Magic Software Enterprises Ltd. Files 20-F Annual Report for Fiscal Year Ended December 31, 2023

TL;DR

<b>Magic Software Enterprises Ltd. has filed its 2023 annual report on Form 20-F, detailing its financial performance and corporate information.</b>

AI Summary

MAGIC SOFTWARE ENTERPRISES LTD (RMTHF) filed a Foreign Annual Report (20-F) with the SEC on May 13, 2024. Magic Software Enterprises Ltd. filed its annual report on Form 20-F for the fiscal year ended December 31, 2023. The company's ordinary shares, par value NIS 0.1, are traded on the Nasdaq Global Select Market under the symbol MGIC. As of December 31, 2023, Magic Software Enterprises Ltd. had 49,099,305 ordinary shares outstanding. The company's principal executive offices are located at Yahadut Canada 1 Street, Or Yehuda, Israel. The filing indicates the company is not a well-known seasoned issuer and has met its filing requirements for the past 12 months and 90 days.

Why It Matters

For investors and stakeholders tracking MAGIC SOFTWARE ENTERPRISES LTD, this filing contains several important signals. This filing provides investors with a comprehensive overview of Magic Software Enterprises Ltd.'s financial health and operational status for the fiscal year 2023, enabling informed investment decisions. The report's disclosure of outstanding shares and trading information on the Nasdaq Global Select Market is crucial for understanding the company's market presence and shareholder structure.

Risk Assessment

Risk Level: low — MAGIC SOFTWARE ENTERPRISES LTD shows low risk based on this filing. The filing is a standard annual report (20-F) and does not contain any immediate red flags or significant negative developments, indicating a routine disclosure.

Analyst Insight

Investors should review the full 20-F filing to understand Magic Software Enterprises Ltd.'s financial performance, risks, and strategic outlook for 2023.

Key Numbers

• 49,099,305 — Ordinary Shares Outstanding (As of December 31, 2023)
• 20231231 — Fiscal Year End (Period covered by the report)
• 0001213900-24-042337 — Accession Number (Filing identifier)

Key Players & Entities

• MAGIC SOFTWARE ENTERPRISES LTD. (company) — Registrant
• Nasdaq Global Select Market (company) — Exchange where shares are registered
• MGIC (company) — Trading Symbol
• Asaf Berenstin (person) — Company Contact Person

FAQ

Industry Context

Magic Software Enterprises Ltd. operates in the software services industry, focusing on prepackaged software solutions.

Regulatory Implications

The company is subject to SEC regulations for foreign private issuers, filing annual reports on Form 20-F.

What Investors Should Do

1. Review the full 20-F filing for detailed financial statements and management discussion.
2. Analyze the number of outstanding shares and trading activity on the Nasdaq.
3. Assess any disclosed risk factors or forward-looking statements within the report.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 20-F filing.
• 2024-05-13: Filing Date — Date the 20-F report was officially submitted to the SEC.

Year-Over-Year Comparison

This is the initial filing data extracted for the 2023 fiscal year, with no prior filing data provided for comparison.

Filing Documents

• ea0205700-20f_magic.htm (20-F) — 2713KB
• ea020570001ex8-1_magic.htm (EX-8.1) — 33KB
• ea020570001ex12-1_magic.htm (EX-12.1) — 12KB
• ea020570001ex12-2_magic.htm (EX-12.2) — 11KB
• ea020570001ex13-1_magic.htm (EX-13.1) — 4KB
• ea020570001ex13-2_magic.htm (EX-13.2) — 4KB
• ea020570001ex15-1_magic.htm (EX-15.1) — 4KB
• ea020570001ex15-2_magic.htm (EX-15.2) — 3KB
• ea020570001ex97-1_magic.htm (EX-97.1) — 28KB
• image_001.jpg (GRAPHIC) — 2KB
• ex97-1_001.jpg (GRAPHIC) — 7KB
• 0001213900-24-042337.txt (&nbsp;) — 11657KB
• mgic-20231231.xsd (EX-101.SCH) — 196KB
• mgic-20231231_cal.xml (EX-101.CAL) — 93KB
• mgic-20231231_def.xml (EX-101.DEF) — 523KB
• mgic-20231231_lab.xml (EX-101.LAB) — 1050KB
• mgic-20231231_pre.xml (EX-101.PRE) — 548KB
• ea0205700-20f_magic_htm.xml (XML) — 1697KB

