Half-year Report

23 May 2016

AIM: CER

Cerillion plc

("Cerillion" or "the Company" or "the Group")

Maiden interim results for the six months ended 31 March 2016

Cerillion plc, the billing, charging and customer relationship management software solutions provider, today issues its maiden interim results, for the six month period ended 31 March 2016.1

Highlights

Financial:

· Revenue up by 11% to £6.9m (2015: £6.2m)

- Software revenue2 up by 30% to £2.8m

- Services revenue up by 2% to £3.7m

· Recurring revenue3 up by 22% to £2.2m - c. 32% of total revenue

· New orders up by 50% to £6.9m (2015: £4.6m)

· Back order book4 up by 105% to £13.3m (2015: £6.5m)

· Adjusted profit before tax up by 19% to £0.7m (2015: £0.6m)

· Adjusted earnings per share of 2.3p5

· Maiden interim dividend of 1.3p (2015: nil)

Operational:

· Successful admission to AIM on 18 March 2016

· Continued progress in core enterprise software business

· New offerings delivered encouraging wins:

- Two customers went live with the real-time Convergent Charging System (CCS)

- Three new customers were signed for Skyline, Cerillion's new Cloud billing solution, with a further 10 trials in place

· Office opened in Miami

· Board expects full year trading performance to be in line with its expectations

Louis Hall, CEO of Cerillion, commented:

"I am pleased to present our maiden interim results following the Company's successful admission to AIM in March 2016. Cerillion made pleasing progress over the period, delivering strong profit growth, in line with management expectations. Our core enterprise software business secured significant new orders which will help to underpin the Group's ongoing performance and we continue to be encouraged by the progress we are making with our new offerings, CCS and Skyline.

Our move to AIM is a milestone for the Company, enhancing Cerillion's market positioning. With a strong back order book in place, the Board anticipates further progress over the second half and expects that Cerillion's full year trading performance will be in line with its expectations."

1 Cerillion plc acquired Cerillion Technologies Limited on 18 March 2016 in conjunction with the completion of its IPO on AIM. Prior to 18 March 2016, Cerillion plc had no trading activity. Consequently, the results reported in these highlights and in the Chairman and Chief Executive Officer's Report are based on the consolidated figures for the Cerillion Technologies Limited Group, prepared under United Kingdom Generally Accepted Accounting Principles, which includes Cerillion Technologies Limited and its subsidiaries (Cerillion (India) pvt and Cerillion Inc). Interim Financial Information for Cerillion plc is included in Appendix 1.

2 Revenue derived from software license, support and maintenance sales.

3 Recurring revenue includes annualised support and maintenance, managed service and Skyline revenue.

4 Back order book consists of £9.5m of sales contracted but not yet recognised at the end of the reporting period plus £3.8m of annualised support and maintenance revenue. It is anticipated that 80% of the £9.5m of sales contracted but not yet recognised as at the end of the reporting period will be recognised within the next 4 to 5 quarters.

5 Based on earnings for Cerillion Technologies Limited for the reporting period and the total number of Cerillion plc shares in issue as at 31 March 2016.

For further information please contact:

About Cerillion

Cerillion is a leading provider of mission critical software for billing, charging and CRM, with a 16 year track record in providing comprehensive revenue and customer management solutions. The Company has 75 customer installations across 40 countries, principally serving the telecommunications market but also utilities and financial services.

Led by a highly experienced management team, the Company is headquartered in London and also has operations in Pune, India where its Global Solutions Centre is located. Cerillion's CEO, Louis Hall, led the management buyout from Logica plc in 1999. The Company has a clear growth strategy, which includes exploring potential acquisitions, expansion in the US and Australia and leveraging its recently launched, real-time convergent charging solution and its SaaS-based billing solution, Cerillion Skyline. 

Chairman and Chief Executive Officer's Report

Overview

We are pleased to present Cerillion's trading results for the six months ended 31 March 2016, which are the Group's first as a publicly quoted company. 

A high point in the period was the Company's admission to AIM on 18 March 2016. The move is a milestone for the Company which will enhance Cerillion's market positioning and enable us to capitalise more effectively on growth opportunities. We are focused on driving growth both in our key telecoms market, with our core enterprise software offering, and extending our presence into other sectors, particularly with our recently launched product, Skyline.

Cerillion made pleasing progress over the six months and trading results are in line with management expectations, with revenue up 11% to £6.9m (2015: £6.2m) and operating profit up 20% to £0.7m (2015: £0.6m). In addition, we secured new orders totalling £6.9m (2015: £4.6m) which has helped to increase our back order book4 to £13.3m (2015: £6.5m). The Group ended the period with net assets of £12.1m of which £6.5m was cash6 (2015: £4.8m).

The significant new orders we won in the first half of the year for Cerillion's core enterprise CRM and billing platform will drive a number of implementation and migration projects over the coming quarters.

