14th Sep 2015 07:01
14 September 2015
Kalibrate Technologies plc
("Kalibrate", the "Company" or the "Group")
FINAL RESULTS ANNOUNCEMENT
FOR THE FISCAL YEAR ENDED 30 JUNE 2015
Kalibrate Technologies plc (AIM: KLBT), a provider of proprietary software-based products and services to the global fuel and convenience retail industry, announces its final audited results for the fiscal year ended 30 June 2015.
Financial highlights:
· Revenue increased by 13% to $32.5 million (2014: $28.8 million)
o Pricing revenue up 19% to $21.5 million (2014: $18.0 million)
o Planning revenue slight increase of 2% to $11.0 million (2014: $10.8 million)
o Recurring revenues of $21.0 million as at 30 June, an increase of $1.4 million since 1 July 2014
· Underlying* EBITDA** increased by 22% to $4.4 million (2014: $3.6 million)
· Underlying* operating profit before tax up by 6.7% to $3.2 million (2014: $3.0 million)
· Statutory profit before tax of $2.3 million (2014: $0.2 million)
· Net cash of $4.6 million as at 30 June 2015
* - Before exceptional items, business combination amortisation and share based payments
** - Underlying Earnings before interest, tax, depreciation and amortisation
Operational highlights:
· Strong growth in North America, Europe, India and Africa
· Successfully entered 9 new territories: Kenya, Mexico, Brazil, Philippines, Morocco, Serbia, the Czech Republic, Romania and Croatia
· Successful cross-selling 4 clients using both Pricing and Planning solutions, bringing the total to 31
· 100% client retention during the fiscal year
· Launched Kalibrate Cloud to house all solutions within one cloud-based platform
· Multi-country managed services contract for a major oil company's petroleum retail network now fully implemented
· Accelerated transition to SaaS with 10 clients moving from perpetual license structure resulting in $4.7 million in SaaS bookings
· 28 managed services clients now secured, up from 14 at the start of the financial year
· Post period end, Kalibrate expands addressable market through an exclusive new reseller partnership with Clear Demand Inc. to offer clients new merchandise and promotions pricing tools to help them price their in store merchandise
Commenting on the results, Bob Stein, CEO of Kalibrate, said:
"I am pleased to report this strong financial performance with increasing recurring revenues and EBITDA. The Group has continued to grow in its core markets and during the period has also successfully entered 9 new territories.
Our enhanced offering, which includes the Group's new Kalibrate Cloud-based proposition, continues to attract significant interest, both from existing and new clients. This is clearly demonstrated by the accelerated transition to SaaS which affords Kalibrate secure, long-term revenues. We have made a solid start to the current financial year, including an exclusive new reseller partnership, taking the Group into in-store pricing, and the Board remains confident that the Group is in a strong position to continue its growth momentum moving forwards."
For further information please contact:
Kalibrate Technologies plc | via FTI Consulting, LLP |
Robert B Stein, Jr. Chief Executive Officer | |
Gregg R Budoi, Chief Financial Officer | |
N+1 Singer Advisory LLP | +44 (0) 20 7496 3000 |
Shaun Dobson | |
FTI Consulting, LLP | +44 (0) 20 3727 1000 |
Matt Dixon / Chris Lane / Emma Appleton |
* * * * *
About Kalibrate
For over 20 years, Kalibrate (LSE: KLBT) has advised fuel and convenience retailers throughout the world on how to be best-in-class operators in the fast changing marketplace. Kalibrate's global footprint and local presence are the result of a merger between two market leaders: KSS Fuels, the forerunner in fuel pricing automation, and MPSI, recognized leaders of retail location intelligence.
Backed by the world's largest verified dataset, our strategies and technology solutions give clients fuller visibility, truer insight and more effective control over what matters most-what Kalibrate calls Your Adaptive Edge™. Our clients-some 300 in 68 countries-trust us to help them make profitable investment decisions, optimize network performance and maximize profits. Whether in markets where price deregulation is remaking the competitive landscape or in mature markets saturated with top competitors, Kalibrate's approach unlocks hidden value.
Headquartered in Manchester, United Kingdom and Florham Park, New Jersey, Kalibrate has centers of excellence in Mumbai, India; Tulsa, Oklahoma; and Melbourne, Australia as well as offices in 10 other countries.
Chairman's Statement
I am pleased to issue my second final results statement as Chairman of the Board of Directors. Since Kalibrate's admission to AIM in 2013, the Group has continued to make steady progress on the strategic path outlined at that transformative moment.
Kalibrate remains at the forefront of providing business intelligence solutions to the fuel and convenience retail industry. The Group continues to execute on its clear strategy of growing in its core markets, expanding into new geographies, expanding its roadmap of complementary products, expanding our managed services offering, and driving more clients to the software as a service (SaaS) model. The Group continues to affirm the confidence placed in it by the market and by our valued shareholders, and we remain excited about the prospects for sustained long term growth.
