Become a Member
  • Track your favourite stocks
  • Create & monitor portfolios
  • Daily portfolio value
Sign Up
Quickpicks
Add shares to your
quickpicks to
display them here!

Interim Results for six months ended 26 September

18th Nov 2014 07:00

RNS Number : 2619X
Sepura PLC
18 November 2014
 



 

Sepura PLC

 

("Sepura," "the Group," or "the Company")

 

 

Interim results for the six months ended 26 September 2014

 

 

H1 revenues up 18% to €54.5 million

On track to meet full year market expectations

 

 

Sepura, a leading global provider of critical communications solutions, today announces its interim results for the six month period ended 26 September 2014.

 

Financial highlights

 

§ Revenues up 18% to €54.5 million (H1/14: €46.0 million)

 

§ Gross margin 45.1% (H1/14: 44.9%)

 

§ Adjusted operating profit1 €2.7million (H1/14 €0.6 million)

 

§ IFRS operating profit €4.5 million (H1/14: €1.2 million)

 

§ Interim dividend increased 17% to 0.69p per share (H1/14: 0.59p)

 

§ Closing net debt €13.8 million (H1/14: €3.3 million)

 

 

Operational highlights

 

§ Growth across both public sector and commercial verticals

§ Record H1 terminal shipments of 89,000 radios

§ 57% increase in infrastructure revenues and closing infrastructure order book increased by €1 million

 

§ Growth across all regions

§ 12 countries generated over €1 million of revenues (H1/14: 8)

 

§ Strategic opportunities continue to develop

§ DMR shipped to 23 countries and Fylde acquisition increases addressable market

§ North American opportunities progressing with encouraging first terminals sales into the US

§ Applications pipeline continues to grow

 

 

Outlook

 

§ Guidance for FY15 and FY16 maintained

§ Revenue growth of 10% per annum

§ Adjusted EPS growth of 15% and 25% respectively

 

§ On track to meet market expectations for net cash at year end

 

 

Commenting on the Company's results, Gordon Watling, Chief Executive Officer, said:

 

"The record interim revenues the Company is announcing today reflect growing demand across all of our regions and market verticals. Our core business has performed strongly and our strategy of targeting high growth opportunities is beginning to yield results. I am confident that we will continue this momentum into the second half, and meet market expectations for the year."

 

 

Summary financial information

(Unaudited)

26 September 2014

27 September 2013

Revenue

€54.5 m

€46.0 m

+ 18%

Gross margin

45.1 %

44.9 %

+ 0.2%

Cash operating costs1

€21.9 m

€20.1 m

+ 9%

Adjusted operating profit 1

€2.7 m

€0.6 m

+350%

Adjusted operating profit 1 (constant currency)

€2.0 m

€0.6 m

+233%

IFRS operating profit

€4.5 m

€1.2 m

+275%

Adjusted EBITDA 1

€3.8 m

€1.5 m

+153%

Net debt

€13.8 m

€3.3 m

+318%

Adjusted diluted EPS 1

1.7 c

0.4 c

+325%

Interim dividend

0.69 p

0.59 p

+17%

 

1 The calculations of cash operating costs, adjusted operating profit and EBITDA, and adjusted diluted EPS, are set out in Notes 4 and 6 to the following condensed consolidated financial statements respectively.

 

Sepura will hold an analyst presentation at 9.00 am today in the offices of Liberum, 25 Ropemaker Place, London, EC2Y 9LY. The presentation slides will be available on the investor relations pages of the Company's website following the event at: http://investors.sepura.com. The content of the Sepura website should not be considered to form a part of or be incorporated into this announcement.

 

The Interim Report to Shareholders will be issued on 11 December 2014.

 

Cautionary statement

 

This announcement contains certain forward-looking statements with respect to the operations, performance and financial condition of Sepura. By their nature, future events and circumstances can cause results and developments to differ materially from those anticipated. No undertaking is given to update the forward-looking statements whether as a result of new information, future events or otherwise.

 

Further information:

 

Sepura

Gordon Watling, Chief Executive Officer

Steve Chamberlain, Chief Financial Officer

Peter Connor, Investor Relations

 

+44 12 2387 6000

Bell Pottinger

Olly Scott

Lydia Eades

+44 20 3772 2500

 

 

Notes to editors

 

Sepura is a global leader in the design, manufacture and supply of digital radios, infrastructure and applications for Professional Mobile Radio ("PMR") users, providing specialist solutions for the public safety, transportation, oil and gas, mining, utilities, industrial and other commercial sectors.

Founded in the UK in 2002, Sepura has expanded rapidly across the world and is now a market leader in over 30 countries, with a network of regional partners that sell, and provide local support for, its market-leading products.

 

Headquartered in Cambridge, England and with over 400 employees, Sepura was admitted to the Official List of the London Stock Exchange on 3 August 2007.

 

 

Chairman's statement

 

I am pleased to report another period of record revenues, which increased by 18% to €54.5 million, with adjusted operating profit increasing from €0.6m to €2.7m compared to the same period last year. We have seen growth across all of our markets, and we are confident that the investments we are making to grow our addressable market will yield further success in the years to come.

 

There is little doubt that the pace of analogue to digital migration of Professional Mobile Radio ("PMR") users is accelerating. Governments and businesses are investing in increasingly complex solutions that utilise a range of devices, accessories and software applications. The investments we have made to broaden our product portfolio and geographical footprint have ensured that we are positioned to address more of these opportunities, and also deliver more of the individual components required.

 

Our core markets continue to perform well and we have made encouraging progress on our recent initiatives to address the highest growth segments of the PMR market: DMR, North America and Applications. Our DMR portfolio, launched last year, is beginning to gain traction and has been expanded by the acquisition of Fylde. Whilst the market is at an early stage of development our TETRA terminals are now operational on all but one of the TETRA networks deployed in North America, the world's largest PMR market. We also have a growing pipeline of Applications opportunities as end-users look to achieve efficiencies through the use of data on networks they have already deployed.

