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 June, 2002 AMDOCS LIMITED Suite 5, Tower Hill House Le Bordage St. Peter Port, Island of Guernsey, GY1 3QT Channel Islands Amdocs, Inc. 1390 Timberlake Manor Parkway, Chesterfield, Missouri 63017 (Address of principal executive offices) 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 X FORM 40-F ----- ----- 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 NO X ----- -----Attached as Exhibits 99.1 and 99.2 and incorporated herein by reference in their entirety are copies of the press releases issued by Amdocs Limited on June 20, 2002 announcing revised guidance on expected revenues for the third and fourth quarters of fiscal 2002 and the acceleration of the previously announced senior management transition.
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. AMDOCS LIMITED /s/ THOMAS G. O'BRIEN -------------------------------- Thomas G. O'Brien Treasurer and Secretary Authorized U.S. Representative Date: June 21, 2002
EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - ------- ----------- 99.1 Amdocs Press Release dated June 20, 2002. 99.2 Amdocs Press Release dated June 20, 2002.
EXHIBIT 99.1 AMDOCS STATEMENT ON RESULTS FOR THIRD FISCAL QUARTER OF 2002 ST. LOUIS, MO--June 20, 2002--Amdocs Limited (NYSE: DOX) today announced that, based on preliminary data, revenue for the third quarter of fiscal 2002 is expected to be approximately $380 million, which is below previous guidance of $420 million. Pro forma earnings per share is expected to be approximately $0.20 per diluted share, compared to previous guidance of $0.33.* The company's revised estimates reflect reductions in the capital investment budgets of many service providers, with resulting slowdowns in customer buying decisions. Amdocs also anticipates that market conditions in the fourth quarter will continue to be challenging. The company now expects that revenue for the fourth quarter ending September 30, 2002, will be in the range of $350 to $360 million, with pro forma earnings per share for the fourth quarter expected to be in the range of $0.17 to $0.20. The company is moving decisively to reduce costs, with reductions of approximately 10% to be implemented over the next two quarters. The measures to be taken include overhead expense cuts and a manpower reduction of 8-10%. As a result, the company also intends to take a restructuring charge in the third quarter. Avi Naor, President and CEO of Amdocs Management Limited, said: "We are disappointed that revenues will not meet our expectations. The deepening slowdown in the telecom industry is significantly impacting our business. We are taking the necessary measures to ensure continued competitiveness and enhance profitability." Dov Baharav, CFO of Amdocs Management Limited, said: "We are in a tough market, but we are moving quickly to deal with the challenges. Amdocs is fortunate to be starting from a position of strength, with a strong balance sheet and high recurring revenues generating significant cash flow. Longer term, we believe that the fundamentals of the billing and CRM market are strong and, as the market leader, we will be well positioned to generate renewed growth over time." Amdocs is the world's leading provider of CRM, billing and order management systems for the communications industry. Amdocs has an unparalleled success record in project delivery of its mission-critical products. With human resources of approximately 9,000 information systems professionals, Amdocs supports a global customer base. For more information visit our Web site at www.amdocs.com. Amdocs will host a conference call on June 20, 2002 at 5 p.m. Eastern Daylight Time to discuss the Company's revised earnings forecast for the third and fourth quarters. The call will be carried live on the Internet via www.vcall.com and the Amdocs website, www.amdocs.com. Amdocs reports its third quarter results on July 23, 2002. * Pro forma earnings per share excludes a non-recurring restructuring charge and acquisition-related charges, and related tax effects.This press release may contain forward-looking statements as defined under the Securities Act of 1933, as amended, including statements about Amdocs' growth and business results in future quarters. Although we believe the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that our expectations will be obtained or that any deviations will not be material. Such statements involve risks and uncertainties that may cause future results to differ from those anticipated. These risks include, but are not limited to, the effects of general economic conditions, Amdocs' ability to grow in the mobile, wireline and IP business segments, adverse effects of market competition, rapid technological shifts that may render the Company's products and services obsolete, potential loss of a major customer, our ability to develop long-term relationships with our customers, and risks associated with operating businesses in the international market. These and other risks are discussed at greater length in the Company's filings with the Securities and Exchange Commission, including in our Annual Report on Form 20-F filed December 27, 2001 and our Form 6-K filed on January 30, 2002 and our Form 6-K filed May 13, 2002. For more information: Investors Contact: Thomas G. O'Brien Treasurer and Director of Investor Relations Amdocs Limited 1-314-212-8328 E-Mail: dox_info@amdocs.com Media Contact: Dan Ginsburg Porter Novelli for Amdocs Tel: 1-212-601-8020 Fax: 1-212-601-8101 E-Mail: dginsburg@porternovelli.com