The Board is pleased with the continued progress made during Kalibrate's second year as a quoted company. In 2015, the Group posted record revenue of $32.5 million, a 13% increase over the prior year, improved its order book by 15% to $41.4 million and strengthened annualized recurring revenue to $21 million from $19.6 million the prior year which led to underlying EBITDA of $4.4 million. The Group continues to respond to industry trends and client needs, addressing opportunities that deliver both value for clients and returns for shareholders.
Board Update
Our Board and leadership team encompasses a range of expertise which spans industry, technology, marketing and investment. During 2015, the Group welcomed Gregg Budoi, who replaced Brad Ormsby, to the leadership team as Chief Financial Officer and Executive Vice President of Finance, Human Resources, and Business Development. He brings over 20 years of experience in the petroleum retail, convenience store and finance sectors, as well as extensive merger and acquisition experience.
On behalf of everyone at Kalibrate and the Board, I wish to thank Brad for his dedication and contribution to the Group particularly throughout the IPO process.
Our Staff
Kalibrate's success is created every day through the expertise and dedication of its people. As Kalibrate continues to expand around the world and into new territories, the Group remains focused on recruiting, retaining and developing its people who embody our core value-a commitment to client success. On behalf of the Board, I thank all employees for their continued dedication to the success of our business and look forward to their involvement in our future progress.
Outlook
As we enter a new financial year, the Board remains committed to executing on our stated strategy with a particular emphasis placed upon securing new and converting existing clients to the SaaS model to provide further revenue visibility, improving gross profit margins and ensuring longer-term client relationships. Based on this continued momentum, the Board expects to see continued progress in the year ahead and remains confident that the Group is on track to achieve its current targets for 2016.
Philip Lawler
Chairman of the Board
Chief Executive's review
LEADING VISION. PROVEN RESULTS.
In Kalibrate's second year as an AIM company on the London Stock Exchange, I am pleased to report that we strengthened our position as the market leading provider of comprehensive software-based solutions for fuel and convenience retailers. Kalibrate is the only global provider of both pricing and planning solutions from a single cloud-based platform, powered by an unmatched, verified market intelligence dataset. Kalibrate's signature strategic approach-the 7 Elements for Fuel Retail Success-is being recognized and proven in diverse markets around the globe.
As proof of our success, I am extremely pleased to report another year of record revenue and earnings growth where revenue increased 13% to $32.5 million and underlying EBITDA improved 22% to $4.4 million. We placed particular emphasis this year in signing new clients and converting existing clients to the SaaS model of business where applicable.
The past twelve months have seen us make rapid progress in our plans to secure business on new, more visible, long-term SaaS relationships. It is a change that we have committed to make for Kalibrate's long-term financial strength, and our clients have a strong appetite for it, too. As a result of our efforts, our annualised recurring revenue increased to $21 million from $19.6 million in the prior year, and our order book increased 15% to $41.4 million, both of which provide us with greater revenue visibility and stability for the future.
PRICING, PLANNING & STRATEGY
The Group's fuel pricing solution automates and scales the analysis and execution of optimal pricing based on strategic criteria each client defines. Advanced price elasticity models, critical historical price/volume and competitor data and flexible formulas result in predictive analytics for the most competitive prices. Revenue for our Pricing products rose by 19% to $21.5 million, contributing 66% of Group revenue in the period.
We were able to achieve Pricing growth in all geographies. The Americas increased 18% due to a positive mix of SaaS and perpetual license wins. Europe increased 24% from due to the full implementation of its large managed services contract with a major oil company and several SaaS and perpetual license deals. ROW improved mostly from SaaS pricing wins in SE Asia/Australia. . This growth has been achieved whilst we had the overall positive trend of a growing number of our clients electing to enter into SaaS model contracts instead of large upfront perpetual license contracts.
Our planning solutions provide Kalibrate's clients with in-depth market and demand analysis, capital investment scenario analysis, forecast changes in demand and rapid assessment of the competition, as well as forecasting sales volumes of fuel, convenience stores, fast food restaurants and car washes often located on petroleum retail sites. Revenue for our Planning products slightly increased to $11.0 million compared to $10.8 million in the prior period. The increase in revenue in North American, Europe and Africa, which comprised 66% of the total planning segment, was offset by declining revenues in Japan. The Japan planning market is very mature, and Kalibrate experienced a very strong year in 2013 with a considerable amount of market activity driving market studies. Since that time, the market has retrenched into established site plans. Japan's pricing market, however, is as yet undeveloped. Kalibrate is adding resources to the market in order to introduce our pricing product slate. The Group has seen significant increased planning projects in its core markets and has secured new clients for planning services in Bosnia, Bulgaria, Chile, the Czech Republic, Ireland, Kenya, Mexico, Romania, Morocco and Serbia.