 

While each of these strategic initiatives currently makes a modest contribution to the Group's results, we are confident they will contribute to the expected increase in revenues and earnings in FY15 and FY16 in line with our recent guidance. We look to the future with growing confidence, reflected in a 17% increase in the interim dividend from 0.59p to 0.69p.

 

I would like once again to thank all of our employees for their outstanding contribution to our continuing success. I would also like to welcome Russell King, who joined the Board in July. Russell brings a wealth of strategic and human capital experience gained in the technology, industrial and mining sectors.

 

 

John Hughes, CBE

Chairman

17 November 2014

 

 

Interim Management Report

 

 

Record interim revenues with growth across all regions

 

Sepura has been transformed from a TETRA terminals business into a geographically diverse critical communications solutions provider, with an estimated addressable market of €2.5 billion. The Group's record revenues of €54.5 million reflect an increasingly diverse customer base in more countries than ever before.

 

The Group grew its business in every region, with 12 countries generating over €1 million of revenues in the period compared to 8 in the same period last year. The Group had customers in a total of 68 countries during the period, compared to 66 last year.

 

Growing demand across both public safety and commercial markets

 

This growing demand came from both public safety and commercial markets. Revenues from public safety users increased by 23%, while those from commercial customers increased by 9% to €16 million, representing 29% of total revenues. In addition to the Group's core commercial markets of Transportation, Oil & Gas and Mining, the expansion of the Group's product portfolio to include DMR has enabled the Group to target other users such as campuses and entertainment security. Notable wins included theme-parks, tourist attractions, museums and race tracks. As the analogue to digital migration continues for business critical users the Group is well positioned to convert customers in similar verticals across the globe.

 

Record terminal deliveries will drive future accessory revenues

 

The total number of TETRA terminals shipped increased by 13% to a record level of 89,200 from 78,800 terminals shipped in the same period last year. Shipments of the Group's Intrinsically Safe ATEX radios continue to represent a minor component of total shipments, and the Group has developed ATEX-specific routes to market to drive future ATEX volumes. The Group's installed base of radios increased to 1.25 million radios, providing visibility of future revenues from the sale of additional accessories such as batteries, which continue to account for over 30% of revenues, and the potential to refresh users' radios as they age in due course.

 

Core markets continue to deliver

 

In addition to successes in emerging markets, the Group's core markets consistently deliver a resilient and robust base of revenues. These included deliveries of 7,000 radios to public safety users in the UK refreshing their ageing fleets of radios, and 36,000 radios to new German public safety users. The Group also won frame contracts in Germany for a further 25,000 radios, giving a contracted back-log at the end of the period of 61,500 radios for delivery to German customers over the next 3-4 years. Further infrastructure wins resulted in an increase of €1 million in infrastructure order backlog, which now totals €8.6 million for delivery over the next 12 months.

 

DMR: The fastest growing PMR market

 

DMR can be a more cost-effective solution for end-users who do not require all of the functionality of TETRA. Independent forecasts predict that DMR will be the fastest growing segment within the overall PMR market over the next 4 years, with the installed base of DMR radios forecast to grow by 4 million radios by 2018. The Group's recently launched portfolio of DMR products has been expanded through the introduction of additional variants and further frequency bands, and, whilst initial volumes are modest, Sepura DMR radios are now operational in 23 countries. During the period the Group also acquired Fylde with its enabling technology that offers a lower risk and more cost-effective migration strategy for trunked analogue users.

 

North America: The world's largest PMR market

 

North America is the world's largest PMR market and is forecast to generate 25% of the growth in digital PMR users as 1.5 million commercial PMR users in North America convert to digital. The North American TETRA market is at an early stage of development, but Sepura is now established as the leading supplier of TETRA terminals with terminals in use on all but one of the small number of TETRA networks deployed to date. The Group has also achieved a significant milestone for the delivery of the Toronto Transit Commission TETRA network which passed System Acceptance Tests during the period. In addition to these early successes with TETRA the Group has extended its network of DMR partners in North America and secured several important reference sites including a theme park.

 

Data drives productivity

 

Data is increasingly important for PMR users, whether for resource tracking through GPS or improved productivity from automated workflow and query management. Portalify's applications provide customers with productivity tools that connect users operating smartphones, laptops or any TETRA radio to control rooms and back-office databases. During the period the Group has increased the installed base of Portalify customers, and created a growing pipeline of opportunities for Portalify's software tools.

 

Preparing for accelerated growth

 

Important steps have been taken to prepare the business for a period of accelerated growth. The senior management team has been enhanced with the establishment of two new positions: VP, Government and Public Safety; and VP, Commercial, together with a new Group HR Director. These provide additional bandwidth to the management team and, more importantly, focus on key market segments for growth.

 

Revenues

 

In the six month period under review, revenues grew 18% to €54.5 million (H1/14: €46.0 million); €0.3 million of the increase related to Fylde, whose results have been consolidated for the first time following its acquisition on 20 May 2014. The total number of TETRA terminals shipped increased by 13% to 89,200 from 78,800 terminals shipped in the same period last year, while infrastructure revenues increased by 57%.

 

Gross margin

 

As expected the diversification of the Group's customer and product mix has not had a significant impact on gross margins, which strengthened to 45.1% from 44.9%.

 

Research and development

 

Gross expenditure on R&D increased by 5% to €8.8 million, (H1/14: €8.4 million), reflecting a full period contribution from Portalify and the acquisition of Fylde during the period, and represented 16.2% (H1/14: 18.3%) of revenues. Investment in research and development continued to focus on maintaining product leadership, with significant investment in the Group's next generation platform of both terminals and infrastructure, broadening its DMR portfolio and expanding its Applications offering.

