpredictable threat landscape environment. The growing number of data breaches and cyber security incidents puts increasing amounts of personally identifiable information and sensitive data at risk of exposure. This information can be used to open accounts that can be used for laundering money, terrorist financing, account fraud, market manipulation, social engineering, and more. Such potential risks threaten an organization’s reputation, as well as create large financial exposures due to both losses as well as fines. In addition, the large volumes of data, having to do with both internal and external threats, place an enormous operational burden on organizations dealing with threats. Having the ability to aggregate, analyze, compare, and decision those incidents and cases increasingly points to the need for a robust and comprehensive way in which cases are handled by large financial services organizations.
|
· |
An increasing need to control cost of compliance. The regulatory pressures and increasing threat landscape have driven a sharp increase in the number of risk and compliance personnel, which in turn have dramatically increased the cost of compliance. Organizations are turning to technology to allow them to control these costs without compromising their compliance adherence and while continuing to lower their exposure to financial crime.
|
· |
An integrated risk management platform is becoming more prevalent. The ever-expanding risk landscape and sophistication of financial criminals, as well as the need to keep costs in check, creates a growing need for a single view of financial crime-related risk, thereby allowing organizations to aggregate and analyze the different detection signals coming from throughout the financial services organization. Financial institutions are seeking a single platform that aggregates all such information from across the organization, with the capabilities to analyze it, act on it and present it in a single dashboard to both operations and executives.
|
· |
Process automation and machine learning are increasingly used to automate financial investigation tasks where it may not be necessary to have human involvement. This frees up investigators from low value, high volume manual tasks so that they may better focus on more important and strategic tasks. This leads to better resource utilization, increased accuracy and productivity, and improved return on investment.
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· |
Financial services providers are increasingly considering introducing Blockchain based solutions. Blockchain can provide high levels of security and transparency to financial transactions, as well as decrease costs through its decentralized structure. This decentralization can also help decrease financial risks, as each transaction is stored with a highly difficult to hack cryptographic mechanism. It can also support secure and transparent data sharing between financial organizations and the creation of consortiums.
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The shift to the cloud – we provide a cloud platform offering for both Customer Engagement as well as for Financial Crime and Compliance. This allows us to provide a broader set of functionalities with the strength of our integrated offering.
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Expanding our market share in the mid-market - our cloud platforms as well as our expanded partner network and our marketing and sales organizations allow us to reach and to serve smaller organizations in a more cost-effective way than in the past, significantly enhancing our market opportunity
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Adoption of artificial intelligence and automation – NICE expertise and technology in the domains of Machine Learning, Artificial Intelligence and Automation as well as our unique access to data to train these algorithms via our cloud offering, allows us to provide market leading solutions in these domains.
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Expanding our geographic footprint in selected locations where we can further grow and establish our presence.
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Offering a unified, open, cloud platform that combines omnichannel routing for voice and digital channels, IVR, self-service, customer journey analytics, adaptive WFO and automation: NICE inContact CXone™, a global leading cloud customer experience platform.
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Offering solutions to all customer touchpoints, as well as solutions that benefit back office operations, retail branches, and self-service channels with the ability to easily connect future channels.
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Offering our customers the possibility to extend our solutions through innovative third party solutions that they can self-select using our platform’s CXexchange application marketplace as part of our DEVone dedicated partner ecosystem.
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Leading cloud transformation across the entire Customer Engagement portfolio for all segments and regions to enhance flexibility, agility and lower TCO.
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Providing a comprehensive suite of customer service essentials, from predictive omnichannel routing and WFO to advanced analytics -based applications.
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Transforming the workforce through Adaptive Workforce Optimization (Adaptive WFO), by providing tools that understand the individual employee’s wants and needs, and empower and enhance the employee experience and engagement, in order to drive motivation and reduce attrition.
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Leveraging artificial intelligence and advanced process automation technologies to automate customer engagement and to dramatically reduce routine employee activities, while using our advanced analytics to identify processes suitable for automation.
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Applying advanced interaction analytics to better understand the customer personality and use Predictive Behavioral Routing to connect customers with contact center employees based on their personality styles.
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Analyzing individual customer journeys and operationalizing the insights extracted to create business value in real-time for customer experience stakeholders.
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Capturing customer feedback across all touch points, driving specific insights and taking action to address the needs of Customer Experience Officers and other stakeholders in the marketing department in order to improve customer loyalty and satisfaction.
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Extending Workforce Management functionality to proactively identify and solve staffing gaps, manage agent communication and adjust schedules.
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Delivering integrated financial crime and compliance solutions that help financial services organizations to identify issues faster and earlier.
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Providing X-Sight, a new platform for Financial Crime and Compliance solutions with data and analytics agility, driving forward the Autonomous Financial Crime Management vision and our ability to cross sell solutions, leveraging Big Data, machine learning, advanced automation and other technologies to help customers reduce the cost of operations while increasing their adherence and capturing more crime.
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Leveraging our cloud-based platform Essentials to expand our market reach to mid-size banks and financial institutions.
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Continuing to focus on tier 1 and tier 2 clients by providing them with solutions to meet their needs via cloud and on-premises models.
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Introducing cloud-based solutions to monitor procurement, payments, and travel and expense data within organizations
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Partnering with world-class consultancy and other firms to identify additional significant opportunities.
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Increasingly selling holistic solutions, combining Financial Crime and Compliance offerings with Customer Engagement offerings.
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Offering our solutions to verticals outside of the traditional financial services, such as gaming, energy, insurance, healthcare, industry regulators, government agencies, and alternative payments providers.
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Solutions and Capabilities
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Description
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Automatic Contact Distributor and Interactive Voice Response
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Ensures customer requests are routed to qualified agents or resolved with self-service through a skills-based omnichannel routing engine that provides a universal queue for real-time interaction management, and a consolidated interface with a seamlessly integrated IVR for routing strategies across all supported channels.
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Personal Connection
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Provides inside sales an easier way to attain quota by connecting with more prospects every day and customer service the ability to reduce inbound calls through personalized, low cost, and proactive outbound notifications.
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Customer Interaction Channels
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Enables contact centers to service customers via any channel, with extensive routing options, consolidated reporting and a state-of-the-art agent interface. Channels include inbound and outbound voice, callback, voicemail, email, chat, text/SMS, Social Media and work items. Other channels, such as video, are implemented using work items.
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Solutions and Capabilities
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Description
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CRM Integrations
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Delivers pre-built CRM integrations, such as Salesforce.com, and empowers agents to personalize omnichannel customer service. Provides seamless, bidirectional CRM integrations with the contact center that increase agent efficiency and independence by delivering a real-time 360-degree view of the customer.
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UCaaS Integrations
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Delivers pre-built or partner-provided integration with Unified Communication tools that enables seamless collaboration between contact center agents and experts in their organization. This easy to deploy integration provides a single solution for formal and informal contact center agents.
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Network and Voice Connectivity Solutions
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Includes Voice as a Service network connectivity suite that delivers flexible and reliable telephony services built specifically for the contact center. Offering a full range of telephony options, with guaranteed voice quality. Through proactive diagnostic tools and extensive telephony expertise we guarantee voice quality based on mean opinion score (MOS).
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APIs
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Empowers organizations to customize and integrate their contact center with other business critical solutions to create the optimal customer service environment.
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Solutions and Capabilities
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Description
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Compliance Omnichannel Recording
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Proactively captures and retains all customer interactions across multiple touch points to help ensure compliance with government regulations, such as the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”), Security Exchange Commission Rule 17a-4, the Health Insurance Portability and Accountability Act, the Sarbanes–Oxley Act, the Payment Card Industry Data Security Standard, the Financial Services Authority and Medicare Improvements for Patients and Providers Act, the General Data Protection Regulation (GDPR) as well as with internal policies. Compliance Recording is also an invaluable tool to resolve disputes, perform investigations and verify sales, as well as provide redundancy and disaster recovery capabilities to meet business continuity requirements.
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Compliance Center
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Powering organizations to manage all interactions compliance activities in one place in a smart and automated way. Compliance center enables detecting breaches, defining policies and carrying out audits relating to regulations such as PCI DSS, HIPAA, SEC, MIFID II, and GDPR. Compliance center includes compliance dashboards that provide an aggregated view on regulatory topics and a self-service policy management hub to see, manage and automate all compliance activities in one repository; it also includes an agent dedicated application to gain compliance insights, trigger real- time notifications to agents on recording assurance, audio loss and offers manual commands for PCI DSS with pause and resume.
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Trading Floor Compliance Solutions
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Enables organizations to capture, monitor and analyze interactions and transactions in real time, in order to proactively minimize risks, detect potential regulatory breaches, counter fraudulent activities, and improve investigative capabilities. These solutions deliver comprehensive, integrated capabilities to effectively manage the complex, ongoing, high-risk exchange of interactions and transactions between traders, firms and their counterparties.
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Communication Surveillance
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Monitors trading activity by analyzing conversations from trading turrets, fixed and mobile phones, email, text, instant messaging, chat and social media using speech analytics, machine-learning and natural language processing. It automatically highlights potential risks and enables compliance officers and analysts to see emerging trends so that compliance breaches and fraud can be averted whilst keeping false positives at a minimum. It also enables organizations to meet global regulatory requirements with fully auditable workflows and reporting functionality that fulfill the needs for a robust supervision and investigation process.
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Complaint Management
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Enables organizations to use analytics to identify interactions at risk and manage the process of handling the complaint.
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Compliance and Script Adherence
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Monitors agent interactions, searches for any phrase, at any time, and utilizes the phrases in issue resolution and training exercises. Incorporates real-time monitoring and alerting to guide towards required behaviors. Knows which calls are contained in the audio and helps ensure reading for an audit.
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Solutions and Capabilities
|
Description
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Contact Center Omnichannel Recording
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Provides comprehensive omnichannel interaction recording: voice, video, chat, email, and social media and is integrated with all telephony environments and hybrid networks. It delivers all the advantages of a thorough and robust recording platform over a fully dedicated and operated public or private cloud designed for high availability and redundancy.
Supports thousands of concurrent IP streams: capturing, forwarding in real time, recording and archiving in a single platform while ensuring customer safety and minimizing organizational risks, with its encompassing compliance solution, certified for PCI DSS3 and HIPAA.
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Performance Management
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Maps enterprise business objectives to group and individual goals, and tracks and reports performance. It also automates critical managerial activities, including data analysis, identification of improvement areas, employee coaching, recognition, and performance improvement, allowing front-line managers to become more effective and efficient in developing their teams. Performance Management also includes unique capabilities, such as gamification, to engage and motivate and align employees around common and personalized business goals.
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Workforce Management
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Forecasts an organization’s interactions load, using sophisticated artificial intelligence algorithms, schedules agent shifts across multiple sites with appropriate skills to manage and optimize the level of customer service resources in multi-skilled environments. It measures agent and team performance and provides real-time change management to proactively respond to changing conditions.
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Employee Engagement Management
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Real-time analysis and management of understaffing and overstaffing which provides adaptive and proactive intra-day scheduling that supports agent needs and preferences while also ensuring that a company’s operational goals and KPIs are achieved. The application also allows self-management of schedules through an intuitive mobile application anytime, anywhere and on-the-go, allowing employees to perform sophisticated transactions like shift bidding and shift swaps, setting preferences, reporting absences, and receiving immediate confirmation.
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Quality Central
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Automates quality assurance processes and selection of calls for evaluation based on performance data. The solution facilitates root-cause evaluation, with easy drill down to interactions missing their Key Performance Indicator targets. Quality improvement is thus managed across voice, email, chat, and social media channels.
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Nexidia Interaction Analytics
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Analyzes large quantities of customer interactions across multiple channels in near-real time to identify hot topics and root causes quickly, and to produce actionable insights. These insights are then leveraged to improve processes, enhance customer experience, increase sales, reduce attrition, optimize marketing campaigns and reduce operational costs.
Analyzes live customer voice interactions in real-time, identifying opportunities to improve the customer experience, increase sales, and ensure compliance – all while the agent is still speaking with the customer.
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Back Office Workforce Optimization
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Automates manual processes, integrates data from employees’ desktops, improves forecast accuracy, enables managers to view and manage resource capacity, and empowers employees to improve their own performance. It also provides tools to ensure regulatory compliance and accuracy, elevating the level of service customers receive across the entire enterprise.
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Real-time Authentication (RTA)
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Provides end-to-end authentication for contact centers. Based on voice biometrics, it automatically verifies the caller’s claimed identity within the first few seconds of a call through natural conversation with an agent. Leveraging its unique Single Voiceprint capability, RTA uses the same voiceprint across channels, allowing effortless authentication on the IVR or mobile application as well. Combining voice biometrics with additional authentication factors, RTA offers risk-based authentication across multiple channels. It improves the level of security and reduces operational costs.
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Desktop Automation
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Automatically monitors agent activity in real time, enabling organizations to identify process bottlenecks and implement best practices. With this information, the solution navigates agents through complex processes using on-screen guidance and automates routine tasks to shorten handle time and eliminate manual processing errors.
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NEVA (NICE Employee Virtual Attendant)
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Introduced in 2018, NEVA is an avatar interface, addressing attendant processes, and adding the option for the employee to interact with the avatar, using chat or voice. It overlooks an agent’s desktop activities and pops up with guidance in the context of the live customer interaction or the process the employee is working on. This solution will automate desktop activities when appropriate, or will trigger an unattended bot to complete a task and free the employee to deal with higher value activities.
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Robotic Automation
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Robotic solution for the automation of routine back office and contact center processes. Operated on virtual machines and monitored centrally, these robots handle unattended end-to-end processes, essentially performing any routine task which the human user would otherwise do manually.
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Desktop analytics
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Identifies productivity gaps and process best practices by monitoring and collecting data about employees' daily activities: for any applications used (including specific pages within the application), web sites visited, computer idle/locked mode, as well as the time the employee spent in each application/state. Applications can be classified as productive/non-productive or non-work related.
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Predictive Behavioral Routing (PBR)
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Leverages AI and machine learning to connect customers with the best agent based on personality-type, communication preferences, and behavioral characteristics. The connections result in sustained improvement in call outcomes for any type of contact center and measurable benefits to an organization’s bottom line.
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Interactive Voice Response (IVR) Optimization
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Enables organizations to reduce customer effort by increasing IVR containment rate, reducing IVR repeat calls, agent transfers, drop-offs and deflections and dramatically improving call center efficiency.