We made further progress with our two new product initiatives, our real-time Convergent Charging System (CCS) and Skyline, our new Cloud (SaaS) billing solution.

CCS is a key differentiator as it enables telecoms operators and service providers to converge pre-paid and post-paid billing for fixed and mobile services on a single platform, a key goal. The solution extends our coverage into pre-paid as well as post-paid applications and is particularly relevant to the faster growing mobile and mobile data sectors. Two further customers went into service with CCS during the period. Since then, a third new CCS customer has come on stream and we are encouraged by the pipeline of new opportunities.

Skyline leverages Cerillion's sophisticated billing capability - developed for the telecoms market place - to open up opportunities in other sectors. Our solution is a completely new cloud billing application which enables service providers of all sizes to access the same powerful billing capabilities that could previously only be afforded by large companies with significant resources. We have supported its launch with an enhanced web presence and specifically tailored marketing. Three new customers went live with Skyline in the period and a further 10 potential customers were in trials with the service at the end of the period. With the access that Skyline provides to markets as diverse as utilities, publishing and financial services, over time, we expect Skyline to widen our sector focus and enhance recurring revenues.

In line with our growth plans, we also opened an office in Miami in the period, recruiting our first local staff members.

Looking ahead, the Company has a strong platform for ongoing development, with a continuing solid performance expected in the core enterprise software business, and the new cloud billing and convergent charging product lines positioning Cerillion in new, higher-growth markets.

Financial Overview

For the six months to 31 March 2016, total revenue rose by 11% to £6.9m (2015: £6.2m). Recurring revenues, from support and maintenance and managed service contracts, increased by 22% to £2.2m (2015: £1.8m) and accounted for 32% of the Group's income (2015: 29%). Established customers typically generate a high proportion of the Group's income and, in the first half, established customers (those acquired at least 12 months before the beginning of the reporting period) generated 78% of total revenue (2015: 72%).

Software revenue2 increased by 30% to £2.8m (2015: £2.2m) and accounted for 41% of total revenue (2015: 35%). This reflected both new licence sales as well as growth in customer subscriber bases.

Services revenue rose by 2% to £3.7m (2015: £3.6m) and made up 53% of total revenue (2015: 58%). Third party income totalled £0.4m (2015: £0.4m), accounting for 6% of total revenue (2015: 7%).

Overhead costs increased slightly to £3.8m (2015: £3.7m) and included personnel costs at £2.3m (2015: £2.3m).

Adjusted operating profit increased by 20% to £0.7m (2015: £0.6m) mainly driven by the increase in total revenue. The charge for amortisation of R&D costs was £0.2m (2015: £0.2m).

Adjusted profit before tax rose by 19% to £0.7m (2015: £0.6m) and adjusted earnings per share were 2.3p5.

Cash Flow and Banking 7

Net cash as at 31 March 2016 stood at £1.5m, with total Group cash at £6.5m and total debt at £5m (2015: nil), reflecting the £5m term loan taken up by Cerillion plc in conjunction with the AIM IPO. Net cash absorbed by financing in the period was nil (2015: nil).

Expenditure on capitalised R&D was in line with the prior period at £0.3m as we continued to invest in product development to enhance our intellectual property. Expenditure on fixed assets was £0.1m (2015: £0.1m).

Dividend

The Board is pleased to declare a maiden interim dividend of 1.3p per share in line with the Company's dividend policy. The interim dividend will become payable on 23 June 2016 to those shareholders on the Company's register as at the close of business on the record date of 3 June 2016. The ex-dividend date is 2 June 2016.

As previously stated, the Board intends to pay out between a third to half of the Group's free cash flow as dividends each year, subject to the Group's performance. The weighting between the respective interim and final dividends in any year is expected to be one third: two thirds.

Outlook

The Group has made good progress in the first half of the financial year across its core enterprise software business and with its new offerings. With a strong back order book in place, the Board anticipates further progress over the second half of the year and expects that Cerillion's full year trading performance will be in line with its expectations.

Notes:

1 Cerillion plc acquired Cerillion Technologies Limited on 18 March 2016 in conjunction with the completion of its IPO on AIM. Prior to 18 March 2016, Cerillion plc had no trading activity. Consequently, the results reported in these highlights and in the Chairman and Chief Executive Officer's Report are based on the consolidated figures for the Cerillion Technologies Limited Group, prepared under United Kingdom Generally Accepted Accounting Principles, which includes Cerillion Technologies Limited and its subsidiaries (Cerillion (India) pvt and Cerillion Inc). Interim Financial Information for Cerillion plc is included in Appendix 1.

2 Revenue derived from software licence, support and maintenance sales.

3 Recurring revenue includes annualised support and maintenance, managed service and Skyline revenue.

4 Back order book consists of £9.5m of sales contracted but not yet recognised at the end of the reporting period plus £3.8m of annualised support and maintenance revenue. It is anticipated that 80% of the £9.5m of sales contracted but not yet recognised as at the end of the reporting period will be recognised within the next 4 to 5 quarters.