The Group is experiencing demand for both planning and pricing products in deregulating markets including Latin America, Africa, India and Southeast Asia. Mexico deregulated during the fiscal year; we completed a consulting project for a retail chain and, at the end of Fiscal 2015, signed a planning contract with one of the fastest growing fuel retailers in the country. A significant pricing deal in Brazil opens further opportunity in South America. We won several SaaS pricing contracts in the Philippines and Australia, while in India we have been working with a national oil company on planning and pricing models as they prepare for competition to increase in their newly deregulated market.
Kalibrate's Strategy Group division provides consultative expertise in pricing, planning and market intelligence. They play an increasing role in deregulating markets, where concepts of micro-market pricing are still new. Kalibrate's Strategy Group division is at the forefront of market and industry trends, contributing thought leadership that raises Kalibrate's profile in the industry as a whole. Through the combination of its expertise and Kalibrate's relevant offerings, the Group's solutions become a critically important decision making tool, embedded in our clients' everyday pricing and long-term planning.
Five Key Strategies
We remain committed to our strategy as set out in our 2013 Admission Document. We have seen success in all five areas of our growth strategy which consists:
1. Grow core markets and cross-sell to existing clients
2. Expand into new geographies
3. Accelerate roadmap of complementary products
4. Expand managed services offering
5. Drive Software as a Service ("SaaS") conversion
Strategy 1: Grow core markets and cross-sell to existing clients
We have had significant success this year in generating revenue from our existing clients, which has been achieved through cross-selling our Pricing and Location/Planning products as well as expanded services and data reselling. At the time of our IPO, 18 of our clients purchased both Pricing and Planning solutions and services. This total now stands at 31, a steady increase with further room to grow. To evidence that our strategy has been working, we have been able to expand some key relationships within our mature markets of North America and Europe to grow our market share further.
The complexities of managing fuel and convenience retail performance are increasing. Thus, a large number of legacy and in-house systems being used by Kalibrate's existing and prospective clients are no longer able to cope with the volume of data and sophisticated analytics required to keep pace with market dynamics. Kalibrate is well positioned to capitalise on these opportunities to help clients manage and navigate this complexity.
Strategy 2: Expansion into new geographies
Deregulating markets present significant opportunities for Kalibrate's strategy consulting services and pricing and planning solutions. We continue to lay the groundwork and processes with a priority on India, where deregulation was announced in October 2014. We have expanded our relationship with a major client in India since deregulation and are pursuing new opportunities in the region.
During the year, we have added several new countries to our portfolio including; Kenya, Mexico, Brazil, Philippines, Morocco, Serbia, the Czech Republic, Romania and Croatia. We continue to see expansion opportunities in Africa, Southeast Asia, India and Latin America. In each of these growth markets, the drivers for the Group's progress remain the deregulation of fuel pricing in various countries, increased competitiveness in the fuel retail industry and add-on business from existing satisfied clients.
Strategy 3: Accelerate roadmap of complementary products
Kalibrate Cloud 1.0, our SaaS solution, was launched 4 September 2014 and will be followed with the launch of significant upgraded capabilities in Kalibrate Cloud 2.0 as of October 2015.
Kalibrate's SaaS offering allows client to access our Pricing, Location and Market Intelligence services securely in a cloud environment. This offers the fuel and convenience retail industry an expert source for intelligence, insight and action to support faster, more confident decisions and is fully mobile enabled via desktop, tablet or smartphone. Our SaaS solution is helping to win new clients, motivate existing clients to upgrade and increasing recurring revenue.
Our upcoming Cloud 2.0 represents a significant step forward in expanded pricing capabilities, enabling pricing management from the fuel forecourt to in-store. Kalibrate is the only company to offer this end-to-end capability and we continue to innovate and develop products that keep us at the forefront of the growth in the alternative fuels sector.
Strategy 4: Expand managed services offering
The growth of Kalibrate's managed services offering has evolved more quickly than anticipated. Kalibrate invested significantly in 2014 to build multi-country infrastructure to deliver on the trust placed in us by our managed services clients. With our partner, Rackspace, we serve 28 managed services clients, including the largest single contract by total monetary value in the Group's history, which generates approximately $2 million per annum over the multi-year term.
At the time of our flotation, we stated our belief that the Group had at least 100 existing Pricing clients who would be suitable for a managed services offering. As at 30 June 2015, we had secured 28 managed services clients, up from 14 at the start of the current fiscal year. Our focus remains on continuing to convert existing clients as well as adding new clients to our managed services offering in order to grow further our recurring revenue base. We have increased operational and sales resources to support our growing managed services offering. The Kalibrate Cloud single platform will be the driver for clients to move to managed services.
Strategy 5: Drive Software as a Service ("SaaS") conversion
Historically, Kalibrate sold its Pricing product by way of the sale of an upfront perpetual license to a client. In line with the Group's strategy, a number of new contracts this year have been secured on a SaaS basis which offers Kalibrate greater revenue visibility, longer-term client relationships typically of three to five year fixed terms and higher overall gross margins. Due to market trends and clear client demand, this transition from software installations has accelerated in 2014. At the same time, the Group has also converted a number of existing perpetual license clients to SaaS-based agreements.