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Solutions and Capabilities
|
Description
|
Voice of the Customer
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Collects and analyzes comprehensive data from multiple interaction touch points and channels; proactively solicits customer feedback from any touch point, including text message, email, IVR, mobile app, and online forms in scheduled cadences or immediately following an interaction through their channel of choice; and leverages indirect and unsolicited feedback channels. Delivers analytics that allow companies to understand the business practices and behaviors that drive customer loyalty, using metrics including Net Promoter Score® (NPS®), customer satisfaction, Customer Effort Score, or custom metrics. Drives strategic and operational improvements to increase retention and revenue opportunities. Delivers insights across departments with role-specific analytics, reporting, and alerts.
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Customer Journey Optimization
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Helps organizations optimize their overall customer interactions process across multiple touch points. The solution automatically constructs and visualizes a cross-channel map of the customer journey, providing insights into trends and focus areas for improvement. The Journey Excellence Score measures customer experience at the journey level, predicting successful outcomes and highlighting journey events that cause failure and customer dissatisfaction. It automatically assigns contact reasons to every interaction and reveals customer behavior patterns, helping to predict the customer’s next action and to respond accordingly. The solution highlights opportunities for self-service channel containment and offers real-time guidance for an improved customer experience.
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Customer Loyalty
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Understands the business practices and behaviors that drive customer loyalty by calculating NPS. Simplifies the customer experience, through methods such as quicker caller identification. Attracts new customers by offering an easier path to service than the competition. Statistically determines which business processes and agent behaviors have the greatest impact on customer behavior.
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Customer Churn
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Analyzes historic defection data to create models for predicting future churn. Understands causes and effects of customer churn and how to design procedures to reduce the defection rate. Prioritizes at-risk customers based on search results combined with customer data. Collects information to refine retention marketing offers that are better tailored to customer types and demographics.
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Solutions and Capabilities
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Description
|
Sales Performance Management
|
Provides the end-to-end ability to create, manage and distribute all aspects of a commissions program. It automates the process of commission, bonus and incentive administration, in support of any type of variable pay system that rewards employees for achieving targets aligned with the business strategy.
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Real Time Web Personalization
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Uses customer intelligence, predictive models and machine learning to make insightful, real-time personalization decisions during customer interactions over the Web. The solution helps organizations improve customer retention, increase online conversion rates, and deliver better service by taking the next-best-action.
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Sales Effectiveness
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Helps organizations optimize their campaigns. Locates and quantifies specific events by building the right metrics to align with corporate objectives such as offers made versus up-sell opportunities. Correlates data points such as customer spend and purchase history to build predictive models, prioritizing customers with a propensity to buy and create the next-best offer. Identifies high-performing agents and bases best practices off their behavior. Establishes thresholds and works with agents, measuring performance against sales driven metrics.
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Solutions and Capabilities
|
Description
|
NICE Inform
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Enables public safety agencies and organizations across various industries to capture, consolidate, synchronize and manage multimedia incident information efficiently and effectively. It captures and processes event information from a variety of media: radio and call audio, video, text, Computer-Aided Dispatch (CAD) systems, Geographic Information Systems, and others.
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NICE Investigate
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Automates and expedites the end-to-end collection, analysis and sharing of all digital case evidence – from Records Management Systems, CAD, interview room and emergency call audio, documents, photos, private and public CCTV, body-worn and in-car video, social media and more – to help facilitate building and clearing more cases faster.
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Solutions and Capabilities
|
Description
|
NICE Multimedia Recording
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Addresses the needs of emergency communications, dispatch and air traffic control operations. The recording platform automatically records, analyzes, stores, quickly retrieves and instantly replays telephony, radio and IP voice calls, operator console screens and SMS Text-to-911. TDM and VoIP recordings can be used to ensure compliance with regulations, provide case or incident evidence, and manage and improve departmental quality and productivity.
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NICE Inform
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Helps emergency centers to effectively record, manage and derive valuable insights from today’s higher volume and variety of communications. It captures multimedia communications and helps manage, synchronize and put incidents into context – saving time, money and resources, while ensuring quality and compliance.
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Solutions and Capabilities
|
Description
|
ActOne
|
Enables organizations to better manage and mitigate organizational risk by providing a single view across the business. It serves as a central platform for managing alerts, cases, investigations, and regulatory reporting, across multiple lines of business, channels, products, and regions, turning them into actionable insights.
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ActOne Assist
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Includes attended robots that are digital assistants that live in the case manager on analysts’ desktops and collaborate with them as needed during the day. These robots can be used on demand – as for copying and pasting or navigating between systems and screens – to help analysts complete their evidence gathering processes and get to a decision point faster and more accurately. It also includes unattended robots which are a digital workforce, working 24/7 without human intervention. These robots can be used to fetch data from legacy systems and update enterprise systems so data is always in the right place when you need it. As no integrations are needed, implementations are faster and cheaper.
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Quality Assurance
|
Helps risk and compliance teams create a truly closed-loop, end-to-end investigation process. With it, compliance and quality teams can collaborate in order to reduce re-opens, work more efficiently and lower risk.
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Productivity Studio
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Allows organizations to increase speed and efficiency, without compromising on accuracy. Teams are empowered to understand their productivity by seeing gaps and bottlenecks in their workflows, as well as patterns and trends in their activities.
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Notifications and Attestations
|
With Actimize Notifications and Attestations, management and internal audit can gain oversight of their teams, ensuring everyone is aligned; teams can mitigate risk by lowering organizational and personal accountability risk; and finally, teams can improve their efficiency with quick access to all past and present notifications without leaving the case management platform.
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Solutions and Capabilities
|
Description
|
Suspicious Activity Monitoring
|
Leverages transaction analytics to offer end-to-end coverage for detection, scoring, alerting, workflow processing and reporting of suspicious activity to make sure nothing slips through the cracks. It supports the full investigation life cycle and, with NICE’s integrated case management platform, improves staff productivity, helping meet regulatory obligations in a cost-effective manner.
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Watch List Filtering
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Provides enterprise-wide customer and transaction screening against multiple watch lists, for end-to-end sanctions list coverage. It identifies and manages sanctioned or high-risk individuals and entities, with real-time name recognition capabilities, providing organizations the ability to conduct accurate name matching to prevent non-compliance occurrences.
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Customer Due Diligence
|
Provides integrated risk-based rating and continuous monitoring of accounts throughout the entire customer life-cycle, from initial applicant onboarding to periodic re-screening of existing customers. It is an open, flexible platform that can adapt to unique requirements across business segments, regions, and jurisdictions.
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CTR Processing and Automation
|
Provides seamless automated Currency Transaction Reporting (CTR) processing to ensure compliance with U.S. Bank Secrecy Act standards, and to optimize CTR processes for efficiency and cost-effectiveness. This allows for the reduction in manual intervention and errors. Built-in validation tools and flexible capabilities enhance the quality and timeliness of completed reports while letting organizations adapt to changing regulatory and business needs.
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Suspicious Transaction Activity Reporting
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Global regulatory reporting forms. Provides operational efficiency needed to handle the increase in form filing requirements, including e-filing where applicable.
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ActimizeWatch for SAM
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This is a managed analytics service to overcome FSOs’ challenges in keeping their Anti-Money Laundering (AML) systems optimized. This service brings data scientists to organizations that may find it restrictive to build out their own data science teams and pair them with AML expertise. Managed analytics provides cost-predictability that continuously optimizes the system where existing tuning practices are costly and therefore infrequent and commonly avoided. This service also provides FSOs the ability to benchmark their AML performance against similar institutions which enables them to self-improve and have more preparedness and confidence in regulatory examinations.
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AML Essentials
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A cloud-based offering that uses the same power and experience as our enterprise solutions, with coverage that includes Transaction Monitoring, Customer Due Diligence, and Sanctions Screening, offers rapid deployment and reduces overhead to make compliance easier and at a lower total cost of ownership.
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Anti-Bribery and Corruption (ABC)
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Anti-Bribery and Corruption is a cloud-based solution that provides ongoing monitoring of procurement, payments, and travel & expense data within organizations. Based upon two decades of transactional analytics experience, Actimize ABC analyzes transactions and behavior across the organization and the supply chain, for a real-time, up to date view of their bribery and corruption risk across business, geographic, vendor and customer lines.
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Solutions and Capabilities
|
Description
|
ActimizeWatch for Fraud
|
A cloud-based managed services solution to optimize analytics. ActimizeWatch continuously monitors the transactional data for individual FIs to assess when analytics must be tuned, and leverages insights from a market-wide view to proactively optimize analytics for members of the service. ActimizeWatch uses machine learning analytics to assess cross-market transactional data, identify fraud patterns within individual organizations and across the market. ActimizeWatch proactively optimizes analytics using automation for quick delivery of implementation-ready models and features.
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Fraud Essentials
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A cloud-based offering that uses the power and experience as our enterprise solutions. The Fraud Essentials solution serves as both a single and cross-channel solution for online banking and mobile banking channels. It can detect fraud perpetrated against enrollments, address or account-based bill payments, and inter-bank transactions such as wire, ACH, etc.
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Card Fraud
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Enables card issuers, acquirers and processors to detect fraudulent transactions, whether ATM, PIN, signature point-of-sale, or without a physical card. Market leading profile based behavioral analytics takes into account all available transaction, reference and location data to provide holistic coverage of card and account takeover. Solution includes the Actimize Digital & Mobile Wallet Fraud which protects customers from digital account takeover and protects organizations from fraud liability and negative brand reputation. Monitors and protects a full range of wallet activity, including card/account provisioning, card present and not present purchases, person-to-person transfers, bill payments, and account-service events.
The Actimize Pre-Paid Card Fraud solution identifies and prevents fraud in the pre-paid sector. From ATM to point-of-sale (POS) and Card-Not-Present (CNP), all transactions can be identified, interdicted on and alerted in real time.
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Digital Payments Fraud Solutions
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Provides end-to-end protection against third party fraud on any type of payment (like ACH, Wire, P2P, SEPA, TCH/RTP and more) tailored for the specific needs of retail and commercial banks. The Actimize Digital Payments Fraud solutions protect the full lifecycle of the transaction, both at the customer accessing channels – online portal, mobile app, APIs, IVR, contact center – and at the backend, at the payment hub level. Using our unique expert-infused machine learning analytic we calculate a real-time risk score for every transaction and provide customers with a turnkey solution to resolve alerts and investigate fraud cases. Our solutions serve as a central “risk hub” that enables the sharing of internal and third-party data from multiple channels for fraud and cyber detection, operations, and investigations. By accurately and efficiently coordinating customer lifetime value, transaction amounts and service history, the solution optimizes fraud
prevention by offering greater insight into cross-channel authentication and facilitates interdiction strategies.
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X-Sight Studio
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Enables customers to expand their Actimize Fraud solutions with their own models and analytics. The DIY studio also enables our customers to develop a fraud solution for use cases which go beyond the available packaged fraud solutions from Actimize.
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Employee Fraud
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Offers advanced analytic monitoring capabilities and flexible configuration options to detect fraudulent employee activity and violation of corporate policy across the enterprise, business lines, and channels. Comprehensive investigation tools are supported by multichannel data ingest, multi-country data and policy requirement configurations, secure and auditable user access levels, and automated configurable workflows, enabling banks to efficiently sift through employee audit reports and build cases to support fraudulent employee activity.
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Check Fraud
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Helps financial institutions minimize deposit fraud losses by providing comprehensive account activity monitoring. The solution analyzes risk across silos of data and lines of business, consolidates suspicious activity notifications into account and customer level alerts, and allows real-time decisioning to safely accelerate fund availability and enhance customer satisfaction.
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Authentication-IQ
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Manages multiple authentication methods and risk-based decisions by creating a complete customer profile, based on historical authentication activity, account servicing, and transactional behavior which is then used to identify suspicious behavior at log-in or throughout a session, producing real-time actionable risk scores. In addition, the solution manages the process of step up authentication, choosing the appropriate method, producing alerts and enabling real-time interdiction. Finally, it provides alert and case management in a unified context to prioritize investigations and optimize workflow across the enterprise.
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Solutions and Capabilities
|
Description
|
Institutional Trade Surveillance
|
Provides scenario management for identifying market manipulation and abuse, fair dealings with customers, and insider trading across asset classes (such as equities, fixed income, swaps and futures). It includes specific tools for desk supervision, control room surveillance, and trade reporting practices, to ensure comprehensive oversight and sales and trading compliance across all channels.
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Retail Trade Surveillance
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Addresses organization-wide compliance needs across a broad range of retail sales practices relating to Know Your Customer (“KYC”) and Suitability requirements. It enables local and regional branch management to effectively delegate supervision across products and provides automated desk supervision, with electronic access and sign-off on individual trades.
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Employee Trade Surveillance
|
Detects conflicts of interest and rogue trading. It completely automates the submission, review and approval process for employees’ personal trades, including post-trade reconciliation. It analyzes transactions against rules mapped to the organization’s employee trading policies and procedures.
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Enterprise Conflicts Management
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Offers a unified approach to maintain controls and detect conflicts of interest before they occur on a global, enterprise-wide scale. Enables organizations to effectively manage employee requests for personal trades by evaluating details of the proposed trade in real time and automatically determining if the request should be approved, rejected, or escalated to a supervisor for approval. The solution includes detection models that compare executions with the employee’s trade request history to determine whether the trade was pre-cleared and approved and to reconcile the trade details with the terms and conditions of the approved trade request.
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Sales Practices and Suitability
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Provides coverage for a broad range of sales practices and issues, helping organizations meet current and future global regulatory requirements and ensure investment recommendations are consistent with each customer’s suitability profiles. It also includes a comprehensive toolset that allows organizations to automate sales practice compliance processes, extend out of the box analytics and visualize overall risks. By automating oversight and supervision, companies can ensure consistency and maintain a consolidated audit trail, lowering regulatory risk while improving productivity and efficiency.
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Market Surveillance
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Helps financial organizations to meet global regulatory requirements and protects them from reputational damage and financial losses. The solution provides Full Asset Class coverage to address the global regulatory requirements including both exchange traded products and OTC trades. Specialized analytics are designed to process today's HFT (high frequency trading) trading volume and detect different types of risks, including Spoofing, Layering, Fictitious Orders and more. The solution also addresses the complex requirements around Insider Dealing news based, Cross Market/Cross Product and Frontrunning. Our patented correction engine automates the reconstruction process and helps the Compliance Analyst to understand the intent behind a suspicious trade by creating the full life cycle of a trade.
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Markets Surveillance Cloud (MSC)
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Provides a turnkey solution that effectively detects market manipulation and reduces false positives by enabling organizations to create rules and tailor alert thresholds based on their trading activity.
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Holistic Surveillance
|
Provides a holistic view across both trade and communications data, proactively analyzing all trading interactions, while monitoring the full trade life cycle in conjunction with relevant news events.