 

Capitalised development expenditures represented 87% of related gross development spend, compared to 77% last year. The amortisation charge for the period decreased to €3.7 million (H1/14: €4.3 million) as the development expenditure on several of the Group's older products is now fully amortised, and amortisation of the investment in the Group's new platform will only commence once the first products are available.

 

Selling, marketing and distribution costs and administrative expenses

 

Selling, marketing and distribution costs increased by 21% to €8.7 million (H1/14: €7.2 million); reflecting investments made over the last year to expand the Group's routes to market, especially in North America.

 

Administrative expenses, excluding the IFRS 2 share option cost, associated National Insurance, non-recurring costs and the amortisation of acquired intangibles, decreased by 5% compared with the same period last year.

 

The total cash operating costs, being the gross R&D expenditure, sales and marketing costs and administrative expenses, (excluding the IFRS 2 share option cost, associated National Insurance, the amortisation of acquired intangibles and non-recurring costs) increased by 9% to €21.9 million (H1/14: €20.1 million).

 

Foreign exchange

 

The Group continues to be impacted by the volatility of both Euro / GBP and Euro / USD exchange rates. Adjusted operating profit for the period on a constant currency basis was €2.0 million after adjusting for the following items:

§ Revenues would have been €0.4 million lower at last year's exchange rates;

§ The Group's hedged Sterling operating costs would have been €0.8 million higher at last year's hedge rates; and

§ The Group incurred €0.5m more of transactional foreign exchange losses during the period compared to last year.

 

The Group continues to use forward contracts to sell Euros and buy Sterling to meet Sterling expenses that can be forecast with sufficient certainty as to timing and value to qualify for hedge accounting. This provides certainty as to the future Euro reporting value of these costs to the Group for the next twelve months. The hedges outstanding at the end of the period covered £26.7 million of forecast expenses, with the average hedge rate for the second half of the year being €1.212 / £1 (H2/14: €1.211 / £1) and the average hedge rate for the first half of next year being €1.252 / £1 (H2/14: €1.176 / £1).

 

Operating profit

 

The Group presents adjusted operating profit as a key performance measure in addition to the operating profit reported under IFRS, as the exclusion of certain non-operational or non-cash items better reflects the underlying trading performance of the Group. The adjusted operating profit for the period was €2.7 million, or €2.0 million on a constant currency basis (H1/14: €0.6 million). The operating profit reported under IFRS was €4.5 million (H1/14: €1.2 million).

 

Non-recurring costs

 

The Group incurred €642,000 (H1/14: €477,000) of costs in connection with acquisitions and subsequent restructuring.

 

Taxation

 

The Group has continued to benefit from enhanced tax relief on qualifying research and development expenditure, and its brought forward tax losses, with €10.0 million (net) of losses available for offset against future taxable profits (H1/14: €9.8 million) in the UK; these are not available to the Group's overseas subsidiaries, which paid an aggregate of €174,000 of corporate taxes during the period. The Group also has deferred tax liabilities of €7.6 million (H1/14: €7.0 million) in relation to the development costs capitalised under IFRS, together with €1.1 million (H1/14: €1.1 million) in relation to acquired intangibles, which do not represent future tax cash payments and will be released to income as the related costs are amortised.

 

Earnings per share

 

Adjusted diluted earnings per share, based on expensing development costs as they are incurred and excluding non-recurring costs, the IFRS 2 share option charge, associated National Insurance and the amortisation of acquired intangibles, was 1.7 € cents (H1/14: 0.4 € cents). IFRS diluted earnings per share was 2.7 € cents (H1/14: 0.7 € cents).

 

Dividends

 

The Board has declared an interim dividend of 0.69 pence per Ordinary share, an increase of 17% over last year. This interim dividend will be payable on 7 January 2015 to those shareholders on the register at the close of business on 28 November 2014.

 

Cash flow and financing

 

Cash generation for the year is on track to meet market expectations. Closing cash balances at 26 September 2014 stood at €3.8 million (H1/14: €4.8 million), and net debt, after deducting outstanding borrowings of €17.6 million (H1/14: €8.1 million), was €13.8 million (H1/14: €3.3 million).

 

Working capital outflows during the period totalled €10.6 million, and related to inventory required to support the Group's new DMR portfolio, inventory required for projects scheduled for delivery in the second half of the current year, the seasonal decrease in payables and increased receivables due to delays in receipts from several government-backed customers. We are confident that the Group will see a significantly improved second half cash performance as these factors reverse.

 

Significant non-operating cash flows during the period related to:

§ €3.4 million of consideration paid for the acquisition of Fylde, together with €0.6 million of associated professional fees and restructuring costs;

§ €7.7 million spent on capitalised development costs;

§ €2.2 million of other capital expenditure;

§ €2.4 million paid in relation to last year's final dividend;

§ €3.1 million purchasing shares for Treasury; and

§ €0.1 million received from employees exercising SAYE options that matured during the period.

 

Share capital

 

During the period options over 2,027,000 Ordinary shares vested following the achievement of targets under the Company's Long-Term Incentive Plan and the maturity of one of the Company's SAYE schemes. The Company purchased 1,681,000 ordinary shares for Treasury during the period, and 1,981,000 Ordinary shares were issued to satisfy employee awards.

 

On 29 September 2014 the Company announced a programme to buy back up to 2.4 million Ordinary shares for Treasury over the following 12 months to satisfy future exercise of awards under the Company's employee share incentive schemes.

 

Options were granted to senior executives under the Company's Long-Term Incentive Plan totalling 1.8 million shares (H1/14: 2.0 million). These will vest if targets relating to the periods to 31 March 2017 and 31 March 2018 are achieved.