This transition, embraced by clients for its flexibility and simplified IT requirements, helps to ensure long-term client partnerships, increases the number of new clients, enhances forward visibility and builds out our recurring revenue stream. The SaaS-based solution also enables the Group to reach new market segments optimized for mobile delivery, such as India, and more efficiently deliver solutions in a way that fits with clients' operational imperatives. In fiscal 2015 a majority of new clients chose our SaaS offering and we see this trend continuing on an ongoing basis. The SaaS offer is a preferred business model which will increase revenue visibility with recurring revenue.
2016 will see us continue to make this transition, allowing us to create a Group that can deliver higher recurring revenues, even stronger client relationships and enhanced margins for the long term.
Our people are our strength
Kalibrate is distinguished among competitors by our people's expertise and true dedication to client success. Our 100% global client retention rate for this past year is a result of genuine dedication. I am proud that so many clients consider us not just a solutions provider but a partner who cares about their business. Every day around the world our professionals build Kalibrate's reputation for precise business insight and industry expertise. I warmly thank our people throughout the world-Kalibrate's greatest strength.
Outlook
Kalibrate continues to deliver upon the strategic goals that were outlined when the Group joined AIM. We have made solid progress, achieved consistent financial performance, retained existing clients, won new clients and invested further in our platform offerings. By delivering comprehensive solutions to a diverse client base in a demanding industry, we are well positioned to retain our market-leading position.
Kalibrate continues to become a more diversified Group through our offerings and expanding geographical footprint. Post period end, we have announced an exclusive new reseller partnership with Clear Demand, Inc. and are excited about the opportunities open to us as Kalibrate will have full global exclusivity to provide fuel retailers with Clear Demand's in-store merchandise and promotions pricing capabilities, white-labelled under the Kalibrate brand. This new offering will make Kalibrate the only business decision platform that enables visibility and control of the entire fuel and convenience retail industry, from forecourt to in-store. The strategic differentiation will expand Kalibrate's market size globally and strengthens the Group's position as the industry leader.
We are in the right place at the right time with the right expertise and solutions. We move into the new financial year with confidence that our strategic roadmap is correct for consistent growth that will serve clients well and generate positive outcomes for our shareholders.
Robert B Stein, Jr.
Chief Executive Officer
14 September 2015
Chief Financial Officer's review
Revenue
The Group has delivered a 13.0% revenue growth to report a record revenue of $32.5 million compared to $28.8 million in the prior fiscal year. Revenue for Pricing products grew by 19% to $21.5 million compared to $18 million in the prior fiscal year. During this past fiscal year, we began to realize the positive effect of clients moving more quickly to a SaaS model. Whilst this move to SaaS means that new deals secured do not have large up front license revenue like our perpetual license deals, it has served to improve the long term quality of the Group's earnings. Revenue for our Planning products slightly increased by 2% to $11 million that resulted from a 28% increase in North America, Europe and Africa, offset by a similar decline in our Japanese market.
Kalibrate started this financial year with $19.6 million in annualised recurring revenues, and with increased demand for our SaaS products, the Group improved its recurring revenue by $1.4 million to end the fiscal year at $21 million in annualized recurring revenue. Further, our total order book increased in the fiscal year by 15% to $41.4 million.
Geographic Review
North America - 54% of Group revenue
In North America, the Group achieved a very strong increase of 17% year-on-year growth in revenue. The Group experienced a balanced increase in both pricing and planning revenue. The Pricing revenue was up 18% due to perpetual and SaaS license wins with several strategic tier one accounts. Similarly, Planning Revenue increased 13% mostly as the result of successfully cross-selling Planning products to existing Pricing clients during the period and from generating new revenue from additional data reselling.
Europe - 27% of Group revenue
The revenue for Europe increased 32% over the prior year due in part to the successful implementation of the significant managed hosting relationship with a major oil group, several strategic pricing deals and some significant Planning deals. The Pricing Revenue increased by 24% from the large managed services client and from multiple oil company pricing deals. The Planning Revenue increased this year which does not fully reflect a large planning deal that was commenced toward the end of the fiscal year and as such, most of its revenue was not reflected in this fiscal year.
Rest of World - 19% of Group revenue
The revenue for the Rest of World was down 13.0% year-on-year as we saw a 26% decline in the Japanese market due to a reduction in sites to survey (an effect of overall market retrenchment) offset by an improvement in African market studies and wins in Southeast Asia and Latin America. With the continuing deregulation trend in various countries throughout the world, we continue to see growing demand for both our Pricing and Planning product lines in the Rest of World. The Group continues to expand its client base in Malaysia and widen its footprint in Africa with new market studies conducted in Kenya and Morocco. The Group signed its first significant Planning deal with a client in Mexico and a Pricing deal in Brazil both with very significant, strategic clients. The consultative sales approach is proving to be effective in methodically gaining momentum preparing clients for deregulation.