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Holistic Behavioral Analytics
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Enables sell side, buy side, and retail brokerage companies to easily pinpoint individuals whose actions are putting their organization at risk. The solution does this by analyzing a wide range of data and identifying deviations from normal behavior. In addition, Holistic Behavioral Analytics is the natural complement to traditional analytics, allowing you to cover both sides of compliance — known and hidden threats.
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Trade Reconstruction
|
Dramatically simplifies the reconstruction of a trade by normalizing, analyzing, indexing and correlating data across structured and unstructured data sources.
|
· |
Advanced Services – Technical experts perform system-level audits to ensure ongoing compliance with operational specifications as well as specific product customizations tailored to the requirements of the customer.
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· |
Application Performance Services – A 24/7 function that proactively monitors NICE-hosted and customer-premises environments with triage, resolution and escalation of system alarms.
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Name of Subsidiary
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Country of Incorporation or Residence
|
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Nice Systems Australia PTY Ltd.
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Australia
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NICE Systems Technologies Brasil LTDA
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Brazil
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NICE Systems Canada Ltd.
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Canada
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Nice Systems China Ltd.
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China
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Nice France S.A.R.L.
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France
|
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NICE Systems GmbH
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Germany
|
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NICE APAC Ltd.
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Hong Kong
|
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NICE Systems Kft
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Hungary
|
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Nice Interactive Solutions India Private Ltd.
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India
|
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Nice Technologies Ltd.
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Ireland
|
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Actimize Ltd.
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Israel
|
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Nice Japan Ltd.
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Japan
|
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NICE Technologies Mexico S.R.L.
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Mexico
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NICE Netherlands B.V.
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Netherlands
|
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Nice Systems (Singapore) Pte. Ltd.
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Singapore
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Nice Switzerland AG
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Switzerland
|
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Actimize UK Limited
|
United Kingdom
|
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NICE Systems Technologies UK Limited
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United Kingdom
|
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NICE Systems UK Ltd.
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United Kingdom
|
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Actimize Inc.
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United States
|
|
Nice Systems Inc.
|
United States
|
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Nice Systems Latin America, Inc.
|
United States
|
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Nice Systems Technologies Inc.
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United States
|
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Mattersight Corporation
|
United States
|
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Nexidia Inc.
|
United States
|
|
inContact Inc.
|
United States | |
inContact Bolivia S.R.L.
|
Bolivia | |
inContact Philippines Inc.
|
Philippines |
· |
Our North American headquarters in Hoboken, New Jersey, occupies approximately 60,000 square feet. We consolidated our North American locations into this one office location in November 2016, and we sub-leased our two former facilities in New Jersey and New York for the remainder of their respective lease terms through 2023 and 2021, respectively;
|
· |
Our EMEA headquarters in London, occupies approximately 22,500 square feet (of which 5,543 square feet are sub-leased for a term ending in 2023), and includes an office space and lab; and
|
· |
Our APAC headquarters in Singapore occupies approximately 8,000 square feet and is used as office space.
|
o |
Salt Lake City, Utah – an office that occupies approximately 128,000 square feet and includes office space and training facilities;
|
o |
Atlanta, Georgia – two offices that occupy together approximately 40,000 square feet and are used as office space and a lab; and
|
· |
Our APAC facilities are located in Pune, India - occupies approximately 108,000 square feet and includes a research and development and service center. There are also additional APAC offices located in Bangalore, Manila, Hong Kong and Tokyo.
|
· |
Our market-leading open customer experience cloud platform with an integrated suite application for omnichannel routing, workforce optimization and analytics, as well as our open Financial Crime and Compliance cloud platform. Both platforms embed analytics, automation and artificial intelligence, and are protected by a broad array of patents.
|
· |
Our ability to provide solutions that cover all market segments, from small to mid-sized business to large scale Fortune 100 enterprises.
|
· |
Our extensive portfolio of applications as well as a large partner ecosystem allow NICE’s customers to benefit from a wide range of both cloud and on-premises solutions.
|
· |
Our broad array of proprietary technologies and algorithms in the domains of automation, analytics, machine learning, speech-to-text, natural language processing, personality-based routing and others.
|
· |
Our market leadership, which makes us a well-recognized brand, and creates top-of-mind awareness for our solutions in our areas of operation.
|
· |
Our loyal customer base: Today, more than 25,000 organizations in over 150 countries, including 85 of the Fortune 100 companies, use NICE solutions.
|
· |
Our ability to quickly drive mainstream adoption for innovative solutions and new technologies and trends, which we introduce to the market through our direct sales force and distribution network.
|
· |
Our skilled employees and domain expertise in our core markets allows us to bring our customers the right solutions to address key business challenges and build strong customer partnerships.
|
· |
Our access to data for improving our algorithms through machine learning and artificial intelligence, which relies on a combination of our expansive customer base, cloud deployments and domain expertise.
|
· |
Our services, customer support and operations, which enable our customers to quickly enjoy the benefits of our solutions, with multiple deployment models in the cloud or on-premises throughout the world and support for full value realization and customer success.
|
· |
Level 1 - Valuations based on quoted prices in active markets for identical assets that we have the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment.
|
· |
Level 2 - Valuations based on one or more quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
|
· |
Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
|
As Reported
|
Balances without adoption
of SC 606
|
Effect of Change
Higher (Lower)
|
||||||||||
Assets:
|
||||||||||||
Prepaid expenses and other current assets
|
$
|
87,450
|
$
|
91,671
|
$
|
(4,221
|
)
|
|||||
Other long-term assets
|
74,042
|
16,367
|
57,675
|
|||||||||
Deferred tax assets
|
12,309
|
12,356
|
(47
|
)
|
||||||||
Liabilities:
|
||||||||||||
Deferred revenues and advances from customers
|
(256,499
|
)
|
(285,367
|
)
|
28,868
|
|||||||
Accrued expenses and other liabilities
|
(373,908
|
)
|
(368,681
|
)
|
(5,227
|
)
|
||||||
Deferred tax liabilities
|
(44,140
|
)
|
(32,125
|
)
|
(12,015
|
)
|
||||||
Shareholders’ Equity:
|
$
|
2,016,613
|
$
|
1,951,580
|
$
|
65,033
|
Year ended December 31, 2018 | ||||||||||||
As Reported
|
Amounts without adoption
of SC 606
|
Effect of Change
Higher (Lower)
|
||||||||||
Consolidated Statement of Income:
|
||||||||||||
Total revenues
|
$
|
1,444,519
|
$
|
1,453,762
|
$
|
(9,243
|
)
|
|||||
Cost of revenues
|
496,815
|
497,479
|
(664
|
)
|
||||||||
Selling and marketing
|
370,659
|
384,142
|
(13,483
|
)
|
||||||||
Taxes on income
|
27,377
|
26,347
|
1,030
|
|||||||||
Net income
|
159,338
|
155,464
|
3,874
|
|||||||||
Earnings per share:
|
||||||||||||
Basic
|
$
|
2.60
|
$
|
2.53
|
$
|
(0.07
|
)
|
|||||
Diluted
|
$
|
2.52
|
$
|
2.46
|
$
|
(0.06
|
)
|
2016
|
2017
|
2018
|
||||||||||
Revenues
|
||||||||||||
Products
|
30.2
|
%
|
23.9
|
%
|
18.3
|
%
|
||||||
Services
|
61.4
|
49.0
|
49.8
|
|||||||||
Cloud
|
8.4
|
27.1
|
31.9
|
|||||||||
100.0
|
100.0
|
100.0
|
||||||||||
Cost of revenues
|
||||||||||||
Products
|
5.2
|
3.8
|
2.2
|
|||||||||
Services
|
24.6
|
16.9
|
15.9
|
|||||||||
Cloud
|
3.5
|
14.5
|
16.3
|
|||||||||
33.3
|
35.2
|
34.4
|
||||||||||
Gross profit
|
66.7
|
64.8
|
65.6
|
|||||||||
Operating expenses
|
||||||||||||
Research and development, net
|
13.9
|
13.6
|
12.7
|
|||||||||
Selling and marketing
|
26.4
|
27.1
|
25.7
|
|||||||||
General and administrative
|
11.5
|
9.7
|
10.6
|
|||||||||
Amortization of acquired intangibles
|
1.7
|
3.1
|
2.9
|
|||||||||
Total operating expenses
|
53.5
|
53.5
|
51.9
|
|||||||||
Operating income
|
13.2
|
11.3
|
13.7
|
|||||||||
Financial expenses (income) and other, net
|
(1.0
|
)
|
1.5
|
0.8
|
||||||||
Income before taxes
|
14.2
|
9.8
|
12.9
|
|||||||||
Taxes on income (tax benefits)
|
2.1
|
(1.0
|
)
|
1.9
|
||||||||
Net income from continuing operations
|
12.1
|
10.8
|
11.0
|
Income (loss) from discontinued operations
|
(0.8
|
)
|
-
|
-
|
||||||||
Taxes on income (tax benefits) from discontinued operations
|
(0.2
|
)
|
-
|
-
|
||||||||
Net income (loss) from discontinued operations |
(0.6
|
) |
-
|
-
|
||||||||
Net income
|
11.5
|
10.8
|
11.0
|
Years Ended December 31,
(U.S. dollars in millions)
|
Percentage Change
|
|||||||||||||||||||
2016
|
2017
|
2018
|
2016-2017
|
2017-2018
|
||||||||||||||||
Product revenues
|
$
|
306.2
|
$
|
318.9
|
$
|
263.8
|
4.1
|
%
|
(17.3
|
)%
|
||||||||||
Service revenues
|
623.8
|
652.1
|
719.5
|
4.5
|
10.4
|
|||||||||||||||
Cloud revenues
|
85.5
|
361.2
|
461.2
|
322.4
|
27.7
|
|||||||||||||||
Total revenues
|
$
|
1,015.5
|
$
|
1,332.2
|
$
|
1,444.5
|
31.2
|
%
|
8.4
|
%
|
Years Ended December 31,
(U.S. dollars in millions)
|
Percentage Change
|
|||||||||||||||||||
2016
|
2017
|
2018
|
2016-2017
|
2017-2018
|
||||||||||||||||
United States, Canada and Central and South America (“Americas”)
|
$
|
720.5
|
$
|
1,035.9
|
$
|
1,123.9
|
43.8
|
%
|
8.5
|
%
|
||||||||||
Europe, the Middle East and Africa (“EMEA”)
|
193.5
|
190.0
|
206.9
|
(1.8
|
)
|
8.9
|
||||||||||||||
Asia-Pacific (“APAC”)
|
101.5
|
106.3
|
113.7
|
4.7
|
7.0
|
|||||||||||||||
Total revenues
|
$
|
1,015.5
|
$
|
1,332.2
|
$
|
1,444.5
|
31.2
|
%
|
8.4
|
%
|
Years Ended December 31,
(U.S. dollars in millions)
|
Percentage Change
|
|||||||||||||||||||
2016
|
2017
|
2018
|
2016-2017
|
2017-2018
|
||||||||||||||||
Cost of product revenues
|
$
|
53.0
|
$
|
51.1
|
$
|
31.1
|
(3.6
|
)%
|
(39.2
|
)%
|
||||||||||
Cost of service revenues
|
250.0
|
225.0
|
229.7
|
(10
|
)
|
2.1
|
||||||||||||||
Cost of cloud revenues
|
34.7
|
192.6
|
236.0
|
455
|
22.6
|
%
|
||||||||||||||
Total cost of revenues
|
$
|
337.7
|
$
|
468.7
|
$
|
496.8
|
38.8
|
%
|
6
|
%
|
Years Ended December 31,
(U.S. dollars in millions)
|
Percentage Change
|
|||||||||||||||||||
2016
|
2017
|
2018
|
2016-2017
|
2017-2018
|
||||||||||||||||
Gross profit on product revenues
|
$
|
253.2
|
$
|
267.9
|
$
|
232.7
|
5.8
|
%
|
(13.1
|
)%
|
||||||||||
as a percentage of product revenues
|
82.7
|
%
|
84.0
|
%
|
88.2
|
%
|
||||||||||||||
Gross profit on service revenues
|
$
|
373.8
|
$
|
427.0
|
$
|
489.9
|
14.2
|
14.7
|
||||||||||||
as a percentage of service revenues
|
59.9
|
%
|
65.5
|
%
|
68.1
|
%
|
||||||||||||||
Gross profit on cloud revenues
|
$
|
50.8
|
$
|
168.6
|
$
|
225.1
|
231.9
|
33.5
|
||||||||||||
as a percentage of cloud revenues
|
59.4
|
%
|
46.7
|
%
|
48.8
|
%
|
||||||||||||||
Total gross profit
|
$
|
677.8
|
$
|
863.5
|
$
|
947.7
|
27.4
|
%
|
9.8
|
%
|
||||||||||
as a percentage of total revenues
|
66.7
|
%
|
64.8
|
%
|
65.6
|
%
|
Years Ended December 31,
(U.S. dollars in millions)
|
Percentage Change
|
|||||||||||||||||||
2016
|
2017
|
2018
|
2016-2017
|
2017-2018
|
||||||||||||||||
Research and development, net
|
$
|
141.5
|
$
|
181.1
|
$
|
183.8
|
28.0
|
%
|
1.5
|
%
|
||||||||||
Selling and marketing
|
268.3
|
361.3
|
370.7
|
34.7
|
2.6
|
|||||||||||||||
General and administrative
|
116.6
|
129.1
|
153.3
|
10.7
|
18.8
|
|||||||||||||||
Amortization of acquired intangible assets
|
$
|
17.2
|
$
|
41.9
|
$
|
42.3
|
143.6
|
0.9
|
Years Ended December 31,
(U.S. dollars in millions)
|
Percentage Change
|
|||||||||||||||||||
2016
|
2017
|
2018
|
2016-2017
|
2017-2018
|
||||||||||||||||
Financial expenses (income), net
|
$
|
(10.8
|
)
|
$
|
20.4
|
$
|
10.9
|
288.9
|
%
|
(46.4
|
)%
|
|||||||||
Other expenses, net
|
0.5
|
-
|
-
|
100
|
%
|
-
|
|
Payments Due by Period
|
||||
Contractual Obligations
|
Total
|
Less than 1 year
|
1- 3 years
|
3-5 years
|
More than 5 years
|
Long-term debt obligations, including estimated interest *
|
522,836
|
218,784
|
7,568
|
296,484
|
-
|
Operating Leases
|
115,422
|
23,863
|
39,254
|
28,196
|
24,109
|
Unconditional Purchase Obligations
|
74,543
|
33,884
|
32,267
|
8,392
|
-
|
Severance Pay**
|
15,986
|
||||
Total Contractual Cash Obligations
|
728,787
|
276,351
|
79,089
|
333,072
|
24,109
|
Uncertain Income Tax Positions ***
|
58,560
|
*
|
Long-term debt obligations mainly include senior exchangeable notes and long-term loan as disclosed in Note 14 to our Consolidated Financial Statements.
