UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of January 2014

 

Commission File Number: 001-34929

 

 

 

SodaStream International Ltd.

(Translation of Registrant’s Name into English)

 

 

 

Gilboa Street, Airport City

Ben Gurion Airport 70100, Israel

(Address of Principal Executive Office)

 

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F R Form 40-F ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Yes ¨ NoR

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Yes ¨ NoR

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934: Yes ¨ NoR

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_______________.

 

 
 

 

EXPLANATORY NOTE

 

On January 13, 2014, SodaStream International Ltd. (the “Company”) issued a press release announcing its preliminary 2013 results.  A copy of the press release is attached to this Form 6-K as Exhibit 99.1 and is incorporated herein by reference.

 

The information in this Form 6-K (including in Exhibits 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  SODASTREAM INTERNATIONAL LTD.
(Registrant)
 
 
Date: January 13, 2014 By:  

/s/ Eyal Shohat

 
    Eyal Shohat   
    Chief Legal Officer  
 

 

 
 

 

EXHIBIT INDEX

 

The following exhibits are filed as part of this Form 6-K:

 

Exhibit   Description
     
99.1   Press release dated January 13, 2014.

 

 

 

 

SodaStream Announces Preliminary 2013 Results

 

Company to Participate in the 16th Annual ICR XChange Conference

 

AIRPORT CITY, Israel – January 13, 2014 – SodaStream International Ltd. (NASDAQ: SODA) today announced preliminary, unaudited results for the fiscal year ended December 31, 2013.

 

On a preliminary basis, based on the information currently available, for the fiscal year ended December 31, 2013, the Company expects:

 

·Revenue to be approximately $562.0 million.
·Adjusted net income to be approximately $52.5 million.
·Net income to be approximately $41.5 million.

 

As the Company has not completed its year-end fiscal close and the audit of its 2013 financial statements is not complete, the revenue, adjusted net income and net income expectations presented in this press release are estimated and preliminary, and therefore, subject to year-end closing adjustments and may change. 

 

“Despite achieving all-time record sales, we failed to deliver our profit targets and are disappointed in our fourth quarter performance,” said Daniel Birnbaum, Chief Executive Officer of SodaStream. “These preliminary results reflect a challenging holiday selling season in the U.S. and several factors, mostly from the second half of the quarter that negatively impacted our gross margin. These include lower sell-in prices and higher product costs, a shift in product mix versus plan, and unfavorable changes in foreign currency exchange rates. While we expect some of these headwinds to continue into the first half of 2014, we are moving quickly to implement the necessary measures to restore margins to historical levels in the coming year. We remain confident that despite this setback, we will continue to profitably expand our share of the global carbonated beverage category and are on the right path to meet our long-term goals.”

 

The Company also announced that the Company will participate at the 16th Annual ICR XChange Conference, presenting on Tuesday, January 14, 2014 at 11:00 am ET. A live webcast will be available at the investor relations section of SodaStream’s website, http://sodastream.investorroom.com. To listen to and view the webcast, please visit the site at least 15 minutes prior to the beginning of the scheduled presentation to register, download and install necessary multimedia streaming software. For those who cannot listen to the live broadcast, a replay will be accessible at the site for 30 days following the event.

 

About SodaStream

SodaStream is the world’s leading manufacturer and distributor of home beverage carbonation systems which enable consumers to easily transform ordinary tap water instantly into carbonated soft drinks and sparkling water. Soda makers offer a highly differentiated and innovative solution to consumers of bottled and canned carbonated soft drinks and sparkling water. Our products are environmentally friendly, cost effective, promote health and wellness, and are customizable and fun to use. In addition, our products offer convenience by eliminating the need to carry bottles home from the supermarket, to store bottles at home or to regularly dispose of empty bottles. Our products are available at more than 60,000 retail stores in 45 countries around the world, including over 15,000 retail stores in the United States.  For more information, visit http://www.sodastream.com

 

 
 

 

To download SodaStream's IR app, with access to SEC documents, press releases, videos, audiocasts and more, please visit http://itunes.apple.com/us/app/soda-ir/id524423001?mt=8 for your iPhone/iPad, or https://play.google.com/store/apps/details?id=com.theirapp.soda for your Android mobile device.

 

Contact:

Yonah Lloyd

Chief Corporate Development and Communications Officer

Phone: +972-3-976-2462                                                                                              

yonahl@sodastream.com

 

Forward Looking Statement

This release contains forward-looking statements, which express the current beliefs and expectations of management. Such statements are based on management's current beliefs and expectations and involve a number of known and unknown risks and uncertainties that could cause our future results, performance or achievements to differ significantly from the results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause or contribute to such differences include risks relating to: our ability to expand into our target markets, including the United States; our ability to continue to develop or maintain our presence in retail networks; our ability to develop and implement production and operating infrastructure to effectively support our growth; the success of our marketing campaigns and media spending in terms of increased sales or increased product and brand name awareness; our ability to maintain our customer base in markets where we have an established presence; the risks associated with our reliance on exclusive arrangements for the distribution of our home beverage carbonation systems and consumables in each of the markets in which we use third-party distributors; our ability to compete effectively with other companies which currently offer, or may offer in the future, competing products; potential product liability claims if any component of our home beverage carbonation systems is misused; our ability to protect our intellectual property rights; our being found to have a dominant position in certain markets which may place limits on our ability operate; risks associated with our being subject to fluctuations in currency exchange rates; our potential exposure to greater than anticipated tax liabilities; our products being subject to extensive governmental regulation in the markets in which we operate; adverse conditions in the global economy which could negatively impact our customers' demand for our products; and other factors detailed in documents we file from time to time with the United States Securities and Exchange Commission.  Forward-looking statements in this release are made pursuant to the safe harbor provisions contained in the Private Securities Litigation Reform Act of 1995.