Profit
Underlying EBITDA before exceptional items, share based payments and business combination amortisation, is the Group's key profitability measure. Underlying EBITDA for the year was $4.4 million, which was a 22% increase over the $3.6 million in the prior year. This improvement in underlying EBITDA was achieved whilst the Group invested in additional planned resources in the areas of sales, marketing, development and client service/implementation. The planned investments that the Group made in resources will support the future growth of our business through expanding our product slate and improving our visibility in the global marketplace.
Underlying operating profit for the year was $3.2 million (2014: $3.0 million) an increase of 6.7% which is lower increase than underlying EBITDA due to a higher depreciation and amortization expense related mostly to the Group's past investment in capitalized development costs. Statutory operating profit was $2.4 million (2013: $0.3 million) with this fiscal year having $679 thousand of exceptional items compared to the prior year of $2.7 million related to IPO expenses and the costs associated with rebranding the company to Kalibrate. The statutory profit before tax, after deducting exceptional items, was $2.3 million (2014: $0.2 million).
Exceptional costs and business combination amortisation totalled $679 thousand (2014: $2.7 million) in the period which related to approximately $360 thousand is related to carry-over AIM flotation, to include the severance from the former CFO, and rebranding expenses and $0.3 million relates to the amortisation of the intangible assets arising on our acquisition of MPSI in May 2011.
Finance costs
Net finance costs were $0.06 million (2014: $0.1 million) related to an equipment lease for certain business equipment.
Tax
The Group had a net tax expense of $0.3 million (2014: expense of $0.01 million). The Group continues to maintain $12.1 million in net tax loss carry forward that offset pretax income and relate to historic tax losses.
Earnings per Share
Statutory basic earnings per share were 6.0 cents per share compared to 0.1 cents per share with fully diluted earnings per share of 5.6 cents per share compared to 0.1 cents per share in the prior year.
Headcount
At 30 June 2015, the Group's headcount stood at 158 employees (2014: 142 employees) which does not include our third party development contractors in Vietnam. As planned, we will continue to increase our investment in new staff during the coming financial year to support our growth initiatives in newly de-regulated markets around the world.
Share capital and share options
The Group has 33.5 million issued and outstanding shares with another 2.05 million option shares issued under its 2008 unapproved share option scheme and 2.8 million shares issued under the 2013 share option scheme to key employees. The Group also issued 1.75 million new share options to senior staff upon IPO. These share options, together with any carried forward or exchanged pre-IPO share options, total 11% of the Group's fully diluted share capital at 30 June 2015.
Capital expenditure
The Group spent $2.8 million in total capital expenditure on property, plant and equipment (2013: $1.8 million) related mostly to the capitalization of development costs.
Cash and cash flow
Net cash was $4.6 million as at 30 June 2015 (2014: net cash of $9.7 million). Cash was down due to a $2.8 million investment in new product development and equipment, as well as a significant increase in account and other receivables, as we closed several significant deals at the end of the fiscal year for which we did not receive payment prior to year-end. Net cash reduction is also an expected effect of closing more business as SaaS deals; three large clients chose to switch to the SaaS model after further understanding our hosting and Cloud capabilities, which would have generated approximately $2 million in additional cash had they closed as perpetual license deals. The Group continues to maintain sufficient liquidity.
Gregg R. Budoi
Chief Financial Officer
14 September 2015
Consolidated Statement of Comprehensive Income
Year | Year | ||
ended | ended | ||
30 June | 30 June | ||
2015 | 2014 | ||
Continuing operations | $000 | $000 | |
Revenue | 32,549 | 28,802 | |
Operating expenses | (29,319) | (25,753) | |
Underlying operating profit | 3,230 | 3,049 | |
Share-based payments | (170) | (102) | |
Exceptional items and business combination amortisation | (679) | (2,660) | |
Operating profit | 2,381 | 287 | |
Finance income | 18 | 10 | |
Finance costs | (62) | (102) | |
Profit before tax | 2,337 | 195 | |
Income tax charge | (348) | (8) | |
Profit for the financial year | 1,989 | 187 | |
Other comprehensive income | |||
Items that are or may be reclassified to profit and loss: | |||
Foreign currency translation differences | (33) | 197 | |
Other comprehensive income for the year | (33) | 197 | |
Total comprehensive income and expense recognised in the year | 1,956 | 384 | |
Attributable to: | |||
Equity holders of the Company | 1,956 | 384 | |
Earnings per share | |||