|
||||||
**
|
Severance pay relates to accrued obligations to employees as required under applicable labor laws. These obligations are payable only upon termination, retirement or death of the respective employees.
|
||||||
***
|
Uncertain income tax positions under ASC 740 are due upon settlement and we are unable to reasonably estimate the ultimate amount or timing of settlement. See Note 12(i) of our Consolidated Financial Statements for further information regarding our liability under ASC 740.
|
Amount of Commitment Expiration Per Period
|
|||||
Other Commercial Commitments
|
Total Amounts Committed
|
Less than 1 year
|
1- 3 years
|
3-5 years
|
More than 5 years
|
Guarantees – Continuing operations
|
5,031,756
|
4,928,440
|
20,000
|
83,317
|
-
|
Guarantees – Discontinued operations*
|
1,163,906
|
1,163,806
|
-
|
-
|
-
|
Total Guarantees
|
6,195,662
|
6,092,346
|
20,000
|
83,317
|
--
|
* |
Represents guarantees that were not endorsed and are still in effect with respect to contracts assumed as part of the sale of the Cyber and Intelligence line of business, for which we have a back to back contractual commitment and entitlement to indemnification upon realization of the guarantees.
|
Name
|
Age
|
Position
|
Audit Committee Member
|
Compensation Committee Member
|
Internal Audit Committee Member
|
Mergers and Acquisitions Committee Member
|
Nominations Committee Member
|
Outside Director*
|
David Kostman
|
54
|
Chairman of the Board of Directors
|
X
|
X
|
X
|
|||
Rimon Ben-Shaoul
|
74
|
Director
|
X
|
X
|
||||
Dan Falk
|
74
|
Director
|
X
|
X
|
X
|
X
|
X
|
X
|
Yocheved Dvir
|
66
|
Director
|
X
|
X
|
X
|
X
|
||
Yehoshua Ehrlich
|
69
|
Director
|
X
|
|||||
Leo Apotheker
|
65
|
Director
|
X
|
X
|
||||
Joe Cowan
|
70
|
Director
|
X
|
X
|
||||
Zehava Simon
|
60
|
Director
|
X
|
X
|
X
|
X
|
Name
|
Age
|
Position
|
|
44
|
Chief Executive Officer
|
Beth Gaspich
|
53
|
Chief Financial Officer
|
Eran Liron
|
51
|
Executive Vice President, Marketing and Corporate Development
|
Barry Cooper
|
48
|
President, Enterprise Group
|
Craig Costigan
|
58
|
Chief Executive Officer, NICE Actimize
|
Paul Jarman
|
49
|
Chief Executive Officer, NICE inContact
|
Shiri Neder
|
43
|
Executive Vice President, Human Resources
|
Tali Mirsky
|
46
|
Corporate Vice President, General Counsel and Corporate Secretary
|
(1) |
Salary Costs. Salary Costs include gross salary, benefits and perquisites, including those mandated by applicable law which may include, to the extent applicable to each Covered Executive, payments, contributions and/or allocations for pension, severance, vacation, travel and accommodation, car or car allowance, medical insurances and risk insurances (e.g., life, disability, accidents), phone, convalescence pay, relocation, payments for social security, and other benefits consistent with the Company's guidelines.
|
(2) |
Bonus Costs. Bonus Costs represent bonuses granted to the Covered Executive with respect to the year ended December 31, 2018, paid in accordance with the Company's performance-based bonus plan or as detailed in footnotes below.
|
(3) |
Equity Costs. Represents the expense recorded in our financial statements for the year ended December 31, 2018, with respect to equity granted in 2018 and in previous years (if applicable). For assumptions and key variables used in the calculation of such amounts see Note 13b of our audited Consolidated Financial Statements.
|
i. |
Barak Eilam – CEO. Salary Costs - $922; Bonus Costs - $1,426; Equity Costs - $5,491 expense recorded in 2018 for equity granted in 2018 and $2,577 expense recorded in 2018 for equity granted in previous years.
|
ii. |
Paul Jarman – CEO, NICE inContact. Salary Costs - $457; Bonus Costs - $660; Equity Costs - $868 expense recorded in 2018 for equity granted in 2018 and $2,050 expense recorded in 2018 for equity granted in previous years.
|
iii. |
Yaron Hertz – President, NICE Americas. Salary Costs - $414; Bonus Costs - $428 and $789 expense recorded in 2018 for equity granted in 2018 and $670 expense recorded in 2018 for equity granted in previous years.
|
iv. |
Joseph Friscia – President, NICE Actimize. Salary Costs - $444; Bonus Costs - $348; Equity Costs - $789 expense recorded in 2018 for equity granted in 2018 and $807 expense recorded in 2018 for equity granted in previous years.
|
v. |
Beth Gaspich – CFO. Salary Costs - $409; Bonus Costs - $404; Equity Costs - $750 expense recorded in 2018 for equity granted in 2018 and $549 expense recorded in 2018 for equity granted in previous years.
|
· |
the majority of shares voted at the meeting shall include at least a majority of the shares of non-controlling shareholders present at the meeting and voting on the matter (without taking into account the votes of the abstaining shareholders); or
|
· |
the total number of shares of non-controlling shareholders voted against the election of the outside directors does not exceed two percent of the aggregate voting rights in the company.
|
At December 31,
|
||||||||||||
Category of Activity
|
2016
|
2017
|
2018
|
|||||||||
Operations
|
66
|
67
|
61
|
|||||||||
Customer Support
|
1,928
|
2,028
|
2,135
|
|||||||||
Sales & Marketing
|
1,069
|
1,169
|
1,210
|
|||||||||
Research & Development
|
1,294
|
1,396
|
1,482
|
|||||||||
General & Administrative
|
573
|
548
|
616
|
|||||||||
Total
|
4,930
|
5,208
|
5,504
|
|||||||||
Geographic Location
|
||||||||||||
Israel
|
944
|
913
|
856
|
|||||||||
Americas
|
2,544
|
2,557
|
2,649
|
|||||||||
Europe
|
530
|
510
|
512
|
|||||||||
Asia Pacific
|
912
|
1,228
|
1,487
|
|||||||||
Total
|
4,930
|
5,208
|
5,504
|
Name and Address
|
Number of Shares
|
Percent of Shares Beneficially Owned (1)
|
||||||
Janus Henderson Group plc and Janus Henderson Enterprise Funds
201 Bishopsgate EC2M 3AE United Kingdom
|
5,417,958
|
(2)
|
8.7
|
%
|
· |
the securities issued amount to 20% or more of the company’s outstanding voting rights before the issuance;
|
· |
some or all of the consideration is other than cash or listed securities or the transaction is not on market terms; and
|
· |
the transaction will increase the relative holdings of a shareholder that holds 5% or more of the company’s outstanding share capital or voting rights or that will cause any person to become, as a result of the issuance, a holder of more than 5% of the company’s outstanding share capital or voting rights.
|
· |
a breach of his duty of loyalty to us, provided that the office holder acted in good faith and had reasonable grounds to assume that his act would not prejudice our interests;
|
· |
a payment which the office holder is obligated to make to an injured party as set forth in Section 52(54)(a)(1)(a) of the Israeli Securities Law, 5728-1968, as amended (the "Securities Law") and Litigation Expenses (as defined below) that the office holder incurred in connection with a proceeding under Chapters H'3, H'4 or I'1 of the Securities Law; and
|
· |
any other event, occurrence or circumstance in respect of which we may lawfully insure an office holder.
|
· |
a monetary liability imposed on or incurred by an office holder pursuant to a judgment in favor of another person, including a judgment imposed on such office holder in a settlement or in an arbitration decision that was approved by a court of law;
|
· |
reasonable Litigation Expenses, expended by the office holder as a result of an investigation or proceeding instituted against him by a competent authority, provided that such investigation or proceeding concluded without the filing of an indictment against him and either (A) concluded without the imposition of any financial liability in lieu of criminal proceedings or (B) concluded with the imposition of a financial liability in lieu of criminal proceedings but relates to a criminal offense that does not require proof of criminal intent (mens rea) or in connection with a financial sanction;
|
· |
“conclusion of a proceeding without filing an indictment” in a matter in which a criminal investigation has been instigated and “financial liability in lieu of a criminal proceeding,” have the meaning ascribed to them under the Israeli Companies Law. The term “Litigation Expenses” shall include, without limitation, attorneys’ fees and all other costs, expenses and obligations paid or incurred by an office holder in connection with investigating, defending, being a witness or participating in (including on appeal), or preparing to defend, be a witness or participate in any claim or proceeding relating to any matter for which indemnification may be provided;
|
· |
reasonable Litigation Expenses, which the office holder incurred or with which the office holder was charged by a court of law, in a proceeding brought against the office holder, by the Company, on its behalf or by another person, or in a criminal prosecution in which the office holder was acquitted, or in a criminal prosecution in which the office holder was convicted of an offense that does not require proof of criminal intent (mens rea);
|
· |
a payment which the office holder is obligated to make to an injured party as set forth in Section 52(54)(a)(1)(a) of the Securities Law, and Litigation Expenses that the office holder incurred in connection with a proceeding under Chapters H'3, H'4 or I'1 of the Securities Law; and
|
· |
any other event, occurrence or circumstance in respect of which we may lawfully indemnify an office holder.
|
· |
a breach by the office holder of his duty of loyalty unless, with respect to insurance coverage or indemnification, the office holder acted in good faith and had a reasonable basis to believe that the act would not prejudice the company;
|
· |
a breach by the office holder of his duty of care if the breach was done intentionally or recklessly (other than if solely done in negligence);
|
· |
a fine, civil fine or ransom levied on an Office Holder, or a financial sanction imposed upon an Office Holder under Israeli Law.
|
· |
A reduced flat corporate tax rate for industrial enterprises, provided that more than 25% of their annual income was derived from export. In 2016 the reduced tax rate was 16% for industrial facilities located in Israel (except for Development Area A).
|
· |
The reduced tax rates applied on “Preferred Income” were not contingent upon making a minimum qualifying investment in productive assets.
|
· |
A reduced dividend withholding tax rate of 15% for tax year 2013, and 20% for tax year 2014 and thereafter on dividends paid from Preferred Income to both Israeli and non-Israeli investors, with an exemption from such withholding tax applying to dividends paid to an Israeli company.
|
· |
A reduced 12% corporate tax rate (or 7.5% for entities located in Development Area A) on qualifying income deriving from eligible intellectual property (“Preferred Technology Income”), subject to a number of base conditions being fulfilled, including a minimal amount or ratio of annual R&D expenditure and R&D employees, as well as having at least 25% of annual income derived from export.
|
· |
A 12% capital gains tax rate on the sale of a preferred intangible asset to a foreign affiliated enterprise, provided that the asset was initially purchased from a foreign resident at an amount of NIS 200 Million or more.
|
· |
A withholding tax rate of 20% for dividends paid from Preferred Technology Income (with an exemption from such withholding tax applying to dividends paid to an Israeli company). Such rate may be reduced to 4% on dividends paid to a foreign resident company, subject to certain conditions regarding percentage of foreign ownership of the distributing entity.
|
· |
deductions over a three-year period of expenses involved with the issuance and listing of shares on a stock market;
|
· |
the right to elect, under specified conditions, to file a consolidated tax return with other related Israeli Industrial Companies; and
|
· |
investors that will hold the ADSs as part of a hedging or conversion transaction or as a position in a straddle or a part of a synthetic security or other integrated transaction for U.S. Federal income tax purposes;
|
· |
investors that are treated as partnerships or other pass through entities for U.S. Federal income tax purposes and persons who hold the ADSs through partnerships or other pass through entities;
|
· |
a corporation (or other entity taxable as a corporation for U.S. federal income tax purposes) created or organized in or under the laws of the United States or any political subdivision thereof;
|
(a) |
a court within the United States is able to exercise primary supervision over administration of the trust; and
|
(b) |
one or more United States persons have the authority to control all substantial decisions of the trust.
|
|
Functional currencies
|
||||||||
(In U.S. dollars in millions)
|
|||||||||
USD
|
GBP
|
EUR
|
CAD
|
MXN
|
AUD
|
BRL
|
SGD
|
Other currencies
|
|
Foreign currencies
|
|
|
|
|
|
|
|
|
|
USD
|
-
|
16.6
|
(0.2)
|
1.7
|
2.2
|
(0.5)
|
(0.2)
|
(1.3)
|
(0.1)
|
GBP
|
26.8
|
-
|
(0.0)
|
-
|
-
|
-
|
-
|
(0.0)
|
-
|
EUR
|
9.8
|
16.1
|
-
|
-
|
-
|
-
|
-
|
(0.0)
|
-
|
CAD
|
6.2
|
0.8
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
AUD
|
4.8
|
0.1
|
-
|
-
|
-
|
-
|
-
|
(0.0)
|
-
|
MXN
|
4.3
|
0.0
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
CHF
|
(0.4)
|
0.7
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
JPY
|
0.7
|
0.0
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
INR
|
(5.9)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
SGD
|
(5.5)
|
0.0
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
HKD
|
(3.3)
|
-
|
-
|
-
|
-
|
-
|
-
|
(0.0)
|
-
|
ILS
|
(7.6)
|
(0.0)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
PHP
|
0.9
|
-
|
-
|
-
|
-
|
-
|
-
|
(0.1)
|
-
|
Other currencies
|
2.1
|
(0.3)
|
-
|
-
|
-
|
-
|
-
|
(0.3)
|
(0.0)
|
(In U.S. dollars in millions)
|
|||
New Israeli Shekel
|
Other currencies
|
Total
|
|
Less than 1 year
|
5.47
|
1.27
|
6.74
|
1-3 years
|
10.38
|
2.14
|
12.52
|
3-5 years
|
4.33
|
1.94
|
6.27
|
Over 5 years
|
-
|
2.03
|
2.03
|
Total
|
20.18
|
7.38
|
27.56
|
Currency
|
Total amount
|
Interest rate
|
2019
|
2020
|
2021
|
2022
|
2023
|
2024 & thereafter
|
||||||||||||||||||||||||
(U.S. dollars in millions)
|
||||||||||||||||||||||||||||||||
Fixed Rate:
|
||||||||||||||||||||||||||||||||
USD
|
$
|
287,500
|
1.25
|
%
|
$
|
287,500
|
||||||||||||||||||||||||||
Floating Rate:
|
||||||||||||||||||||||||||||||||
USD
|
215,000
|
3.80
|
%
|
215,000
|
||||||||||||||||||||||||||||
Total:
|
502,500
|
$
|
215,000
|
$
|
287,500
|
|||||||||||||||||||||||||||
Debt issuance costs, net of amortization
|
(7,180
|
)
|
||||||||||||||||||||||||||||||
Unamortized discount
|
(39,335
|
)
|
||||||||||||||||||||||||||||||
Total:
|
$
|
455,985
|
Amortized Cost
|
Estimated fair value
|
||||||||
Up to 1 year
|
1-3 years
|
4-5 years
|
Total
|
Up to 1 year
|
1-3 years
|
4-5 years
|
Total
|
||
Corporate debentures
|
221.4
|
236.5
|
-
|
457.9
|
220.9
|
235.2
|
-
|
456.1
|
|
U.S. treasuries
|
14.9
|
-
|
7.0
|
21.9
|
14.9
|
-
|
6.8
|
21.7
|
|
U.S. government agencies
|
7.9
|
3.0
|
-
|
10.9
|
7.9
|
3.0
|
-
|
10.9
|
|
Total
|
244.2
|
239.5
|
7.0
|
490.7
|
243.7
|
238.2
|
6.8
|
488.7
|
· |
a fee of up to $0.05 per ADS per calendar year (or portion thereof) for services performed by the depositary in administering the ADRs (which fee may be charged on a periodic basis during each calendar year and shall be assessed against holders of ADRs as of the record date or record dates set by the depositary during each calendar year and shall be payable in the manner described in the next succeeding provision);
|
· |
a fee for the reimbursement of such fees, charges and expenses as are incurred by the depositary or any of its agents (including, without limitation, the custodian and expenses incurred on behalf of holders in connection with compliance with foreign exchange control regulations or any law or regulation relating to foreign investment) in connection with the servicing of the shares or other deposited securities, the sale of securities (including, without limitation, deposited securities), the delivery of deposited securities or otherwise in connection with the depositary's or its custodian's compliance with applicable law, rule or regulation (which fees and charges shall be assessed on a proportionate basis against holders as of the record date or dates set by the depositary and shall be payable at the sole discretion of the depositary by billing such holders or by deducting such charge from one or more cash dividends or other cash distributions);
|
· |
cable, telex and facsimile transmission and delivery charges incurred at the request of an ADR holder in connection with the deposit or delivery of shares;
|
· |
transfer or registration fees for the registration of transfer of deposited securities on any applicable register in connection with the deposit or withdrawal of deposited securities;
|
· |
in connection with the conversion of foreign currency into U.S. dollars, the fees, expenses and other charges charged by JPMorgan Chase Bank, N.A. or its agent (which may be a division, branch or affiliate) so appointed in connection with such conversion; and
|
· |
fees of any division, branch or affiliate of the depositary utilized by the depositary to direct, manage or execute any public or private sale of securities under the deposit agreement.