5 Based on earnings for Cerillion Technologies Limited for the reporting period and the total number of Cerillion plc shares in issue as at 31 March 2016.

6 This is a comparison of total Group cash, including cash held in Cerillion plc, as at 31 March 2016 with total Group cash held in Cerillion Technologies Limited and its subsidiaries as at 31 March 2015 (prior to incorporation of Cerillion plc).

7 31 March 2016 figures are taken from the Condensed Consolidated Balance Sheet and Condensed Consolidated Cash Flow Statement in the Financial Information for Cerillion plc in Appendix 1. Comparative figures as at 31 March 2015 are from the management accounts of Cerillion Technologies Limited and its subsidiaries.

Proforma Consolidated Income Statement1

for the six months ended 31 March 2016

Appendix 1: Cerillion plc Interim Financial Information

Unaudited Consolidated Income Statement8

for the six months ended 31 March 2016

8 Comparatives are for Cerillion plc only as the Group was only formed from the date of acquisition, being 18 March 2016.

Unaudited Condensed Consolidated Statement of Changes in Equity

as at 31 March 2016

Unaudited Condensed Consolidated Balance Sheet8

as at 31 March 2016

Unaudited Condensed Consolidated Cash Flow Statement

for the six months ended 31 March 2016

Unaudited Notes

1. Basis of Preparation and Accounting Policies

The condensed financial information is unaudited and was approved by the Board of Directors on 20 May 2016.

The Company is a public limited company, which was incorporated in England and Wales on 5 March 2015. The address of its registered office is 125 Shaftesbury Avenue, London, WC2H 8AD. The interim financial information for the six months ended 31 March 2016 has been prepared in accordance with International Financial Reporting Standards (IFRS) and IFRIC interpretations endorsed by the European Union (EU). The interim financial information for the six months ended 31 March 2016 has been prepared under the historical cost convention.

The interim financial information for the six months ended 31 March 2016 does not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006 and no statutory accounts have been prepared, audited or filed with the Registrar of Companies in England and Wales since incorporation.

The preparation of the interim financial information for the six months ended 31 March 2016 in conformity with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the Statements and the reported amounts of revenues and expenses during the period. Although these estimates are based on management's best knowledge of the amount, event or actions, actual results ultimately may differ from those estimates.

There is no material difference between the fair value of financial assets and liabilities and their carrying amount.

The functional and presentational currency is UK Sterling.

2. Going concern

The Directors have assessed the current financial position of the Group, along with future cash flow requirements, to determine if the Group has the financial resources to continue as a going concern for the foreseeable future. The conclusion of this assessment is that it is appropriate that the Group be considered a going concern. For this reason the Directors continue to adopt the going concern basis in preparing the interim financial information for the six months ended 31 March 2016. The interim financial information does not include any adjustments that would result in the going concern basis of preparation being inappropriate.

3. Basis of consolidation

The consolidated financial information incorporates the financial information of the Company and entities controlled by the Company (its subsidiaries) at 31 March 2016. Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefit from its activities.

Except as noted below, the financial information of subsidiaries is included in the consolidated financial statements using the acquisition method of accounting. On the date of acquisition the assets and liabilities of the relevant subsidiaries are measured at their fair values.

All intra-Group transactions, balances, income and expenses are eliminated on consolidation.

4. Accounting for the Company's acquisition of the controlling interest in Cerillion Technologies Limited

 The Company's controlling interest in its directly held subsidiary, Cerillion Technologies Limited, was acquired through a business combination as defined in IFRS 3 Business Combinations. As such the acquisition method of accounting for this transaction has been followed.

Cerillion plc paid £14,651,571 cash on 18 March 2016 for 100% of the share capital of Cerillion Technologies Limited. Tangible net assets of £7,049,080 and separately identified intangible net assets of £6,949,814 were acquired. Provisional goodwill arising on this transaction amounted to £1,973,141, of which £1,320,465 related to deferred tax arising on the provisional intangible assets recognised on the acquisition. The separately identified intangible net assets were made up of the current fair value of existing support and maintenance contracts (£4.38m) and IPR (£2.57m). The current fair value was calculated based on an estimate of future profits from these sources using a WACC of 12.7%.

In consequence, the consolidated financial statements for Cerillion plc report the result of operations for the period from date of acquisition being 18 March 2016 to 31 March 2016. Similarly, the consolidated balance sheet and other financial information have been presented as though the assets and liabilities were acquired on 18 March 2016.

5. Other receivables and other payables

6. Critical accounting estimates and judgements

Except with regard to identifying separate intangible assets on the acquisition of Cerillion Technologies Limited and the fair value thereon as detailed in note 4, the Directors consider that in the proper preparation of this interim financial information there were no critical or significant areas which required the use of accounting estimates and exercise of judgement by management while applying the Company's accounting policies.