Basic earnings per share (cents) | 5.97 | 0.63 | |
Diluted earnings per share (cents) | 5.64 | 0.59 | |
Consolidated Statement of Financial Position
30 June | 30 June | ||
2015 | 2014 | ||
$000 | $000 | ||
Assets | |||
Non-current assets | |||
Property, plant and equipment | 464 | 543 | |
Goodwill | 2,683 | 2,683 | |
Other intangible assets | 4,031 | 2,759 | |
Deferred tax assets | 2,018 | 2,333 | |
9,196 | 8,318 | ||
Current assets | |||
Trade and other receivables | 13,072 | 8,394 | |
Cash and cash equivalents | 4,612 | 9,733 | |
17,684 | 18,127 | ||
Liabilities | |||
Current liabilities | |||
Trade and other payables | (9,109) | (10,734) | |
Borrowings | (39) | (66) | |
(9,148) | (10,800) | ||
Net current assets | 8,536 | 7,327 | |
Non-current liabilities | |||
Borrowings | - | (42) | |
Deferred tax liability | - | (120) | |
- | (162) | ||
Net assets | 17,732 | 15,483 | |
Equity | |||
Capital and reserves attributable to the equity holders of the Company | |||
Share capital | 110 | 109 | |
Share premium | 9,211 | 9,061 | |
Other reserves | 293 | 184 | |
Retained earnings | 8,118 | 6,129 | |
Total equity | 17,732 | 15,483 |
Consolidated Statement of Cash flows
Year ended | Year ended | ||
30 June | 30 June | ||
2015 | 2014 | ||
$000 | $000 | ||
Cash flows from operating activities | |||
Profit for the year before taxation | 2,337 | 195 | |
Adjustments for: | |||
Net finance cost | 44 | 92 | |
Depreciation of property, plant and equipment | 283 | 254 | |
Amortisation of intangible assets | 1,158 | 666 | |
Share-based payments | 170 | 182 | |
Increase in trade and other receivables | (4,678) | (562) | |
(Decrease)/Increase in trade and other payables | (1,626) | 2,344 | |
Net cash from operations | (2,312) | 3,171 | |
Finance costs | (62) | (102) | |
Income tax paid | (152) | (303) | |
Net cash (used in)/generated from operating activities | (2,526) | 2,766 | |
Cash flows from investing activities | |||
Finance income | 18 | 10 | |
Purchase of property, plant and equipment | (228) | (233) | |
Purchase of intangible assets | (2,588) | (1,577) | |
Net cash used in investing activities | (2,798) | (1,800) | |
Cash flows from financing activities | |||
Issue of equity (net) | 1 | 8,248 | |
Exercise of share options | 122 | 784 | |
Repayment of loan | - | (2,811) | |
Finance lease capital repayments | (30) | (55) | |
Net cash generated from/(used in) financing activities | 93 | 6,166 | |
Net (decrease)/increase in cash and cash equivalents | (5,231) | 7,132 | |
Exchange movements | 110 | 271 | |
Cash and cash equivalents at the start of the year | 9,733 | 2,330 | |
Cash and cash equivalents at the end of the year | 4,612 | 9,733 |
Consolidated Statement of Changes in Equity
Foreign | ||||||
Share | Share | Other | exchange | Retained | Total | |
capital | premium | reserve | reserve | earnings | equity | |
$000 | $000 | $000 | $000 | $000 | $000 | |
At 1 July 2013 | 2 | - | 104 | (243) | 5,942 | 5,805 |
Bonus share issue | 80 | - | - | - | - | 80 |
Issue of shares | 23 | 8,225 | - | - | - | 8,248 |
Exercise of options | 4 | 836 | (56) | - | - | 784 |
Share-based payment charge | - | - | 182 | - | - | 182 |
Transactions with owners | 107 | 9,061 | 126 | - | - | 9,294 |
Profit for the year | - | - | - | - | 187 | 187 |
Foreign exchange movements | - | - | - | 197 | - | 197 |
Total comprehensive income | - | - | - | 197 | 187 | 384 |
At 30 June 2014 | 109 | 9,061 | 230 | (46) | 6,129 | 15,483 |
Exercise of options | 1 | 150 | (28) | - | - | 123 |
Share-based payment charge | - | - | 170 | - | - | 170 |
Transactions with owners | 1 | 150 | 142 | - | - | 293 |
Profit for the year | - | - | - | - | 1,989 | 1,989 |
Foreign exchange movements | - | - | - | (33) | - | (33) |
Total comprehensive income | - | - | - | (33) | 1,989 | 1,956 |
At 30 June 2015 | 110 | 9,211 | 372 | (79) | 8,118 | 17,732 |
1 Basis of preparation
The financial information set out above does not constitute the company's statutory accounts for the year ended 30 June 2015 and the year ended 30 June 2014 but is derived from those accounts. Statutory accounts for 2014 have been delivered to the registrar of companies, and those for 2015 will be delivered in due course. The auditor has reported on those accounts; their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.
The consolidated financial statements have been prepared and approved by the Directors in accordance with International Financial Reporting Standards as adopted by the European Union (IFRSs), IFRIC Interpretations and the Companies Act 2006 applicable to companies reporting under IFRS. The consolidated financial statements have been prepared under the historical cost convention as modified by the revaluation of certain financial instruments.
2 Presentational currency
The consolidated financial statements are presented in US Dollars, which is the presentational currency of the Group. The vast majority of the Group's revenues are US Dollar denominated and, as there is also a growing proportion of US Dollar denominated costs, it is considered to be appropriate to present the Group's results in US Dollars. The functional currency of the Company is Sterling.