|
Services Rendered
|
2017 Fees
|
2018 Fees
|
||||||
Audit (1)
|
$
|
953,414
|
$
|
970,839
|
||||
Audit-related (2)
|
$
|
197,097
|
$
|
141,395
|
||||
Tax (3)
|
$
|
650,119
|
$
|
486,524
|
||||
Total
|
$
|
1,800,630
|
$
|
1,598,758
|
(1)
|
Audit fees refer to audit services for each of the years shown in this table which include fees associated with the annual audit for each of 2017 and 2018 (including an audit in each such year in accordance with section 404 of the Sarbanes-Oxley Act), certain procedures regarding our quarterly financial results submitted on Form 6-K, consultations concerning financial accounting and various accounting issues and performance of local statutory audits.
|
(2)
|
Audit-related fees relate to assurance and associated services that traditionally are performed by the independent auditor, which include due diligence investigations and audit services related to other statutory or regulatory filings, mainly those related to mergers and acquisitions.
|
|
(3)
|
Tax fees refer to professional services rendered by our auditors, which include tax compliance, tax advice on actual or contemplated transactions, tax consulting associated with transfer pricing and global mobility of employees.
|
Period
|
(a) Total number of shares purchased
|
(b) Average price paid per share
|
(c) Total number of shares purchased as part of publicly announced plans or programs
|
(d) Maximum number (or approximately dollar value) of shares that may yet be purchased under the plans or programs
|
||||||||||||
|
(In U.S. dollars, except share amounts)
|
|||||||||||||||
|
||||||||||||||||
January 1 – January 31
|
-
|
-
|
-
|
137,165,086
|
||||||||||||
February 1 - February 28
|
11,695
|
85.43
|
11,695
|
136,165,972
|
||||||||||||
March 1 - March 31
|
42,594
|
92.54
|
42,594
|
132,224,438
|
||||||||||||
April 1 - April 30
|
61,477
|
91.69
|
61,477
|
126,587,447
|
||||||||||||
May 1 - May 31
|
-
|
-
|
-
|
126,587,447
|
||||||||||||
June 1 - June 30
|
-
|
-
|
-
|
126,587,447
|
||||||||||||
July 1 - July 31
|
-
|
-
|
-
|
126,587,447
|
||||||||||||
August 1 - August 31
|
-
|
-
|
-
|
126,587,447
|
||||||||||||
September 1 - September 30
|
-
|
-
|
-
|
126,587,447
|
||||||||||||
October 1 - October 31
|
-
|
-
|
-
|
126,587,447
|
||||||||||||
November 1 - November 30
|
10,586
|
108.93
|
10,586
|
125,434,317
|
||||||||||||
December 1 - December 31
|
145,556
|
106.60
|
145,556
|
109,917,504
|
||||||||||||
Total
|
271,908
|
100.21
|
271,908
|
Exhibit No.
|
Description
|
||
2.1
|
Form of Share Certificate (filed as Exhibit 4.1 to Amendment No. 1 to NICE Ltd.’s Registration Statement on Form F-1 (Registration No. 333-99640) filed with the SEC on December 29, 1995, and incorporated herein by reference).
|
||
101 | The following financial information from NICE Ltd.’s Annual Report on Form 20-F for the year ended December 31, 2018, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets at December 31, 2018 and 2017; (ii) Consolidated Statements of Income for the years ended December 31, 2018, 2017 and 2016; (iii) Statements of Changes in Shareholders’ Equity and Comprehensive Income for the years ended December 31, 2018, 2017 and 2016; (iv) Consolidated Statements of Cash Flows for the years ended December 31, 2018, 2017 and 2016; and (v) Notes to Consolidated Financial Statements. |
Kost Forer Gabbay & Kasierer
144 Menachem Begin Road, Building A,
Tel-Aviv 6492102, Israel
|
Tel: +972-3-6232525
Fax: +972-3-5622555
ey.com
|
Kost Forer Gabbay & Kasierer
144 Menachem Begin Road, Building A,
Tel-Aviv 6492102, Israel
|
Tel: +972-3-6232525
Fax: +972-3-5622555
ey.com
|
Kost Forer Gabbay & Kasierer
144 Menachem Begin Road, Building A,
Tel-Aviv 6492102, Israel
|
Tel: +972-3-6232525
Fax: +972-3-5622555
ey.com
|
2017
|
||||||||
ASSETS
|
||||||||
CURRENT ASSETS:
|
||||||||
Cash and cash equivalents
|
$
|
242,099
|
$
|
328,302
|
||||
Short-term investments
|
243,729
|
63,951
|
||||||
Trade receivables (net of allowance for doubtful accounts of $ 8,464 and $ 9,554 at December 31, 2018 and 2017, respectively)
|
287,963
|
230,729
|
||||||
Prepaid expenses and other current assets
|
87,450
|
70,074
|
||||||
Total current assets
|
861,241
|
693,056
|
||||||
LONG-TERM ASSETS:
|
||||||||
Long-term investments
|
244,998
|
132,820
|
||||||
Other long-term assets
|
74,042
|
19,496
|
||||||
Property and equipment, net
|
140,338
|
118,275
|
||||||
Deferred tax assets
|
12,309
|
11,850
|
||||||
Other intangible assets, net
|
508,232
|
551,347
|
||||||
Goodwill
|
1,366,206
|
1,318,242
|
||||||
Total long-term assets
|
2,346,125
|
2,152,030
|
||||||
Total assets
|
$
|
3,207,366
|
$
|
2,845,086
|
2017
|
||||||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
||||||||
CURRENT LIABILITIES:
|
||||||||
Trade payables
|
$
|
29,617
|
$
|
29,438
|
||||
Deferred revenues and advances from customers
|
221,387
|
184,564
|
||||||
Accrued expenses and other liabilities
|
373,908
|
309,350
|
||||||
Total current liabilities
|
624,912
|
523,352
|
||||||
LONG-TERM LIABILITIES:
|
||||||||
Deferred revenues and advances from customers
|
35,112
|
37,550
|
||||||
Accrued severance pay
|
15,986
|
17,250
|
||||||
Deferred tax liabilities
|
44,140
|
57,796
|
||||||
Long-term debt
|
455,985
|
447,642
|
||||||
Other long-term liabilities
|
14,618
|
11,935
|
||||||
Total long-term liabilities
|
565,841
|
572,173
|
||||||
COMMITMENTS AND CONTINGENT LIABILITIES
|
||||||||
SHAREHOLDERS' EQUITY:
|
||||||||
Share capital-
|
||||||||
Ordinary shares of NIS 1 par value:
|
||||||||
Authorized: 125,000,000 shares at December 31, 2018 and 2017; Issued: 74,367,450 and 73,455,167 shares at December 31, 2018 and 2017, respectively; Outstanding: 61,769,554 and 60,925,954 shares at December 31, 2018 and 2017, respectively
|
18,849
|
18,595
|
||||||
Additional paid-in capital
|
1,499,986
|
1,420,813
|
||||||
Treasury shares at cost – 12,597,896 and 12,529,213 Ordinary shares at December 31, 2018 and 2017, respectively
|
(527,417
|
)
|
(507,705
|
)
|
||||
Accumulated other comprehensive loss
|
(46,616
|
)
|
(32,914
|
)
|
||||
Retained earnings
|
1,071,811
|
850,772
|
||||||
Total shareholders' equity
|
2,016,613
|
1,749,561
|
||||||
Total liabilities and shareholders' equity
|
$
|
3,207,366
|
$
|
2,845,086
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Revenues:
|
||||||||||||
Products
|
$
|
263,805
|
$
|
318,946
|
$
|
306,252
|
||||||
Services
|
719,531
|
652,040
|
623,783
|
|||||||||
Cloud
|
461,183
|
361,166
|
85,507
|
|||||||||
Total revenues
|
1,444,519
|
1,332,152
|
1,015,542
|
|||||||||
Cost of revenues:
|
||||||||||||
Products
|
31,065
|
51,065
|
53,032
|
|||||||||
Services
|
229,671
|
225,020
|
250,022
|
|||||||||
Cloud
|
236,079
|
192,588
|
34,679
|
|||||||||
Total cost of revenues
|
496,815
|
468,673
|
337,733
|
|||||||||
Gross profit
|
947,704
|
863,479
|
677,809
|
|||||||||
Operating expenses:
|
||||||||||||
Research and development, net
|
183,830
|
181,107
|
141,528
|
|||||||||
Selling and marketing
|
370,659
|
361,328
|
268,349
|
|||||||||
General and administrative
|
153,323
|
129,071
|
116,569
|
|||||||||
Amortization of acquired intangibles
|
42,276
|
41,902
|
17,187
|
|||||||||
Total operating expenses
|
750,088
|
713,408
|
543,633
|
|||||||||
Operating income
|
197,616
|
150,071
|
134,176
|
|||||||||
Financial expenses (income) and other, net
|
10,901
|
20,411
|
(10,305
|
)
|
||||||||
Income before taxes on income
|
186,715
|
129,660
|
144,481
|
|||||||||
Taxes on income (tax benefit)
|
27,377
|
(13,631
|
)
|
21,412
|
||||||||
Net income from continuing operations
|
159,338
|
143,291
|
123,069
|
|||||||||
Discontinued operations:
|
||||||||||||
Loss from operations
|
-
|
-
|
(8,235
|
)
|
||||||||
Tax benefit
|
-
|
-
|
2,086
|
|||||||||
Loss on discontinued operations
|
-
|
-
|
(6,149
|
)
|
||||||||
Net income
|
$
|
159,338
|
$
|
143,291
|
$
|
116,920
|
||||||
Basic earnings per share from continuing operations
|
$
|
2.60
|
$
|
2.37
|
$
|
2.06
|
||||||
Basic earnings per share from discontinued operations
|
$
|
-
|
$
|
-
|
$
|
(0.10
|
)
|
|||||
Basic earnings per share
|
$
|
2.60
|
$
|
2.37
|
$
|
1.96
|
||||||
Diluted earnings per share from continuing operations
|
$
|
2.52
|
$
|
2.31
|
$
|
2.02
|
||||||
Diluted earnings per share from discontinued operations
|
$
|
-
|
$
|
-
|
$
|
(0.10
|
)
|
|||||
Diluted earnings per share
|
$
|
2.52
|
$
|
2.31
|
$
|
1.92
|
||||||
Weighted average number of shares used in computing:
|
||||||||||||
Basic earnings per share
|
61,387
|
60,444
|
59,667
|
|||||||||
Diluted earnings per share
|
63,309
|
62,119
|
61,035
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Net income
|
$
|
159,338
|
$
|
143,291
|
$
|
116,920
|
||||||
Other comprehensive income (loss), net of tax:
|
||||||||||||
Change in foreign currency translation adjustment
|
(9,261
|
)
|
13,529
|
(24,801
|
)
|
|||||||
Available-for-sale investments:
|
||||||||||||
Change in net unrealized gains (losses)
|
(592
|
)
|
(854
|
)
|
5,102
|
|||||||
Less - reclassification adjustment for net gains realized and included in net income
|
-
|
-
|
(3,388
|
)
|
||||||||
Net change (net of tax effect of $351, $(113) and $113)
|
(592
|
)
|
(854
|
)
|
1,714
|
|||||||
Cash flow hedges:
|
||||||||||||
Change in unrealized gains (losses)
|
(8,630
|
)
|
6,821
|
600
|
||||||||
Less - reclassification adjustment for net gains (losses) realized and included in net income
|
4,781
|
(5,586
|
)
|
(132
|
)
|
|||||||
Net change (net of tax effect of $370, $0 and 0)
|
(3,849
|
)
|
1,235
|
468
|
||||||||
Total other comprehensive income (loss)
|
(13,702
|
)
|
13,910
|
(22,619
|
)
|
|||||||
Comprehensive income
|
$
|
145,636
|
$
|
157,201
|
$
|
94,301
|
Share
capital
|
Additional
paid-in
capital
|
Treasury shares
|
Accumulated other comprehensive loss
|
Retained earnings
|
Total
shareholders'
equity
|
|||||||||||||||||||
Balance as of January 1, 2018
|
$
|
18,595
|
$
|
1,420,813
|
$
|
(507,705
|
)
|
$
|
(32,914
|
)
|
$
|
850,772
|
$
|
1,749,561
|
||||||||||
Effect of adopting ASU 2014-09: "Revenue from
Contracts with Customers (ASC 606)" (see note 2 aa)
|
-
|
-
|
-
|
-
|
61,701
|
61,701
|
||||||||||||||||||
Exercise of share options
|
254
|
16,143
|
-
|
-
|
-
|
16,397
|
||||||||||||||||||
Stock-based compensation
|
-
|
67,223
|
-
|
-
|
-
|
67,223
|
||||||||||||||||||
Issuance of treasury shares under share-based
compensation plan (203,575 ordinary shares)
|
-
|
(4,976
|
)
|
7,574
|
-
|
-
|
2,598
|
|||||||||||||||||
Treasury shares purchased
|
-
|
-
|
(27,286
|
)
|
-
|
-
|
(27,286
|
)
|
||||||||||||||||
Other comprehensive income
|
-
|
-
|
-
|
(13,702
|
)
|
-
|
(13,702
|
)
|
||||||||||||||||
Equity awards assumed for acquisitions
|
783
|
-
|
-
|
-
|
783
|
|||||||||||||||||||
Net income
|
-
|
-
|
-
|
-
|
159,338
|
159,338
|
||||||||||||||||||
Balance as of December 31, 2018
|
$
|
18,849
|
$
|
1,499,986
|
$
|
(527,417
|
)
|
$
|
(46,616
|
)
|
$
|
1,071,811
|
$
|
2,016,613
|
Share
capital
|
Additional
paid-in
capital
|
Treasury shares
|
Accumulated other comprehensive loss
|
Retained earnings
|
Total
shareholders'
equity
|
|||||||||||||||||||
Balance as of January 1, 2017
|
$
|
18,280
|
$
|
1,317,539
|
$
|
(488,573
|
)
|
$
|
(46,824
|
)
|
$
|
710,910
|
$
|
1,511,332
|
||||||||||
Effect of adopting ASU 2016-09: Improvements
to Employee Share-Based Payment Accounting
|
-
|
1,908
|
-
|
-
|
6,208
|
8,116
|
||||||||||||||||||
Exercise of share options
|
315
|
17,133
|
-
|
-
|
-
|
17,448
|
||||||||||||||||||
Stock-based compensation
|
-
|
56,980
|
-
|
-
|
-
|
56,980
|
||||||||||||||||||
Issuance of treasury shares under share-based
compensation plan (147,347 ordinary shares)
|
-
|
(3,642
|
)
|
5,296
|
-
|
-
|
1,654
|
|||||||||||||||||
Equity components of exchangeable note
|
-
|
30,895
|
-
|
-
|
-
|
30,895
|
||||||||||||||||||
Treasury shares purchased
|
-
|
-
|
(24,428
|
)
|
-
|
-
|
(24,428
|
)
|
||||||||||||||||
Other comprehensive income
|
-
|
-
|
-
|
13,910
|
-
|
13,910
|
||||||||||||||||||
Dividends paid ($ 0.16 per share)
|
-
|
-
|
-
|
-
|
(9,637
|
)
|
(9,637
|
)
|
||||||||||||||||
Net income
|
-
|
-
|
-
|
-
|
143,291
|
143,291
|
||||||||||||||||||
Balance as of December 31, 2017
|
$
|
18,595
|
$
|
1,420,813
|
$
|
(507,705
|
)
|
$
|
(32,914
|
)
|
$
|
850,772
|
$
|
1,749,561
|
Share
capital
|
Additional
paid-in
capital
|
Treasury shares
|
Accumulated other comprehensive loss
|
Retained earnings
|
Total
shareholders'
equity
|
|||||||||||||||||||
Balance as of January 1, 2016
|
$
|
17,977
|
$
|
1,234,206
|
$
|
(445,021
|
)
|
$
|
(24,205
|
)
|
$
|
632,192
|
$
|
1,415,149
|
||||||||||
Exercise of share options
|
303
|
23,321
|
-
|
-
|
-
|
23,624
|
||||||||||||||||||
Equity awards assumed for acquisitions
|
-
|
11,675
|
-
|
-
|
-
|
11,675
|
||||||||||||||||||
Stock-based compensation
|
-
|
40,547
|
-
|
-
|
-
|
40,547
|
||||||||||||||||||
Excess tax benefit from share-based
payment arrangements
|
-
|
7,868
|
-
|
-
|
-
|
7,868
|
||||||||||||||||||
Issuance of treasury shares under share-based
compensation plan (2,290 ordinary shares)
|
-
|
(78
|
)
|
78
|
-
|
-
|
-
|
|||||||||||||||||
Treasury shares purchased
|
-
|
-
|
(43,630
|
)
|
-
|
-
|
(43,630
|
)
|
||||||||||||||||
Other comprehensive loss
|
-
|
-
|
-
|
(22,619
|
)
|
-
|
(22,619
|
)
|
||||||||||||||||
Dividends paid ($ 0.64 per share)
|
-
|
-
|
-
|
-
|
(38,202
|
)
|
(38,202
|
)
|
||||||||||||||||
Net income
|
-
|
-
|
-
|
-
|
116,920
|
116,920
|
||||||||||||||||||
Balance as of December 31, 2016
|
$
|
18,280
|
$
|
1,317,539
|
$
|
(488,573
|
)
|
$
|
(46,824
|
)
|
$
|
710,910
|
$
|
1,511,332
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Cash flows from operating activities:
|
||||||||||||
Net income
|
$
|
159,338
|
$
|
143,291
|
$
|
116,920
|
||||||
Adjustments required to reconcile net income to net cash provided by operating activities:
|
||||||||||||
Depreciation and amortization
|
157,142
|
156,301
|
77,801
|
|||||||||
Stock-based compensation
|
67,223
|
56,980
|
40,547
|
|||||||||
Accrued severance pay, net
|
1,020
|
(788
|
)
|
3
|
||||||||
Amortization of premium and discount and accrued interest on marketable securities
|
(598
|
)
|
646
|
2,441
|
||||||||
Deferred taxes, net
|
(30,172
|
)
|
(70,805
|
)
|
(25,905
|
)
|
||||||
Changes in operating assets and liabilities:
|
||||||||||||
Trade receivables, net
|
(72,583
|
)
|
37,735
|
(31,784
|
)
|
|||||||
Prepaid expenses and other current assets
|
(29,852
|
)
|
(6,839
|
)
|
2,078
|
|||||||
Trade payables
|
(3,526
|
)
|
2,665
|
4,392
|
||||||||
Accrued expenses and other liabilities
|
48,095
|
25,541
|
17,994
|
|||||||||
Deferred revenues
|
92,768
|
41,624
|
9,379
|
|||||||||
Long term liabilities
|
(1,024
|
)
|
(5,169
|
)
|
7,529
|
|||||||
Loss on disposal of discontinued operations
|
-
|
-
|
9,148
|
|||||||||
Realized gain on marketable securities
|
-
|
-
|
(3,388
|
)
|
||||||||
Amortization of discount on long-term debt
|
8,670
|
13,547
|
379
|
|||||||||
Other
|
108
|
(67
|
)
|
678
|
||||||||
Net cash provided by operating activities
|
396,609
|
394,662
|
228,212
|
|||||||||
Cash flows from investing activities:
|
||||||||||||
Purchase of property and equipment
|
(31,442
|
)
|
(39,889
|
)
|
(27,278
|
)
|
||||||
Purchase of investments
|
(429,500
|
)
|
(133,423
|
)
|
(47,221
|
)
|
||||||
Proceeds from investments
|
137,180
|
64,295
|
449,880
|
|||||||||
Payments for business acquisitions, net of cash acquired
|
(104,776
|
)
|
(76,027
|
)
|
(1,156,249
|
)
|
||||||
Investments in affiliates and other purchases
|
-
|
-
|
(1,500
|
)
|
||||||||
Capitalization of internal use software costs
|
(32,225
|
)
|
(27,936
|
)
|
(8,502
|
)
|
||||||
Repayment from sale of discontinued operations
|
-
|
-
|
(9,148
|
)
|
||||||||
Net cash used in investing activities
|
(460,763
|
)
|
(212,980
|
)
|
(800,018
|
)
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Cash flows from financing activities:
|
||||||||||||
Proceeds from issuance of shares upon exercise of options
|
19,048
|
19,240
|
23,525
|
|||||||||
Purchase of treasury shares
|
(26,004
|
)
|
(24,428
|
)
|
(43,630
|
)
|
||||||
Dividends paid
|
-
|
(9,637
|
)
|
(38,202
|
)
|
|||||||
Capital lease payments
|
(876
|
)
|
(137
|
)
|
(1,087
|
)
|
||||||
Proceeds from issuance of debt, net of costs
|
-
|
-
|
464,841
|
|||||||||
Proceeds from issuance of exchangeable senior notes, net
|
-
|
260,135
|
-
|
|||||||||
Repayment of long-term debt
|
-
|
(260,000
|
)
|
-
|
||||||||
Repayment of short-term debt
|
(8,436
|
)
|
-
|
-
|
||||||||
Net cash provided by (used in) financing activities
|
(16,268
|
)
|
(14,827
|
)
|
405,447
|
|||||||
Effect of exchange rate changes on cash
|
(5,781
|
)
|
4,421
|
(2,546
|
)
|
|||||||
Net change in cash and cash equivalents
|
(86,203
|
)
|
171,276
|
(168,905
|
)
|
|||||||
Cash and cash equivalents at the beginning of the year
|
328,302
|
157,026
|
325,931
|
|||||||||
Cash and cash equivalents at the end of the year
|
$
|
242,099
|
$
|
328,302
|
$
|
157,026
|
||||||
Supplemental disclosure of cash flows activities:
|
||||||||||||
Cash paid during the year for:
|
||||||||||||
Income taxes
|
$
|
42,858
|
$
|
33,029
|
$
|
28,396
|
||||||
Interest
|
$
|
12,319
|
$
|
7,910
|
$
|
2,201
|
||||||
Non-cash activities:
|
Decrease (increase) in other receivables with respect to exercise of share options
|
$
|
53
|
$
|
138
|
$
|
(99
|
)
|
|||||
Increase in accrued expenses and other liabilities with respect to purchase of treasury shares
|
$
|
1,282
|
$
|
-
|
$
|
-
|
Years
|
|
Computers and peripheral equipment
|
3 - 5
|
Office furniture and equipment
|
5 - 14
|
Internal use software
|
3
|
· |
Level 1 - Valuations based on quoted prices in active markets for identical assets that the Company has the ability to access. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment.