 

Principal risks and uncertainties

 

The principal risks and uncertainties facing the Group for both the first six months and the remaining six months of the financial year are consistent with those stated on pages 18 and 19 of the Group's 2014 Annual Report and Accounts, which are summarised as follows:

§ The risk that alternative products and technologies are developed by our competitors, which threaten our future profitability.

§ The risk that customers delay issuing tenders, orders or payments, as a result of changes in political and economic conditions, with a consequential impact on the likelihood or timing of revenues and cash flows.

§ The risk that strong competition may have an adverse impact on pricing and profitability.

§ The risk that rapid growth may place a significant strain on management, operational and financial resources.

§ The risk that fluctuations in exchange rates, especially the Euro, give rise to revaluations of assets and liabilities which impact our future profitability.

§ The risk that there is a breach of information security or integrity.

§ The risk that our outsourced electronic manufacturing partners are unable to supply sufficient critical components to meet our end-user demand, or that there is a recall of such products due to poor quality products being supplied to us.

§ The risk that we are unable to integrate acquired businesses effectively.

 

 

CONDENSED CONSOLIDATED HALF-YEAR INCOME STATEMENT

 

26 September 2014€'000(Unaudited)

27 September 2013€'000(Unaudited)

Before non-recurringcosts

Non-recurringcosts 1

After non-recurringcosts

Before non-recurringcosts

Non-recurringcosts 1

Afternon-recurringcosts

Revenue

3

54,500

-

54,500

46,027

-

46,027

Cost of sales

(29,942)

-

(29,942)

(25,367)

-

(25,367)

Gross profit

24,558

-

24,558

20,660

-

20,660

Selling, marketing and distribution costs

(8,739)

-

(8,739)

(7,160)

-

(7,160)

Research and development costs

(4,865)

-

(4,865)

(6,206)

-

(6,206)

Administrative expenses

(5,777)

(642)

(6,419)

(5,644)

(477)

(6,121)

Operating profit

5,177

(642)

4,535

1,650

(477)

1,173

Financial income

4

-

4

-

-

-

Financial expense: interest payable

(240)

-

(240)

(100)

-

(100)

Net financial expense

(236)

-

(236)

(100)

-

(100)

Profit before income tax

4,941

(642)

4,299

1,550

(477)

1,073

Income tax charge

5

(626)

135

(491)

(149)

114

(35)

Profit for the periodattributable to owners of the parent

4,315

(507)

3,808

1,401

(363)

1,038

Earnings per share (c)

Basic

6

3.1

(0.3)

2.8

1.0

(0.2)

0.8

Diluted

6

3.1

(0.4)

2.7

1.0

(0.3)

0.7

 

1 Non-recurring costs relate to the acquisition of Fylde Micro Limited in the current period, as described in Note 8, and subsequent restructuring costs. Non-recurring costs in the prior period related to the acquisition of Portalify OY and subsequent restructuring costs.

 

The results above relate to continuing operations.

 

 

CONDENSED CONSOLIDATED HALF-YEAR STATEMENT OF COMPREHENSIVE INCOME

 

26 September 2014€'000(Unaudited)

27 September 2013€'000(Unaudited)

Profit for the period

3,808

1,038

Other comprehensive income

Currency translation differences

(212)

(76)

Cash flow hedges, net of taxation

699

810

Other comprehensive incomethat may be reclassified into income

487

734

Total comprehensive income forthe period attributable to owners of the parent

4,295

1,772

 

 

CONDENSED CONSOLIDATED HALF-YEAR STATEMENT OF CHANGES IN EQUITY

 

For the half-year ended 26 September 2014 (Unaudited)

Sharecapital€'000

Sharepremium€'000

Otherreserves€'000

Retainedearnings€'000

Total€'000

At 29 March 2014

79

999

(42)

74,359

75,395

Profit for the period

-

-

-

3,808

3,808

Other comprehensive (expense) income

-

-

(212)

699

487

Total comprehensive (expense) income

-

-

(212)

4,507

4,295

Transactions with owners

Excess tax on share option schemes

-

-

-

342

342

Employee share option schemes: value of employee services

-

-

-

608

608

Equity dividends paid

-

-

-

(2,431)

(2,431)

Treasury shares - purchase of own shares

-

-

-

(3,097)

(3,097)

Treasury shares - issue of shares to settle employee share options

-

-

-

111

111

Total transactions with owners

-

-

-

(4,467)

(4,467)

At 26 September 2014

79

999

(254)

74,399

75,223

For the half-year ended 27 September 2013 (Unaudited)

At 30 March 2013

78

-

-

63,103

63,181

Profit for the period

-

-

-

1,038

1,038

Other comprehensive (expense) income

-

-

(76)

810

734

Total comprehensive (expense) income

-

-

(76)

1,848

1,772

Transactions with owners

Excess tax on share option schemes

-

-

-

971

971

Employee share option schemes: value of employee services

-

-

-

416

416

Equity dividends paid

-

-

-

(2,054)

(2,054)

Issue of shares

1

999

-

-

1,000

Treasury shares - purchase of own shares

-

-

-

(570)

(570)

Treasury shares - issue of shares to settle employee share options

-

-

-

102

102

Total transactions with owners

1

999

-

(1,135)

(135)

At 27 September 2013

79

999

(76)

63,816

64,818

 

 

CONDENSED CONSOLIDATED HALF-YEAR BALANCE SHEET

 