Item 18

Item 17 Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No This annual report on Form 20-F is incorporated by reference into the registrant's Registration Statements on Form S-8, File Nos. 333-113552 , 333-132221 and 333-149553 . INTRODUCTION Our legal and commercial name is Magic Software Enterprises Ltd., and we were organized and registered in Israel on February 10, 1983 and began operations in 1986. Together with our subsidiaries we are a global provider of: (i) software services and Information Technologies ("IT") outsourcing software services; (ii) proprietary application development and business process integration platforms; (iii) selected packaged vertical software solutions, as well as (iv) cloud-based services for end-to-end digital transformation. Our software technology is used by customers to develop, deploy and integrate on-premise, mobile and cloud-based business applications quickly and cost effectively. In addition, our technology enables enterprises to accelerate the process of delivering business solutions that meet current and future needs and allow customers to dramatically improve their business performance and return on investment. As part of our software services and IT outsourcing services, we offer to hundreds of customers mainly in Israel and in North America an extensive portfolio of professional services in the areas of infrastructure design and delivery, application development, technology consulting planning and implementation services, integration projects, project management, software testing and quality assurance, engineering consulting (including supervision of engineering projects), support services, cloud, cyber, digital, data and DevOps, all according to the specific needs of the customer, and in accordance with the professional expertise required in each case with the goal to create significant value for our cli

Business

Business Overview 24 C. Organizational Structure 45 D. Property, Plants and Equipment 46 ITEM 4A. UNRESOLVED STAFF COMMENTS 46 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 46 A. Operating Results 46 B. Liquidity and Capital Resources 54 C. Research and Development 57 D. Trend Information 57 E. Critical Accounting Estimates. 57 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 64 A. Directors and Senior Management 64 B. Compensation 66 C. Board Practices 67 D. Employees 77 E. Share 78 F. Disclosure of a registrant's action to recover erroneously awarded compensation 79 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 80 A. Major Shareholders 80 B. Related Party Transactions 81 C. Interests of Experts and Counsel 81 ITEM 8. FINANCIAL INFORMATION 82 A. Consolidated 82 B. Significant Changes 82 ITEM 9. THE OFFER AND LISTING 82 A. Offer and Listing Details 82 B. Plan of Distribution 82 C. Markets 82 D. Selling Shareholders 83 E.

Dilution

Dilution 83 F. Expenses of the Issue 83 v ITEM 10. ADDITIONAL INFORMATION 83 A. Share Capital 83 B. Memorandum and Articles of Association 83 C. Material Contracts 84 D. Exchange Controls 84 E. Taxation 84 F. Dividends and Paying Agents 96 G. by Experts 96 H. Documents on Display 96 I. Subsidiary Information 97 ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS 97 ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 97 ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 98 ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 98 ITEM 15. CONTROLS AND PROCEDURES 98 ITEM 16. RESERVED 99 ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT 99 ITEM 16B. CODE OF ETHICS 99 ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES 100 ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 100 ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 100 ITEM 16F. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT 100 ITEM 16G. CORPORATE GOVERNANCE 100 ITEM 16H. MINE SAFETY DISCLOSURE 101 Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 101 ITEM 16J. INSIDER TRADING POLICIES 101 Item 16k. CYBERSECURITY 101 ITEM 17. FINANCIAL 102 ITEM 18. FINANCIAL 102 ITEM 19. EXHIBITS 103 S I G N A T U R E S 104 vi PART I

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS Not applicable.

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE Not applicable.

KEY INFORMATION

ITEM 3. KEY INFORMATION A. Reserved B. Capitalization and Indebtedness Not applicable. C. Reasons for the Offer and Use of Proceeds Not applicable. D. Risk Factors Investing in our ordinary shares involves a high degree of risk and uncertainty. We operate globally in a dynamic and rapidly changing environment that involves numerous risks and uncertainties. The following section lists some, but not all, of those risks and uncertainties that may have a material adverse effect on our business, financial position, results of operations or cash flows. You should carefully consider the risks and uncertainties described below before investing in our ordinary shares. Risks Related to Our Business and Our Industry The implementation of our M&A growth strategy involves significant risks, and the failure to integrate acquired companies successfully may adversely affect our future results. Our development cycles are lengthy, and we incur significant expenses before we generate revenues, if any, from our solutions. Our products have a lengthy sales cycle that could adversely affect our revenues. We are dependent on a limited number of core product families. Macro-economic headwinds may again, adversely impact our revenues, profitability and cash flows. Our inability to respond to the evolving technological environment could materially affect our results of operations Rapid technological changes may adversely affect the market acceptance of our products and services, and our business, results of operations and financial condition could be adversely affected. If we are unable to keep our supply of skills and resources in balance with client demand around the world and attract, motivate and retain professionals with strong leadership skills, our business, the utilization rate of our professionals and our results of operations may be materially adversely affected. 1 Failure to manage our growth— both organic and non-organic—could harm our business.

View Full Filing

View this 20-F filing on SEC EDGAR