|
· |
Level 2 - Valuations based on one or more quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
|
· |
Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
|
Year ended
|
||||||||||||||||
Unrealized losses on marketable securities
|
Unrealized gains (losses) on cash flow hedges
|
Foreign currency translation adjustment
|
Total
|
|||||||||||||
Beginning balance
|
$
|
(1,070
|
)
|
$
|
1,134
|
$
|
(32,978
|
)
|
$
|
(32,914
|
)
|
|||||
Other comprehensive income (loss) before reclassifications
|
(592
|
)
|
(8,630
|
)
|
(9,261
|
)
|
(18,483
|
)
|
||||||||
Amounts reclassified from accumulated other comprehensive income
|
-
|
4,781
|
-
|
4,781
|
||||||||||||
Net current-period other comprehensive income (loss)
|
(592
|
)
|
(3,849
|
)
|
(9,261
|
)
|
(13,702
|
)
|
||||||||
Ending balance
|
$
|
(1,662
|
)
|
$
|
(2,715
|
)
|
$
|
(42,239
|
)
|
$
|
(46,616
|
)
|
Year ended
|
||||||||||||||||
Unrealized losses on marketable securities
|
Unrealized gains (losses) on cash flow hedges
|
Foreign currency translation adjustment
|
Total
|
|||||||||||||
Beginning balance
|
$
|
(216
|
)
|
$
|
(101
|
)
|
$
|
(46,507
|
)
|
$
|
(46,824
|
)
|
||||
Other comprehensive income (loss) before reclassifications
|
(854
|
)
|
6,821
|
13,529
|
19,496
|
|||||||||||
Amounts reclassified from accumulated other comprehensive income
|
-
|
(5,586
|
)
|
-
|
(5,586
|
)
|
||||||||||
Net current-period other comprehensive income (loss)
|
(854
|
)
|
1,235
|
13,529
|
13,910
|
|||||||||||
Ending balance
|
$
|
(1,070
|
)
|
$
|
1,134
|
$
|
(32,978
|
)
|
$
|
(32,914
|
)
|
As Reported
|
Balances without adoption of ASC 606
|
Effect of Change Higher (Lower)
|
||||||||||
Assets:
|
||||||||||||
Prepaid expenses and other current assets
|
$
|
87,450
|
$
|
91,671
|
$
|
(4,221
|
)
|
|||||
Other long-term assets
|
74,042
|
16,367
|
57,675
|
|||||||||
Deferred tax assets
|
12,309
|
12,356
|
(47
|
)
|
||||||||
Liabilities:
|
||||||||||||
Deferred revenues and advances from customers
|
(256,499
|
)
|
(285,367
|
)
|
28,868
|
|||||||
Accrued expenses and other liabilities
|
(373,908
|
)
|
(368,681
|
)
|
(5,227
|
)
|
||||||
Deferred tax liabilities
|
(44,140
|
)
|
(32,125
|
)
|
(12,015
|
)
|
||||||
Shareholders' Equity:
|
$
|
2,016,613
|
$
|
1,951,580
|
$
|
65,033
|
Year ended
|
||||||||||||
As Reported
|
Amounts without adoption of
ASC 606 |
Effect of Change
Higher (Lower) |
||||||||||
Consolidated Statement of Income:
|
||||||||||||
Total revenues
|
$
|
1,444,519
|
$
|
1,453,762
|
$
|
(9,243
|
)
|
|||||
Cost of revenues
|
496,815
|
497,479
|
(664
|
)
|
||||||||
Selling and marketing
|
370,659
|
384,142
|
(13,483
|
)
|
||||||||
Taxes on income
|
27,377
|
26,347
|
1,030
|
|||||||||
Net income
|
159,338
|
155,464
|
3,874
|
|||||||||
Earnings per share:
|
||||||||||||
Basic
|
$
|
2.60
|
$
|
2.53
|
$
|
(0.07
|
)
|
|||||
Diluted
|
$
|
2.52
|
$
|
2.46
|
$
|
(0.06
|
)
|
Amortized cost
|
Gross unrealized gains
|
Gross unrealized losses
|
Estimated fair value (Level 2 within the fair value hierarchy)
|
|||||||||||||||||||||||||||||
December 31,
|
December 31,
|
December 31,
|
||||||||||||||||||||||||||||||
2017
|
2018
|
2017
|
2018
|
2017
|
2018
|
2017
|
||||||||||||||||||||||||||
Corporate debentures
|
$
|
457,943
|
$
|
189,836
|
$
|
190
|
$
|
9
|
$
|
1,993
|
$
|
908
|
$
|
456,141
|
$
|
188,937
|
||||||||||||||||
U.S. Treasuries
|
21,944
|
7,007
|
-
|
-
|
226
|
170
|
21,717
|
6,837
|
||||||||||||||||||||||||
U.S. Government Agencies
|
10,854
|
998
|
16
|
-
|
1
|
1
|
10,869
|
997
|
||||||||||||||||||||||||
$
|
490,741
|
$
|
197,841
|
$
|
206
|
$
|
9
|
$
|
2,220
|
$
|
1,079
|
$
|
488,727
|
$
|
196,771
|
Amortized
|
Estimated
|
|||||||
cost
|
fair value
|
|||||||
Due within one year
|
$
|
244,233
|
$
|
243,729
|
||||
Due after one year through five years
|
246,508
|
244,998
|
||||||
$
|
490,741
|
$
|
488,727
|
Investments with continuous unrealized losses for less than 12 months
|
Investments with continuous unrealized losses for 12 months or greater
|
Total Investments with continuous unrealized losses
|
||||||||||||||||||||||
Fair
value
|
Unrealized losses
|
Fair
value
|
Unrealized losses
|
Fair
value
|
Unrealized losses
|
|||||||||||||||||||
Corporate debentures
|
$
|
231,845
|
$
|
(754
|
)
|
$
|
113,870
|
$
|
(1,239
|
)
|
$
|
345,715
|
$
|
(1,993
|
)
|
|||||||||
U.S. treasuries
|
14,926
|
(12
|
)
|
6,791
|
(214
|
)
|
21,717
|
(226
|
)
|
|||||||||||||||
U.S. Government agencies
|
7,932
|
(1
|
)
|
-
|
-
|
7,932
|
(1
|
)
|
||||||||||||||||
$
|
254,703
|
$
|
(767
|
)
|
$
|
120,661
|
$
|
(1,453
|
)
|
$
|
375,364
|
$
|
(2,220
|
)
|
Investments with continuous unrealized losses for less than 12 months
|
Investments with continuous unrealized losses for 12 months or greater
|
Total Investments with continuous unrealized losses
|
||||||||||||||||||||||
Fair
value
|
Unrealized losses
|
Fair
value
|
Unrealized losses
|
Fair
value
|
Unrealized losses
|
|||||||||||||||||||
Corporate debentures
|
$
|
135,252
|
$
|
(711
|
)
|
$
|
49,076
|
$
|
(198
|
)
|
$
|
184,328
|
$
|
(909
|
)
|
|||||||||
U.S. treasuries
|
-
|
-
|
6,837
|
(170
|
)
|
6,837
|
(170
|
)
|
||||||||||||||||
U.S. Government agencies
|
997
|
-
|
-
|
-
|
997
|
-
|
||||||||||||||||||
$
|
136,249
|
$
|
(711
|
)
|
$
|
55,913
|
$
|
(368
|
)
|
$
|
192,162
|
$
|
(1,079
|
)
|
2017
|
||||||||
Government authorities
|
$
|
30,369
|
$
|
26,275
|
||||
Interest receivable
|
2,867
|
2,042
|
||||||
Prepaid expenses
|
45,671
|
31,810
|
||||||
Inventories
|
3,434
|
3,891
|
||||||
Discontinued operations
|
-
|
2,042
|
||||||
Other
|
5,109
|
4,014
|
||||||
$
|
87,450
|
$
|
70,074
|
2017
|
||||||||
Deferred commission costs
|
$
|
57,675
|
$
|
-
|
||||
Severance pay fund
|
12,575
|
14,859
|
||||||
Long-term deposits and other assets
|
3,792
|
4,637
|
||||||
$
|
74,042
|
$
|
19,496
|
2017
|
||||||||
Cost:
|
||||||||
Computers and peripheral equipment
|
$
|
253,325
|
$
|
212,449
|
||||
Internal use software
|
69,452
|
37,948
|
||||||
Office furniture and equipment
|
13,060
|
12,030
|
||||||
Leasehold improvements
|
57,454
|
53,266
|
||||||
393,291
|
315,693
|
|||||||
Accumulated depreciation:
|
||||||||
Computers and peripheral equipment
|
196,820
|
163,162
|
||||||
Internal use software
|
16,597
|
2,924
|
||||||
Office furniture and equipment
|
7,717
|
6,614
|
||||||
Leasehold improvements
|
31,819
|
24,718
|
||||||
252,953
|
197,418
|
|||||||
Depreciated cost
|
$
|
140,338
|
$
|
118,275
|
2017
|
||||||||
Original amounts:
|
||||||||
Core technology
|
$
|
720,134
|
$
|
673,291
|
||||
Customer relationships, backlog and distribution network
|
393,204
|
382,031
|
||||||
Trademarks
|
55,896
|
56,196
|
||||||
1,169,234
|
1,111,518
|
|||||||
Accumulated amortization:
|
||||||||
Core technology
|
372,895
|
315,665
|
||||||
Customer relationships, backlog and distribution network
|
264,463
|
225,951
|
||||||
Trademarks
|
23,644
|
18,555
|
||||||
661,002
|
560,171
|
|||||||
Other intangible assets, net
|
$
|
508,232
|
$
|
551,347
|
b. |
Amortization expense amounted to $107,179; $118,377 and $58,968 for the years ended December 31, 2018, 2017 and 2016, respectively.
|
For the year ended December 31,
|
||||
$
|
111,602
|
|||
2020
|
104,856
|
|||
2021
|
96,834
|
|||
2022
|
80,690
|
|||
2023 and thereafter
|
114,250
|
|||
$
|
508,232
|
Year ended
|
||||||||||||
Customer Engagement
|
Financial Crime and Compliance
|
Total
|
||||||||||
As of January 1, 2018
|
$
|
1,053,922
|
$
|
264,320
|
$
|
1,318,242
|
||||||
Acquisitions (*)
|
54,203
|
-
|
54,203
|
|||||||||
Functional currency translation adjustments
|
(5,034
|
)
|
(1,205
|
)
|
(6,239
|
)
|
||||||
As of December 31, 2018
|
$
|
1,103,091
|
$
|
263,115
|
$
|
1,366,206
|
Year ended
|
||||||||||||
Customer Engagement
|
Financial Crime and Compliance
|
Total
|
||||||||||
As of January 1, 2017
|
$
|
1,022,198
|
$
|
262,512
|
$
|
1,284,710
|
||||||
Acquisitions (*)
|
24,346
|
-
|
24,346
|
|||||||||
Functional currency translation adjustments
|
7,378
|
1,808
|
9,186
|
|||||||||
As of December 31, 2017
|
$
|
1,053,922
|
$
|
264,320
|
$
|
1,318,242
|
(*) |
Including adjustments of $5,624 and $(3,799), resulting from finalization of purchase price allocations with respect to 2018 and 2017, respectively.
|
2017
|
||||||||
Payroll and related expenses
|
$
|
158,185
|
$
|
142,182
|
||||
Accrued expenses
|
104,568
|
80,893
|
||||||
Government authorities
|
95,535
|
79,515
|
||||||
Discontinued operations
|
-
|
189
|
||||||
Other
|
15,620
|
6,571
|
||||||
$
|
373,908
|
$
|
309,350
|
Notional amount
|
Fair value
(Level 2 within the fair value hierarchy)
|
|||||||||||||||
December 31,
|
||||||||||||||||
2017
|
2018
|
2017
|
||||||||||||||
Option contracts to hedge payroll
|
||||||||||||||||
expenses ILS
|
$
|
73,950
|
$
|
4,000
|
$
|
(2,566
|
)
|
$
|
46
|
|||||||
expenses INR
|
40,391
|
17,800
|
807
|
232
|
||||||||||||
Option contracts to hedge facility expenses ILS
|
5,200
|
-
|
(137
|
)
|
-
|
|||||||||||
expenses INR
|
3,874
|
1,846
|
80
|
19
|
||||||||||||
Forward contracts to hedge payroll
|
||||||||||||||||
expenses ILS
|
53,500
|
30,000
|
(1,926
|
)
|
947
|
|||||||||||
expenses INR
|
-
|
400
|
-
|
6
|
||||||||||||
expenses PHP
|
4,452
|
-
|
187
|
-
|
||||||||||||
Forward contracts to hedge facility expenses PHP
|
628
|
-
|
28
|
-
|
||||||||||||
$
|
181,995
|
$
|
54,046
|
$
|
(3,527
|
)
|
$
|
1,250
|
Fair value of derivative instruments | |||||||||
December 31, | |||||||||
Balance sheet line item | 2018 | 2017 | |||||||
Derivative assets:
|
|||||||||
Foreign exchange option contracts
|
Prepaid expenses and other current assets
|
$
|
888
|
$
|
297
|
||||
Foreign exchange forward contracts
|
Prepaid expenses and other current assets
|
$
|
214
|
$
|
953
|
||||
Derivative liabilities:
|
|||||||||
Foreign exchange option contracts
|
Accrued expenses and other liabilities
|
$
|
(2,703
|
)
|
$
|
-
|
|||
Foreign exchange forward contracts
|
Accrued expenses and other liabilities
|
$
|
(1,926
|
)
|
$
|
-
|
Amount of gain (loss) recognized in
other comprehensive income
on derivative, net of tax (effective portion)
|
||||||||||||
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Derivatives in foreign exchange cash flow hedging relationships:
|
||||||||||||
Forward contracts
|
$
|
(6,059
|
)
|
$
|
3,317
|
$
|
(202
|
)
|
||||
Option contracts
|
(2,571
|
)
|
3,504
|
802
|
||||||||
$
|
(8,630
|
)
|
$
|
6,821
|
$
|
600
|
Amount of gain (loss) reclassified from other comprehensive income into income (expenses), net of tax (effective portion) |
|||||||||||||
|
Year ended
December 31,
|
||||||||||||
Statements of income line item | 2018 | 2017 | 2016 | ||||||||||
Option contracts to hedge payroll and facility expenses
|
Cost of revenues, operating expenses and discontinued operations
|
$
|
66
|
$
|
(2,429
|
)
|
$
|
(132
|
)
|
||||
Forward contracts to hedge payroll and facility expenses
|
Cost of revenues and operating expenses
|
4,715
|
(3,157
|
)
|
-
|
||||||||
$
|
4,781
|
$
|
(5,586
|
)
|
$
|
(132
|
)
|
2. |
From time to time the Company or its subsidiaries may be involved in legal proceedings and/or litigation arising in the ordinary course of business. While the outcome of these matters cannot be predicted with certainty, the Company does not believe it will have a material effect on its consolidated financial position, results of operations, or cash flows.
|
2017
|
||||||||
Deferred tax assets:
|
||||||||
Net operating losses carryforward and tax credits
|
$
|
88,528
|
$
|
79,196
|
||||
Share based payments
|
21,631
|
16,142
|
||||||
Research and development costs
|
3,473
|
3,606
|
||||||
Reserves, allowances and other
|
21,838
|
13,313
|
||||||
Deferred tax assets before valuation allowance
|
135,470
|
112,257
|
||||||
Valuation allowance
|
(11,211
|
)
|
(8,853
|
)
|
||||
Deferred tax assets
|
124,259
|
103,404
|
||||||
Deferred tax liabilities:
|
||||||||
Acquired intangibles
|
(126,318
|
)
|
(142,352
|
)
|
||||
Acquired deferred revenue
|
(2,033
|
)
|
(2,600
|
)
|
||||
Internal Use Software and other Fixed Assets
|
(15,677
|
)
|
(4,398
|
)
|
||||
Prepaid Compensation Expenses
|
(12,062
|
)
|
-
|
|||||
Deferred tax liabilities
|
(156,090
|
)
|
(149,350
|
)
|
||||
Deferred tax liabilities, net
|
$
|
(31,831
|
)
|
$
|
(45,946
|
)
|
2017
|
||||||||
Deferred tax assets
|
$
|
12,309
|
$
|
11,850
|
||||
Deferred tax liabilities
|
(44,140
|
)
|
(57,796
|
)
|
||||
Deferred tax liabilities, net
|
$
|
(31,831
|
)
|
$
|
(45,946
|
)
|
f. |
A reconciliation of the Company's effective tax rate to the statutory tax rate in Israel is as follows:
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Income before taxes on income, as reported in the consolidated statements of income
|
$
|
186,715
|
$
|
129,660
|
$
|
144,481
|
||||||
Statutory tax rate in Israel
|
23.0
|
%
|
24.0
|
%
|
25.0
|
%
|
||||||
Preferred Enterprise / Preferred Technology Enterprise benefits (*)
|
(13.0
|
)%
|
(16.8
|
)%
|
(8.9
|
)%
|
||||||
Changes in valuation allowance
|
(0.0
|
%
|
0.0
|
%
|
1.0
|
%
|
||||||
Earnings taxed under foreign law
|
(1.8
|
)%
|
(4.6
|
)%
|
(7.7
|
)%
|
||||||
Tax settlements and other adjustments
|
7.0
|
%
|
14.3
|
%
|
5.8
|
%
|
||||||
U.S. Tax Reform one-time adjustment
|
(1.6
|
)%
|
(23.9
|
)%
|
-
|
|||||||
Other
|
1.1
|
%
|
(3.5
|
)%
|
(0.4
|
)%
|
||||||
Effective tax rate
|
14.7
|
%
|
(10.5
|
)%
|
14.8
|
%
|
(*) |
The effect of the benefit resulting from the "Preferred Enterprise/Preferred Technology Enterprise benefits " status on net earnings per ordinary share is as follows:
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Domestic
|
$
|
193,664
|
$
|
188,070
|
$
|
131,111
|
||||||
Foreign
|
(6,949
|
)
|
(58,410
|
)
|
13,370
|
|||||||
$
|
186,715
|
$
|
129,660
|
$
|
144,481
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Current
|
$
|
57,549
|
$
|
57,174
|
$
|
47,318
|
||||||
Deferred
|
(30,172
|
)
|
(70,805
|
)
|
(25,906
|
)
|
||||||
$
|
27,377
|
$
|
(13,631
|
)
|
$
|
21,412
|
||||||
Domestic
|
$
|
29,947
|
$
|
27,673
|
$
|
28,097
|
||||||
Foreign
|
(2,570
|
)
|
(41,304
|
)
|
(6,685
|
)
|
||||||
$
|
27,377
|
$
|
(13,631
|
)
|
$
|
21,412
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Domestic taxes:
|
||||||||||||
Current
|
$
|
34,370
|
$
|
22,808
|
$
|
27,932
|
||||||
Deferred
|
(4,423
|
)
|
4,865
|
165
|
||||||||
29,947
|
27,673
|
28,097
|
||||||||||
Foreign taxes:
|
||||||||||||
Current
|
23,179
|
34,366
|
19,386
|
|||||||||
Deferred
|
(25,749
|
)
|
(75,670
|
)
|
(26,071
|
)
|
||||||
(2,570
|
)
|
(41,304
|
)
|
(6,685
|
)
|
|||||||
Taxes on income (tax benefit)
|
$
|
27,377
|
$
|
(13,631
|
)
|
$
|
21,412
|
2017
|
||||||||
Uncertain tax positions, beginning of year
|
$
|
43,984
|
$
|
26,659
|
||||
Increases in tax positions for prior years
|
5,121
|
5,105
|
||||||
Increases in tax positions for current year
|
13,353
|
15,140
|
||||||
Settlements
|
(3,471
|
)
|
-
|
|||||
Expiry of the statute of limitations
|
(427
|
)
|
(2,920
|
)
|
||||
Uncertain tax positions, end of year
|
$
|
58,560
|
$
|
43,984
|
a. |
The Ordinary shares of the Company are traded on the Tel-Aviv Stock Exchange and its American Depositary Shares ("ADSs"), each representing one fully paid ordinary share, par value NIS 1.00 per share of the Company are traded on NASDAQ.