EXHIBIT 99.2 AMDOCS ACCELERATES MANAGEMENT TRANSITION APPOINTMENT OF DOV BAHARAV AS PRESIDENT AND CEO OF AMDOCS MANAGEMENT LIMITED TO TAKE EFFECT JULY 1, 2002 AVI NAOR TO BECOME VICE CHAIRMAN OF THE BOARD NEW YORK, NY--June 20, 2002--The Amdocs Limited (NYSE:DOX) board of directors today announced that it has accepted the request of Avi Naor, currently President and Chief Executive Officer of Amdocs Management Limited, to accelerate the previously announced senior management transition. Effective July 1, Dov Baharav, currently Chief Financial Officer of Amdocs Management Limited, will become President and CEO. Mr. Naor will become Vice Chairman. Originally, the transition was to have taken place on October 1, the beginning of the company's financial year. As part of the transition, Ron Moskovitz, currently Vice President of Finance, will assume the role of Chief Financial Officer. Naor stated, "We currently are facing several key decisions that have significant long-term implications. We are also facing challenges in the market that accelerate the need for the company to act decisively. It is appropriate that Dov takes on his new position in this period in order to lead these decision-making processes. I have great confidence in Dov and wish him every success in his new position." Baharav said, "I look forward to taking over the reins at Amdocs. Amdocs is a great company. While we are currently encountering a tough market, I am very confident that our management team has the experience and ability to lead the company to renewed growth." Amdocs Limited Chairman, Bruce Anderson added, "Dov combines good business acumen with strong leadership qualities. We will be relying on Dov to leverage Amdocs' strategy and strengths, while also evaluating, planning and implementing the changes needed to address today's new challenges. I would also like to thank Avi for his immense contribution to the company, and I look forward to continue working with him in his new position as Vice Chairman." Dov Baharav joined Amdocs in 1991 and served as President of Amdocs, Inc., the company's principal U.S. subsidiary, and since 1995 has served as Chief Financial Officer. In his role as CFO, Baharav oversaw Amdocs' initial public offering in 1998. Baharav is also a member of the Board of Certen, Amdocs' joint venture with Bell Canada. Prior to joining Amdocs, Baharav served as Chief Operating Officer of Optrotech Ltd., a publicly-held company that develops, manufactures and markets electro-optical devices. Baharav holds bachelor degrees in physics and accounting as well as an MBA from the University of Tel Aviv.Ron Moskovitz joined Amdocs in 1998 as Vice President of Finance. Since then, he has been responsible for the company's financial organization, and was involved in Amdocs' initial public offering, M&A activities and various other financial operations. Prior to Amdocs, Moskovitz served in various senior financial positions with Tower Semiconductor, a publicly-held semiconductor manufacturer. Moskovitz graduated from Haifa University with a B.A. in accounting and economics, holds an MBA in finance from Tel-Aviv University and is a Certified Public Accountant. ABOUT AMDOCS Amdocs is the world's leading provider of CRM, billing and order management systems to the communications industry. Amdocs has an unparalleled success record in project delivery of its mission-critical products. With human resources of more approximately 9,000 information systems professionals, Amdocs supports a global customer base. For more information visit our Web site at www.amdocs.com. This press release may contain forward-looking statements as defined under the Securities Act of 1933, as amended, including statements about future changes in Amdocs' management. Although we believe the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that our expectations will be obtained or that any deviations will not be material. Such statements involve risks and uncertainties that may cause future results to differ from those anticipated. These risks include, but are not limited to, the effects of general economic conditions, Amdocs' ability to grow in the mobile, wireline and IP business segments, adverse effects of market competition, rapid technological shifts that may render the Company's products and services obsolete, potential loss of a major customer, our ability to develop long-term relationships with our customers, and risks associated with operating businesses in the international market. These and other risks are discussed at greater length in the Company's filings with the Securities and Exchange Commission, including in our Form 20-F filed on December 27, 2001 and our Form 6-K filed May 13, 2002. For more information: Investors Contact: Thomas G. O'Brien Treasurer and Director of Investor Relations Amdocs Limited 1-314-212-8328 E-Mail: dox_info@amdocs.com Media Contact: Dan Ginsburg Porter Novelli for Amdocs Tel: 1-212-601-8020 Fax: 1-212-601-8101 E-Mail: dginsburg@porternovelli.com