3 Segmental analysis
The Chief Operating Decision Maker has been identified as the Board of Directors. The Board reviews the Group's internal reporting in order to make strategic decisions. The Board considers the business from both an operational and geographical perspective.
The segment results for the year ended 30 June 2015 are as follows:
Pricing | Planning | Total | |
$000 | $000 | $000 | |
Revenue | 21,534 | 11,015 | 32,549 |
Other operating expenses | (18,915) | (9,279) | (28,194) |
Underlying EBITDA | 2,619 | 1,736 | 4,355 |
Depreciation and amortisation | (875) | (250) | (1,125) |
Underlying operating profit | 1,744 | 1,486 | 3,230 |
Share-based payments | (170) | ||
Exceptional items and business combination amortisation | (679) | ||
Operating profit | 2,381 | ||
Net finance cost | (44) | ||
Profit before tax | 2,337 | ||
Income tax charge | (348) | ||
Profit for the year | 1,989 |
The segment results for the year ended 30 June 2014 are as follows:
Pricing | Planning | Total | |
$000 | $000 | $000 | |
Revenue | 18,048 | 10,754 | 28,802 |
Other operating expenses | (16,132) | (9,118) | (25,250) |
Underlying EBITDA | 1,916 | 1,636 | 3,552 |
Depreciation and amortisation | (281) | (222) | (503) |
Underlying operating profit | 1,635 | 1,414 | 3,049 |
Share-based payments | (102) | ||
Exceptional items and business combination amortisation | (2,660) | ||
Operating profit | 287 | ||
Net finance cost | (92) | ||
Profit before tax | 195 | ||
Income tax charge | (8) | ||
Profit for the year | 187 |
The segment assets and liabilities at 30 June 2015 are as follows:
Unallocated | ||||
Pricing | Planning | items | Total | |
$000 | $000 | $000 | $000 | |
Assets | 13,828 | 3,739 | 9,313 | 26,880 |
Liabilities | (5,325) | (3,823) | - | (9,148) |
Net assets/(liabilities) | 8,503 | (84) | 9,313 | 17,732 |
Capital expenditure | 2,045 | 775 | - | 2,820 |
Depreciation and amortisation | (875) | (250) | (316) | (1,441) |
Unallocated assets and liabilities comprise net cash, deferred taxation assets and liabilities, goodwill and acquired intangible assets.
The segment assets and liabilities at 30 June 2014 are as follows:
Unallocated | ||||
Pricing | Planning | items | Total | |
$000 | $000 | $000 | $000 | |
Assets | 7,980 | 3,400 | 15,065 | 26,445 |
Liabilities | (7,136) | (3,706) | (120) | (10,962) |
Net assets/(liabilities) | 844 | (306) | 14,945 | 15,483 |
Capital expenditure | 1,622 | 188 | - | 1,810 |
Depreciation and amortisation | 281 | 222 | 417 | 920 |
The parent company is domiciled in the UK. The Group's main business segments are based in the following locations:
· Pricing - North America, Europe and Rest of the World
· Planning - Rest of the World, North America and Europe
The geographical segments are based on an analysis of revenue by the location of the Group's customers as follows:
Year ended | Year ended | |
30 June | 30 June | |
2015 | 2014 | |
$000 | $000 | |
North America | 17,477 | 14,937 |
Europe | 8,945 | 6,832 |
Rest of the World | 6,127 | 7,033 |
Revenue | 32,549 | 28,802 |
One global client contributed 12 per cent of the Group's revenue (2014: 9 per cent, one global client); no other client contributed greater than 6 per cent of the Group's revenue (2014: 8 per cent).
4 Exceptional items and business combination amortisation
Year ended | Year ended | |
30 June | 30 June | |
2015 | 2014 | |
$000 | $000 | |
Exceptional items | 363 | 2,243 |
Business combination amortisation | 316 | 417 |
679 | 2,660 |
Exceptional items consist of final costs incurred for the Company's flotation (inclusive of the cost of the Group's change of name and related restructuring). These costs include severance payments of $180,805 for Brad Ormsby. Prior year exceptional items consist of costs incurred in the preparation of the Company for flotation (inclusive of the cost of the Group's change of name, related restructuring and rebranding activities) and the specific direct costs of the flotation, including professional fees and accelerated share option costs.
Business combination amortisation arises from the intangible assets recognised (other than goodwill) from the acquisition of MPSI.