Note

26 September 2014€'000(Unaudited)

27 September 2013€'000(Unaudited)

28 March 2014€'000(Audited)

Assets

Non-current assets

Intangible assets

9

64,571

50,944

52,864

Property, plant and equipment

9

8,592

5,495

7,706

Deferred tax asset

5,270

6,903

6,069

Total non-current assets

78,433

63,342

66,639

Current assets

Inventories

14,093

11,707

11,983

Trade and other receivables

43,813

31,589

37,407

Derivative financial instruments

1,272

6

403

Cash and cash equivalents

10

3,805

4,766

8,017

Total current assets

62,983

48,068

57,810

Total assets

141,416

111,410

124,449

Liabilities

Current liabilities

Borrowings

10

(17,065)

(7,690)

(2,182)

Trade and other payables

(32,887)

(25,135)

(34,039)

Income tax payable

(1,195)

(486)

(1,225)

Provisions

11

(1,522)

(1,327)

(1,316)

Total current liabilities

(52,669)

(34,638)

(38,762)

Non-current liabilities

Borrowings

10

(491)

(355)

(650)

Trade and other payables

(4,073)

(6,642)

(4,826)

Provisions

11

(8,960)

(4,957)

(4,816)

Total non-current liabilities

(13,524)

(11,954)

(10,292)

Total liabilities

(66,193)

(46,592)

(49,054)

Net assets

75,223

64,818

75,395

Shareholders' equity

Ordinary share capital

12

79

79

79

Share premium

12

999

999

999

Other reserves

(254)

(76)

(42)

Retained earnings

74,399

63,816

74,359

Total equity

75,223

64,818

75,395

 

 

CONDENSED CONSOLIDATED HALF-YEAR STATEMENT OF CASH FLOWS

 

 

 

Note

26 September 2014€'000(Unaudited)

27 September 2013€'000(Unaudited)

Profit before income tax

4,299

1,073

Adjustments for:

Depreciation charges

966

726

Amortisation charges

4,497

4,981

Equity settled share based payment charge

608

416

Financial income

(4)

-

Financial expense

240

100

Cash generated from operationsbefore movements in working capital

10,606

7,296

(Increase) decrease in inventories

(3,357)

1,606

(Increase) decrease in trade and other receivables

(4,901)

931

Decrease in trade and other payables

(2,252)

(3,104)

Decrease in provisions

(63)

(9)

Movements in working capital

(10,573)

(576)

Cash generated from operations

33

6,720

Income taxes paid

(174)

(78)

Net cash (consumed by) generated from operating activities

(141)

6,642

Cash flow from investing activities

Interest received

4

-

Purchase of property, plant and equipment

(1,819)

(763)

Capitalised development costs

(7,681)

(6,475)

Purchase of subsidiary undertakings, net of cash acquired

(3,403)

(4,997)

Purchase of other intangible assets

(359)

(430)

Net cash used in investing activities

(13,258)

(12,665)

Cash flow from financing activities

New borrowings

15,200

5,000

Repayment of borrowings

(380)

(106)

Interest paid

(216)

(76)

Dividends paid to shareholders

7

(2,431)

(2,054)

Purchase of own shares for Treasury

12

(3,097)

(570)

Issue of share capital from Treasury

12

111

102

Net cash generated from financing activities

9,187

2,296

Net decrease in cash and cash equivalents

(4,212)

(3,727)

Cash and cash equivalents at the beginning of the period

8,017

8,634

Exchange losses on cash and cash equivalents

-

(141)

Cash and cash equivalents at the end of the period

10

3,805

4,766

 

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTSFOR THE HALF-YEAR ENDED 26 September 2014

 

1. General information

Sepura plc ("the Company") is a public limited company incorporated and domiciled in England and Wales, whose Ordinary shares of £0.0005 each are traded on the Main Market of the London Stock Exchange. The Company's registered office is Radio House, St Andrew's Road, Cambridge, CB4 1GR, England.

 

The Company has prepared condensed consolidated financial statements for the period to 26 September 2014, being the nearest Friday to the end of the period. This approach aligns external reporting dates with internal reporting periods and is in accordance with industry practice.

 

The condensed consolidated financial statements were approved for issue on 17 November 2014.

 

The condensed consolidated financial statements do not constitute the statutory accounts of the Company within the meaning of section 434 of the Companies Act 2006. Statutory accounts for the year ended 28 March 2014 have been delivered to the Registrar of Companies. The auditors have reported on those accounts and their report was not qualified and did not contain a statement under section 498(2) or (3) of the Companies Act 2006.

 

 

2. Basis of preparation

The condensed consolidated financial statements have been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority and with IAS 34 "Interim financial reporting" as adopted by the European Union. The condensed consolidated financial statements should be read in conjunction with the annual financial statements for the year ended 28 March 2014, which have been prepared in accordance with IFRS as adopted by the European Union. These condensed consolidated financial statements have been prepared under the same accounting policies and methods of computation as those applied in the preparation of the most recent Annual Report.

 

The preparation of these condensed consolidated financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates. In preparing these condensed consolidated financial statements the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements for the year ended 28 March 2014.

 

The Group's financial risk management objectives and policies are consistent with those disclosed in the consolidated financial statements for the year ended 28 March 2014.

 

After making due enquiry, and having considered the Group's forecast for the coming year together with outline projections through to 2016 and available bank facilities, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Consequently, the going concern basis has been applied in preparing these condensed consolidated financial statements.

 

 

3. Segmental reporting

IFRS 8 defines operating segments as those activities of an entity about which separate financial information is available and which are evaluated by the Chief Operating Decision Maker to assess performance and determine the allocation of resources. IFRS 8 also sets out the process by which operating segments may be amalgamated into reportable segments because they share the same economic characteristics due to the nature of the products sold, the production processes used and the type of customer for the products. The Company has a single reportable segment, being the design, development and supply of secure digital radio products and systems developed specifically for critical communications applications.