|
2018
|
2017
|
2016
|
||||||||||
Expected volatility
|
21.23%-21.83%
|
|
21.69%-22.90%
|
|
21.05%-25.92%
|
|
||||||
Risk free interest rate
|
2.42%-3.04%
|
|
1.53%-2.00%
|
|
0.58%-2.04%
|
|
||||||
Expected dividend
|
-
|
-
|
0%-1.00%
|
|
||||||||
Expected term (in years)
|
3.5
|
3.5
|
3.5
|
Number of options
|
Weighted-average exercise price
|
Weighted- average remaining contractual term
(in years)
|
Aggregate intrinsic
value
|
|||||||||||||
Outstanding at January 1, 2018
|
1,676,130
|
23.07
|
4.45
|
115,390
|
||||||||||||
Granted
|
308,884
|
15.94
|
||||||||||||||
Exercised
|
(661,379
|
)
|
28.55
|
|||||||||||||
Cancelled
|
(1,924
|
)
|
22.76
|
|||||||||||||
Forfeited
|
(136,864
|
)
|
7.22
|
|||||||||||||
Outstanding at December 31, 2018
|
1,184,847
|
19.82
|
4.47
|
104,731
|
||||||||||||
Exercisable at December 31, 2018
|
410,237
|
36.24
|
3.63
|
29,523
|
Weighted
|
||||||||||||||||||||||
Options
|
Weighted
|
Options
|
average
|
|||||||||||||||||||
outstanding
|
average
|
Weighted
|
Exercisable
|
exercise
|
||||||||||||||||||
as of
|
remaining
|
Average
|
as of
|
price of
|
||||||||||||||||||
Ranges of
|
December 31,
|
contractual
|
Exercise
|
December 31,
|
options
|
|||||||||||||||||
exercise price
|
2018
|
term
|
Price
|
2018
|
exercisable
|
|||||||||||||||||
(Years)
|
$ |
$
|
||||||||||||||||||||
$
|
0.27
|
806,066
|
4.50
|
0.27
|
163,219
|
0.27
|
||||||||||||||||
$
|
0.69-9.89
|
5,072
|
4.95
|
7.08
|
4,775
|
7.11
|
||||||||||||||||
$
|
11.40-15.16
|
957
|
1.32
|
12.63
|
957
|
12.63
|
||||||||||||||||
$
|
17.72
|
346
|
2.19
|
17.72
|
346
|
17.72
|
||||||||||||||||
$
|
35.62-49.72
|
156,319
|
4.60
|
41.50
|
93,581
|
40.74
|
||||||||||||||||
$
|
54.95-80.76
|
153,648
|
3.79
|
70.73
|
122,896
|
70.24
|
||||||||||||||||
$
|
85.14-96.74
|
62,439
|
5.36
|
93.77
|
24,463
|
95.14
|
||||||||||||||||
1,184,847
|
4.47
|
19.82
|
410,237
|
36.24
|
Number of RSU and
RSA (*)
|
||||
Outstanding at January 1, 2018
|
1,525,012
|
|||
Granted
|
857,067
|
|||
Vested
|
(453,904
|
)
|
||
Cancelled
|
(797
|
)
|
||
Forfeited
|
(168,308
|
)
|
||
Outstanding at December 31, 2018
|
1,759,070
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Cost of revenues
|
$
|
11,000
|
$
|
11,337
|
$
|
7,878
|
||||||
Research and development, net
|
7,363
|
9,038
|
5,676
|
|||||||||
Selling and marketing
|
27,455
|
23,107
|
16,403
|
|||||||||
General and administrative
|
21,405
|
13,498
|
10,590
|
|||||||||
Total stock-based compensation expenses
|
$
|
67,223
|
$
|
56,980
|
$
|
40,547
|
2017
|
||||||||
Principal
|
$
|
215,000
|
$
|
215,000
|
||||
Less: Debt issuance costs, net of amortization
|
(2,692
|
)
|
(3,486
|
)
|
||||
Net liability carrying amount
|
$
|
212,308
|
$
|
211,514
|
2017
|
||||||||
Amortization of debt issuance costs
|
$
|
794
|
$
|
6,334
|
||||
Interest expense
|
7,083
|
5,558
|
||||||
Total interest expense recognized
|
$
|
7,877
|
$
|
11,892
|
||||
Effective interest rate
|
3.80
|
%
|
3.30
|
%
|
Due 2024
|
||||
Issuance date
|
||||
Maturity date
|
||||
Principal amount
|
$
|
287,500
|
||
Cash coupon rate (per annum)
|
1.25
|
%
|
||
Conversion rate effective September 15, 2023 (per $1000 principal amount)
|
12.026
|
|||
Effective conversion price effective September 15, 2023 (per ADS)
|
$
|
83.15
|
2017
|
||||||||
Principal
|
$
|
287,500
|
$
|
287,500
|
||||
Less:
|
||||||||
Debt issuance costs, net of amortization
|
(4,488
|
)
|
(5,182
|
)
|
||||
Unamortized discount
|
(39,335
|
)
|
(46,190
|
)
|
||||
Net liability carrying amount
|
$
|
243,677
|
$
|
236,128
|
||||
Equity component - net carrying value
|
$
|
51,176
|
$
|
51,176
|
Year Ended
|
||||||||
2017
|
||||||||
Amortization of debt issuance costs
|
$
|
694
|
$
|
609
|
||||
Non-cash amortization of debt discount
|
6,855
|
6,278
|
||||||
Interest expense
|
3,594
|
3,414
|
||||||
Net liability carrying amount
|
$
|
11,143
|
$
|
10,301
|
||||
Equity component - net carrying value
|
4.68
|
%
|
4.68
|
%
|
Year ended
|
||||||||||||||||
Customer Engagement
(1)
|
Financial Crime and Compliance
|
Not
allocated
|
Total
|
|||||||||||||
Revenues
|
$
|
1,156,142
|
$
|
288,377
|
$
|
-
|
$
|
1,444,519
|
||||||||
Operating income
|
$
|
223,078
|
$
|
109,464
|
$
|
(134,926
|
)
|
$
|
197,616
|
Year ended
|
||||||||||||||||
Customer Engagement
(1)
|
Financial Crime and Compliance
|
Not
allocated
|
Total
|
|||||||||||||
Revenues
|
$
|
1,051,350
|
$
|
280,802
|
$
|
-
|
$
|
1,332,152
|
||||||||
Operating income
|
$
|
175,247
|
$
|
101,774
|
$
|
(126,950
|
)
|
$
|
150,071
|
Year ended
|
||||||||||||||||
Customer Engagement
(1) (2)
|
Financial Crime and Compliance
|
Not
allocated
|
Total
|
|||||||||||||
Revenues
|
$
|
754,398
|
$
|
261,144
|
$
|
-
|
$
|
1,015,542
|
||||||||
Operating income
|
$
|
202,893
|
$
|
89,990
|
$
|
(158,707
|
)
|
$
|
134,176
|
(1) |
Includes the results of companies which were acquired in 2018 and 2017 and are being integrated within the Customer Engagement segment.
|
(2) |
Includes the results of a certain operation (formerly part of the Security Solutions segment), which was retained and integrated within the Customer Engagement operating segment.
|
2017
|
||||||||
Customer Engagement
|
$
|
130,425
|
$
|
104,981
|
||||
Financial Crime and Compliance
|
8,262
|
9,636
|
||||||
Non-allocated
|
1,651
|
3,658
|
||||||
$
|
140,338
|
$
|
118,275
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Americas, principally the US
|
$
|
1,123,866
|
$
|
1,035,871
|
$
|
720,520
|
||||||
EMEA (*)
|
202,521
|
186,268
|
189,223
|
|||||||||
Israel
|
4,402
|
3,693
|
4,295
|
|||||||||
Asia Pacific
|
113,730
|
106,320
|
101,504
|
|||||||||
$
|
1,444,519
|
$
|
1,332,152
|
$
|
1,015,542
|
2017
|
||||||||
Americas, principally the US
|
$
|
90,333
|
$
|
70,404
|
||||
EMEA (*)
|
2,947
|
3,557
|
||||||
Israel
|
40,076
|
37,571
|
||||||
Asia Pacific
|
6,982
|
6,743
|
||||||
$
|
140,338
|
$
|
118,275
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Total costs
|
$
|
218,226
|
$
|
211,406
|
$
|
151,698
|
||||||
Less - grants and participations
|
(2,171
|
)
|
(2,363
|
)
|
(1,668
|
)
|
||||||
Less - capitalization of software development costs
|
(32,225
|
)
|
(27,936
|
)
|
(8,502
|
)
|
||||||
$
|
183,830
|
$
|
181,107
|
$
|
141,528
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Financial income:
|
||||||||||||
Interest and amortization/accretion of premium/discount on marketable securities, net
|
$
|
7,521
|
$
|
2,537
|
$
|
5,607
|
||||||
Exchange rates differences
|
-
|
241
|
3,961
|
|||||||||
Realized gain on marketable securities
|
-
|
-
|
3,388
|
|||||||||
Interest
|
3,778
|
1,149
|
953
|
|||||||||
11,299
|
3,927
|
13,909
|
||||||||||
Financial expenses:
|
||||||||||||
Interest
|
(11,204
|
)
|
(9,580
|
)
|
(1,861
|
)
|
||||||
Debt issuance costs amortization
|
(1,813
|
)
|
(6,943
|
)
|
(338
|
)
|
||||||
Exchangeable Senior Notes amortization of discount
|
(6,855
|
)
|
(6,278
|
)
|
-
|
|||||||
Exchange rates differences
|
(430
|
)
|
-
|
-
|
||||||||
Other
|
(1,936
|
)
|
(1,518
|
)
|
(925
|
)
|
||||||
(22,238
|
)
|
(24,319
|
)
|
(3,124
|
)
|
|||||||
Other expenses, net
|
38
|
(19
|
)
|
(480
|
)
|
|||||||
$
|
(10,901
|
)
|
$
|
(20,411
|
)
|
$
|
10,305
|
Year ended
|
||||||||||||
2017
|
2016
|
|||||||||||
Net income from continuing operations available to ordinary shareholders
|
$
|
159,338
|
$
|
143,291
|
$
|
123,069
|
||||||
Net income from discontinued operations available to ordinary shareholders
|
-
|
-
|
(6,149
|
)
|
||||||||
Net income to ordinary shareholders
|
$
|
159,338
|
$
|
143,291
|
$
|
116,920
|
Denominator for basic net earnings per share:
|
||||||||||||
Weighted average number of shares
|
61,387
|
60,444
|
59,667
|
|||||||||
Effect of dilutive securities:
|
||||||||||||
Add - employee stock options and RSU
|
1,785
|
1,675
|
1,368
|
|||||||||
Warrants issued in the exchangeable notes transaction
|
137
|
-
|
-
|
|||||||||
Denominator for diluted net earnings per share - adjusted weighted average shares
|
$
|
63,309
|
$
|
62,119
|
$
|
61,035
|
This ‘20-F’ Filing | Date | Other Filings | ||
---|---|---|---|---|
1/15/24 | ||||
9/15/23 | ||||
12/31/21 | ||||
11/14/21 | ||||
12/31/19 | 20-F, SD | |||
12/15/19 | ||||
Filed on: | 4/5/19 | |||
3/21/19 | ||||
3/19/19 | ||||
2/12/19 | SC 13G/A | |||
1/1/19 | ||||
For Period end: | 12/31/18 | SD | ||
12/22/18 | ||||
12/15/18 | ||||
8/20/18 | S-8, SC TO-T/A | |||
6/4/18 | ||||
5/25/18 | SC TO-T/A | |||
5/14/18 | 6-K | |||
2/12/18 | SC 13G/A | |||
1/1/18 | ||||
12/31/17 | 20-F, SD | |||
12/29/17 | ||||
12/22/17 | ||||
12/15/17 | ||||
10/31/17 | SC 13G | |||
10/26/17 | ||||
7/15/17 | ||||
4/7/17 | ||||
3/31/17 | ||||
3/29/17 | ||||
1/18/17 | ||||
1/10/17 | 6-K | |||
1/1/17 | ||||
12/31/16 | 20-F, SD | |||
12/21/16 | 6-K | |||
11/14/16 | 6-K, S-8 | |||
6/23/16 | ||||
6/6/16 | ||||
5/17/16 | 6-K | |||
4/14/16 | ||||
3/22/16 | 6-K | |||
3/11/16 | ||||
1/1/16 | ||||
12/31/15 | 20-F, SD | |||
10/30/15 | ||||
7/9/15 | 6-K | |||
7/1/15 | 6-K | |||
5/6/15 | 6-K | |||
4/24/15 | F-6 | |||
1/1/15 | ||||
12/31/14 | 20-F, SD | |||
2/4/14 | 6-K | |||
1/1/14 | ||||
11/11/13 | ||||
9/10/13 | ||||
2/13/13 | 6-K, SC 13G/A | |||
1/1/13 | ||||
6/14/12 | ||||
4/5/12 | ||||
1/1/12 | ||||
12/31/11 | 20-F | |||
9/19/11 | 6-K | |||
6/9/10 | 6-K | |||
5/1/09 | ||||
4/7/99 | ||||
9/28/96 | ||||
12/29/95 | ||||
1/1/95 | ||||
List all Filings |