5 Earnings per share
Year ended | Year ended | |
30 June | 30 June | |
2015 | 2014 | |
$000 | $000 | |
Profit for the year | 1,989 | 187 |
Share-based payments | 170 | 102 |
Exceptional items and business combination amortisation | 679 | 2,660 |
Adjusted profit for the year | 2,838 | 2,949 |
Cents | Cents | |
Basic earnings per share | 5.97 | 0.63 |
Diluted earnings per share | 5.64 | 0.59 |
Adjusted basic earnings per share | 8.52 | .099 |
Adjusted diluted earnings per share | 8.05 | .092 |
Shares | Shares | |
Issued ordinary shares at start of the year | 33,227,848 | 25,000,000 |
Net movement in ordinary shares during the year | 230,827 | 8,227,848 |
Issued ordinary shares at end of the year | 33,458,675 | 33,227,848 |
Weighted average number of shares in issue for the year | 33,303,192 | 27,799,578 |
Dilutive effect of options | 1,939,055 | 2,140,433 |
Weighted average shares for diluted earnings per share | 35,242,247 | 31,940,011 |
6 Share capital
Shares | $000 | |
Issued, called up and fully paid | ||
Ordinary shares of £0.002 each | ||
At 1 July 2013 | 109,030 | 2 |
Share split (£0.01 shares into £0.002 shares) | 436,120 | - |
Bonus Issue | 24,454,850 | 80 |
Share Issue | 8,227,848 | 27 |
At 1 July 2014 | 33,227,848 | 109 |
Share issue (on exercise) | 230,827 | 1 |
At 30 June 2015 | 33,458,675 | 110 |
During the fiscal year, share options totalling 230,827 shares were exercised.
The market price of the Company's shares at 30 June 2015 was £1.025. The range for the year ended 30 June 2015 was £0.955 to £1.325.
7 Share-based payments
As part of the change in capital structure relating to the Company's admission to AIM in November 2013 (see note 6), all options issued under the Company's existing unapproved share option scheme were adjusted to maintain a dilutive position. Upon flotation of the Company, all existing share options vested and a proportion of these were exercised by certain of the Group's employees. Additionally, certain of the unexercised share options were exchanged for share options in the Company's new 2013 Enterprise Management Initiative (EMI) scheme. A further 1.75 million share options under the new EMI scheme were also issued to Directors and employees at the date of the flotation.
The Company now operates two separate equity settled share option schemes for qualifying employees of the Group; however no further share options are expected to be issued under the 2008 scheme.
Options in issue at the year-end are as follows:
2008 unapproved share option scheme
1 July | Option | 30 June | Exercise | Exercisable | ||||
Date issued | 2014 | Granted | adjustment | Exercised | Exchanged | 2015 | price | from |
7 Jan 08 | 1,293,393 | - | - | - | - | 1,293,393 | £0.3288 | 29 Nov 13 |
9 Sep 08 | 215,651 | - | - | - | - | 215,651 | £0.3288 | 29 Nov 13 |
6 Dec 11 | 254,229 | - | - | - | - | 254,229 | £0.4421 | 29 Nov 13 |
23 Mar 12 | - | - | - | - | - | - | £0.4421 | 29 Nov 13 |
2 Apr 12 | - | - | - | - | - | - | £0.4421 | 29 Nov 13 |
5 Mar 13 | 145,602 | - | - | - | - | 145,602 | £0.6121 | 29 Nov 13 |
31 Oct 13 | 145,602 | - | - | - | - | 145,602 | £0.6121 | 29 Nov 13 |
2,054,477 | - | - | - | - | 2,054,477 |
The share price at the date of share option exercise was £0.79.
2013 EMI share option scheme
1 July | 30 June | Exercise | Exercisable | ||||
Date issued | 2014 | Granted | Exercised | Lapsed | 2015 | price | from |
29 Nov 13 | 169,355 | - | - | - | 169,355 | £0.105 | 29 Nov 13 |
29 Nov 13 | 50,497 | - | - | - | 50,497 | £0.168 | 29 Nov 13 |
29 Nov 13 | 81,439 | - | - | - | 81,439 | £0.168 | 29 Nov 13 |
29 Nov 13 | 164,160 | - | (164,160) | - | - | £0.168 | 29 Nov 13 |
29 Nov 13 | 1,750,000 | - | (66,667) | (133,333) | 1,550,000 | £0.79 | 29 Nov 16 |
20 Oct 14 | - | 600,000 | - | (25,000) | 575,000 | £1.055 | 20 Oct 17 |
7 Nov 14 | - | 400,000 | - | - | 400,000 | £1.08 | 7 Nov 17 |
2,215,451 | 1,000,000 | (230,827) | (158,333) | 2,826,291 |
The fair value of services received in return for the new share options granted under the 2013 share option scheme are measured by reference to the fair value of share options granted. The estimate of the fair value of services received is based on a Black Scholes share option pricing model. The key assumptions used in the model are as follows:
• interest rate - 1.0 per cent;
• volatility - 30 per cent;
• dividend yield - nil; and
• expected life of option - 3.0 years.
The total expense recognised by the Group for the year, for all continuing schemes, was $170,000 (2014: $182,000).
8 Forward-looking statements
Certain statements in these results are forward-looking. Although the Group believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to have been correct. Because these statements involve risks and uncertainties, actual results may differ materially from those expressed or implied by those forward-looking statements.
The Group undertakes no obligation to update any forward-looking statements whether as a result of new information, future events or otherwise.
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