 

 

4. Adjusted performance measures

The Group presents adjusted figures as key performance measures in addition to those reported under IFRS. These adjusted figures, comprising EBITDA, adjusted EBITDA and adjusted operating profit, exclude certain non-operational or non-cash items and reflect the underlying trading performance of the Group.

 

Earnings before interest, tax, depreciation and amortisation has been calculated as follows:

 

Half-year ended26 September 2014€'000(Unaudited)

Half-year ended27 September 2013€'000(Unaudited)

Operating profit

4,535

1,173

Depreciation (see Note 9)

966

726

Amortisation (see Note 9)

4,497

4,981

EBITDA

9,998

6,880

Non-recurring costs

642

477

Reversal of capitalised development costs (see Note 9)

(7,681)

(6,475)

Reversal of the IFRS 2 share-option charge

608

416

Reversal of the NI payable on theshares subject to the IFRS 2 share-option charge

190

242

Adjusted EBITDA

3,757

1,540

 

Adjusted operating profit has been calculated as follows:

Half-year ended26 September 2014€'000(Unaudited)

Half-year ended27 September 2013€'000(Unaudited)

Operating profit

4,535

1,173

Adjustments

Non-recurring costs

642

477

Reversal of capitalised development costs (see Note 9)

(7,681)

(6,475)

Reversal of associated amortisation (see Note 9)

3,700

4,263

Reversal of amortisation of acquired intangibles (see Note 9)

720

516

Reversal of the IFRS 2 share-option charge

608

416

Reversal of the NI payable on theshares subject to the IFRS 2 share-option charge

190

242

Adjusted operating profit

2,714

612

 

Adjusted operating costs have been calculated as follows:

 

For the period ended 26 September 2014 (unaudited)

Selling,marketing anddistributioncosts€'000

Research anddevelopmentcosts€'000

Administrativeexpenses€'000

Total€000

Per consolidated income statement

8,739

4,865

6,419

20,023

Adjustments

Non-recurring costs

-

-

(642)

(642)

Reversal of capitalised development costs (see Note 9)

-

7,681

-

7,681

Reversal of associated amortisation (see Note 9)

-

(3,700)

-

(3,700)

Reversal of amortisation of acquired intangibles (see Note 9)

-

-

(720)

(720)

Reversal of the IFRS 2 share-option charge

-

-

(608)

(608)

Reversal of the NI payable on the shares subject to theIFRS 2 share-option charge

-

-

(190)

(190)

Adjusted operating costs

8,739

8,846

4,259

21,844

 

For the period ended 27 September 2013 (unaudited)

Selling,marketing anddistributioncosts€'000

Research anddevelopmentcosts€'000

Administrativeexpenses€'000

Total€000

Per consolidated income statement

7,160

6,206

6,121

19,487

Adjustments

Non-recurring costs

-

-

(477)

(477)

Reversal of capitalised development costs (see Note 9)

-

6,475

-

6,475

Reversal of associated amortisation (see Note 9)

-

(4,263)

-

(4,263)

Reversal of amortisation of acquired intangibles (see Note 9)

-

-

(516)

(516)

Reversal of the IFRS 2 share-option charge

-

-

(416)

(416)

Reversal of the NI payable on the shares subject to theIFRS 2 share-option charge

-

-

(242)

(242)

Adjusted operating costs

7,160

8,418

4,470

20,048

 

 

5. Income tax charge

The income tax charge for the period is recognised based on management's best estimate of the weighted average annual income tax rate expected for the full year. The tax charge for the period is lower than the standard rate of Corporation Tax in the UK, which is 21% (2014: 23%), due primarily to the receipt of Research and Development credits.

 

 

6. Earnings per share

Basic earnings per share has been calculated by dividing earnings attributable to owners of the parent by the weighted average number of shares of the Company. For diluted earnings per share, the weighted average number of shares is adjusted to allow for the conversion of all dilutive equity instruments.

 

Half-year ended26 September 2014(Unaudited)

Half-year ended27 September 2013(Unaudited)

Beforenon-recurringcosts

Non-recurringcosts

Afternon-recurringcosts

Beforenon-recurringcosts

Non-recurringcosts

Afternon-recurringcosts

Earnings attributable toowners of the parent (€'000)

4,315

(507)

3,808

1,401

(363)

1,038

Number of shares

Basic weighted averagenumber of shares ('000)

138,210

138,210

138,210

137,763

137,763

137,763

Effect of dilutive securities:

Employee incentive plans ('000)

1,142

1,142

1,142

1,214

1,214

1,214

Diluted weighted averagenumber of shares ('000)

139,352

139,352

139,352

138,977

138,977

138,977

Basic EPS (c)

3.1

(0.3)

2.8

1.0

(0.2)

0.8

Diluted EPS (c)

3.1

(0.4)

2.7

1.0

(0.3)

0.7

 

The Group presents an adjusted earnings per share figure which excludes non-recurring costs, the capitalisation of development costs (together with associated amortisation), the amortisation of acquired intangibles and the IFRS 2 share-option charge, all net of UK Corporation Tax at the standard rate. This adjusted earnings per share figure has been based on adjusted basic earnings for each financial period and on the same number of diluted weighted average shares in issue as the GAAP earnings per share calculation above.

 

Half-year ended26 September 2014€'000(Unaudited)

Half-year ended27 September 2013€'000(Unaudited)

Earnings attributable to owners of the parent

3,808

1,038

Adjustments

Non-recurring costs

642

477

Reversal of capitalised development costs

(7,681)

(6,475)

Reversal of associated amortisation

3,700

4,263

Reversal of amortisation of acquired intangibles

720

516

Reversal of the IFRS 2 share-option charge

608

416

Reversal of the NI payable on theshares subject to the IFRS 2 share-option charge

190

242

 

(1,821)

(561)

Effect of UK Corporation Tax at 21% (2013: 23%)

382

129

Net of UK Corporation Tax at 21% (2013: 23%)

(1,439)

(432)

Adjusted earnings attributable to owners of the parent

2,369

606

Adjusted diluted EPS (c)

1.7

0.4

 

 

7. Dividends

During the period the Company paid a final dividend in respect of the financial year ended 28 March 2014 of 1.41 pence per Ordinary share, totalling €2,431,000.

 

An interim dividend for the financial year ending 27 March 2015 of 0.69 pence per Ordinary share has been declared payable by the Company on 7 January 2015 to shareholders on the register at the close of business on 28 November 2014. The declared dividend has not been included as a liability in these condensed consolidated financial statements.

 

 

8. Acquisitions

On 20 May 2014 the Group announced the acquisition of the entire share capital of Fylde Micro Limited, ("Fylde"), which designs and manufactures trunking controllers that enable a simple, low-risk and cost-effective migration from analogue to digital networks. The acquisition of Fylde expands the Group's addressable market by broadening the Group's product portfolio. The initial cash consideration was £2.75 million, with a subsequent additional payment of £450,000 based on the net assets at the date of acquisition. Further contingent consideration of up to £3.5 million is payable in cash if Fylde achieves EBIT targets over an earn-out period.

 

The provisional book and fair values of the assets and liabilities acquired are as follows:

 

Book value€'000

Fair value adjustments€'000

Provisional fair value€'000

Intangible assets

-

2,402

2,402

Property, plant and equipment

33

-

33

Deferred tax

-

(480)

(480)

Inventories

253

-

253

Trade and other receivables

263

-

263

Cash at bank and in hand

548

-

548

Income tax payable

(144)

-

(144)

Trade and other payables

(135)

-

(135)

Net assets acquired

818

1,922

2,740

Goodwill

5,624

Purchase consideration, including maximum contingent consideration

8,364

The maximum purchase consideration comprises:

Cash consideration paid on completion

3,951

Contingent consideration payable in cash

4,413

Purchase consideration, including maximum contingent consideration

8,364

 

Intangible assets acquired relate to existing customer contracts and relationships together with the business' brand name. These are being amortised over the expected useful economic lives, which have been assessed as five years. The goodwill arising on the acquisition is attributable to the value of synergies arising from the acquisition, Fylde's assembled workforce and future profits arising from access to new markets. None of the goodwill on this acquisition is expected to be deductible for tax.

 

The Group incurred €642,000 (H1/14: €477,000) of costs in connection with acquisitions and subsequent restructuring that have been charged to the condensed consolidated half year income statement.

 

Fylde reported a profit after tax for the year ended 31 December 2013 of £1,000 and had an immaterial impact on the Group's results for the period, while the Group's revenue and earnings would have been €55.0 million and €4.1 million respectively if Fylde had been a member of the Group for the whole period.

 

During the period the preliminary fair values attributable to the assets and liabilities of Portality OY, acquired on 25 July 2013, were re-assessed and the related goodwill increased by €138,000.

 

 

9. Capital expenditure

 

Half-year ended26 September 2014(Unaudited)

Capitalisation ofdevelopmentcosts€'000

Softwareand similarlicences€'000

Acquiredintangiblesand goodwill€'000

Totalintangibleassets€'000

Property,plant andequipment€'000

Net book value at 29 March 2014

33,784

1,693

17,387

52,864

7,706

Additions

7,681

359

-

8,040

1,819

Acquisitions (see Note 8)

-

-

8,164

8,164

33

Amortisation or depreciation charge

(3,700)

(77)

(720)

(4,497)

(966)

Net book value at 26 September 2014

37,765

1,975

24,831

64,571

8,592

 

Major additions to property, plant and equipment comprised test and IT equipment.

 

Half-year ended27 September 2013(Unaudited)

Capitalisation ofdevelopmentcosts€'000

Softwareand similarlicences€'000

Acquiredintangiblesand goodwill€'000

Totalintangibleassets€'000

Property,plant andequipment€'000

Net book value at 30 March 2013

28,598

791

11,926

41,315

5,452

 

Additions

6,475

430

-

6,905

763

 

Acquisitions

730

-

6,975

7,705

6

 

Amortisation or depreciation charge

(4,263)

(202)

(516)

(4,981)

(726)

 

Net book value at 27 September 2013

31,540

1,019

18,385

50,944

5,495

 

 

 

 

10. Reconciliation of cash flows to movements in net debt

 

Half-year ended26 September 2014€'000(Unaudited)

Half-year ended27 September 2013€'000(Unaudited)

Net decrease in cash and cash equivalents

(4,212)

(3,727)

Net new borrowings

(14,820)

(4,894)

Changes in net debt resulting from cash flows

(19,032)

(8,621)

Amortisation of debt issue costs

(24)

(24)

Borrowings acquired with subsidiary undertaking

-

(1,098)

Net movements in net debt

(19,056)

(9,743)

Net funds at the beginning of the period

5,305

6,605

Foreign exchange loss on cash and cash equivalents

-

(141)

Net debt at the end of the period

(13,751)

(3,279)

Net debt comprises:

Cash and cash equivalents

3,805

4,766

Borrowings: Draw down of revolving credit facility

(15,200)

(5,000)

Unamortised debt issue costs

96

144

Other current borrowings

(1,961)

(2,834)

Current borrowings

(17,065)

(7,690)

Non-current borrowings

(491)

(355)

Net debt at the end of the period

(13,751)

(3,279)

 

On 2 October 2014 the Group entered into a five year, €35 million revolving credit facility, which is secured by a fixed and floating charge over the Group's assets.

 

 

11. Provisions

At the end of the period provisions included €4.9 million of contingent consideration relating to the acquisition of Portalify, together with €4.4 million in relation to the acquisition of Fylde as explained in Note 8 above.

 

 

12. Share capital

During the period the following changes occurred in the Company's issued share capital of Ordinary shares of £0.0005 each:

 

Half-year ended26 September 2014(Unaudited)

Half-year ended27 September 2013(Unaudited)

Number

£

Sharecapital€'000

Sharepremium€'000

Number

£

Share

capital

€'000

Sharepremium€'000

At the beginning of the period

138,645,431

69,323

79

999

137,318,580

68,659

78

-

Exercise of options underemployee share option schemes

-

-

-

-

25,517

13

-

-

Issue of shares to settlecontingent considerationrelating to the acquisition of 3T

-

-

-

-

1,301,334

651

1

999

At the end of the period

138,645,431

69,323

79

999

138,645,431

69,323

79

999

 

During the period the following changes occurred in the number of Ordinary shares held in Treasury:

 

Half-year ended26 September 2014(Unaudited)

Half-year ended27 September 2013(Unaudited)

Number

Aggregate consideration€'000

Employee consideration€'000

Number

Aggregate consideration€'000

Employee consideration€'000

At the beginning of the period

503,432

131,983

Purchase of Ordinary Sharesfor Treasury

1,680,867

3,097

350,000

570

Exercise of options under employee share option schemes

(1,980,382)

(111)

(387,680)

(102)

At the end of the period

203,917

94,303

 

Subsequent to the end of the period the Company purchased a further 400,000 shares for Treasury under the share buy-back programme announced on 29 September 2014.

 

 

13. Seasonality

Deliveries during the period reflected the usual weighting towards the second half of the year, which includes the end of the UK and German public sector fiscal years and the corresponding increase in business as customer budgets are confirmed.

 

 

14. Contingent liabilities

The Group has entered into guarantee and performance bond arrangements with its customers totalling approximately €2.7 million (2014: €3.5 million). The Group is also subject to disputes with suppliers during the ordinary course of business. Provision is made for any amounts that the Directors consider will probably become payable under such arrangements.

 

 

15. Financial instruments

 

Derivative financial instruments and hedging activities

Derivatives are initially recognised at fair value on the date that a derivative contract is entered into and are subsequently re-measured at their fair value.

 

Fair value estimation

The fair value of foreign exchange contracts is determined by comparing contracted forward exchange rates with the prevailing exchange rates at the balance sheet date. As a result they fall into "Level 2" of the fair value hierarchy as defined in Paragraph 27A of IFRS 7 "Financial Instruments: Disclosures". The nominal value less impairment provision of trade receivables and payables approximates to their fair value. The book value of all other financial assets and liabilities approximate to fair value.

 

 

16. Post balance sheet events

There have been no material post balance sheet events.

 

 

Statement of Directors' responsibilities

 

A copy of the condensed consolidated financial statements of the Group is placed on the Company's website. The Directors are responsible for the maintenance and integrity of information on the Company's website. Information published on the internet is accessible in many countries with different legal requirements. Legislation in the United Kingdom governing the preparation and dissemination of the financial statements may differ from legislation in other jurisdictions.

The Directors confirm that to the best of their knowledge:

 

§ This condensed set of consolidated interim financial statements has been prepared in accordance with IAS 34 as adopted by the European Union;

 

§ The interim management report includes a fair review of the information required by:

§ DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remainder of the financial year; and

§ DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any material changes in the related party transactions described in the last Annual Report.

 

The Directors of the Group are listed in the Group's Annual Report for the year ended 28 March 2014, with the exception of Russell King who was appointed on 30 July 2014.

 

A list of the current directors is also maintained on the Sepura website: www.sepura.com.

 

By order of the Board,

 

Gordon Watling

Chief Executive Officer

 

Steve Chamberlain

Chief Financial Officer

 

17 November 2014

 

 

Independent review report to Sepura plc

 

Report on the condensed consolidated interim financial statements

 

Our conclusion

We have reviewed the condensed consolidated interim financial statements, defined below, in the half-yearly financial report of Sepura plc for the six months ended 26 September 2014. Based on our review, nothing has come to our attention that causes us to believe that the condensed consolidated interim financial statements are not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

 

This conclusion is to be read in the context of what we say in the remainder of this report.

 

What we have reviewed

The condensed consolidated interim financial statements, which are prepared by Sepura plc, comprise:

§ the condensed consolidated half-year balance sheet as at 26 September 2014;

§ the condensed consolidated half-year income statement and condensed consolidated half-year statement of comprehensive income for the period then ended;

§ the condensed consolidated half-year statement of cash flows for the period then ended;

§ the condensed consolidated half-year statement of changes in equity for the period then ended; and

§ the explanatory notes to the condensed consolidated interim financial statements.

 

As disclosed in Note 2, the financial reporting framework that has been applied in the preparation of the full annual financial statements of the group is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.

 

The condensed consolidated interim financial statements included in the half-yearly financial report have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

 

What a review of condensed consolidated financial statements involves

 

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.

 

A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed consolidated interim financial statements.

 

Responsibilities for the condensed consolidated interim financial statements and the review

 

Our responsibilities and those of the directors

The half-yearly financial report, including the condensed consolidated interim financial statements, is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

Our responsibility is to express to the Company a conclusion on the condensed consolidated interim financial statements in the half-yearly financial report based on our review. This report, including the conclusion, has been prepared for and only for the Company for the purpose of complying with the Disclosure and Transparency Rules of the Financial Conduct Authority and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

 

 

PricewaterhouseCoopers LLP

Chartered Accountants

Cambridge

17 November 2014

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
IR EAXFXFSXLFFF

Related Shares:

SEPU.L
FTSE 100 Latest
Value8,784.68
Change26.64