12th Nov 2012 07:00
12 November 2012
AVEVA GROUP PLC
INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2012
AVEVA Group plc ('AVEVA'; stock code : AVV), one of the world's leading providers of engineering data and design IT systems, today announces its interim results for the six months ended 30 September 2012.
Financial highlights | ||||||||||||||||||||||||||||||||||||
* Adjusted profit before tax, adjusted profit margin and adjusted basic earnings per share are calculated before amortisation of intangible assets (excluding other software), share-based payments, gain/loss on fair value of forward foreign exchange contracts and exceptional items. In addition, adjusted basic earnings per share also include the tax effects of these adjustments.
Operational highlights ·; Global growth platform − Revenue growth across all regions; Asia Pacific +21%, EMEA +13%, Americas +6% − Investment in Indian business, new office in Mumbai, expansion in Hyderabad − New China business making good progress
·; Technology leadership and investment reinforced with successful launch of new product AVEVA Everything3D (E3D) − Growth opportunity with leading-edge technology − Enables "Lean" working practices in plant project execution − Very positive initial customer interest and feedback
·; Long term customer partnerships − Recurring revenue up 14%, representing 69% of total revenue − Engineering & Design Systems growth from extending footprint within the engineering contractors − Enterprise Solutions continuing to make progress with Owner Operators
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Commenting on the outlook, Chief Executive Richard Longdon said:
"As AVEVA celebrates its 45th anniversary, these results highlight the breadth, quality and scale of our global business today, with multiple growth drivers across geographies and industries. The recent launch of our new, leading-edge product, AVEVA Everything3D, highlights our ability to maintain technology leadership through continuous innovation, which in turn drives growth and strengthens our customer relationships."
Enquiries:
AVEVA Group plc | |
Richard Longdon, Chief Executive James Kidd, Chief Financial Officer Derek Brown, Head of Investor Relations | On 12 November 2012: Tel: 020 7796 4133 Thereafter: Tel: 01223 556611 or 01223 556683 |
Hudson Sandler | |
Andrew Hayes / Wendy Baker / Alex Brennan | Tel: 020 7796 4133 |
www.aveva.com
http://www.aveva.com/futureofplantdesign
An analysts' briefing will be held at Goldman Sachs, Peterborough Court, 133 Fleet Street, London EC4A 2BB at 9.30 am on 12 November 2012.
There will be a conference call for analysts and investors at 2.30pm (GMT). For further information, please contact Hudson Sandler on 020 7796 4133 or [email protected].
Business review
Overview
AVEVA celebrated its 45 year anniversary during the first half and continues to be at the forefront of innovation, delivering leading edge technology to the Plant, Power and Marine markets where we have long term partnerships with many of the leading Engineering Procurement and Construction (EPC) companies and Owner Operators. AVEVA's business remained strong during the first half, as we continued to deliver good growth and margins. We are pleased to report Group revenue growth of 15% in the first half of the financial year. We are particularly encouraged with further growth in rental income (+17% in the period) which continues to reflect a shift in our customers' buying preferences, particularly in Europe. We have also seen a return to growth in initial licence fees which rose 18% in the first half, buoyed by an improvement in performance of the recently reorganised Chinese operations and the benefit of the initial licence fees that came through the acquisition of Bocad.
In October, AVEVA unveiled a major new product initiative, AVEVA Everything3D (E3D), which was successfully launched at the AVEVA World Summit in Paris. The feedback from existing and prospective customers on this ground-breaking technology has been universally positive. This new product is the result of significant investment in both in-house development and external spend over a number of years, and we are convinced of the strong growth opportunity this offers.
Engineering & Design Systems
The Engineering & Design Systems business has continued to perform well, with growth of 14% in the first half. As expected, the investment in the Oil & Gas market has been a major driver of demand, sustained by high levels of capital expenditure amongst Owner Operators as well as the growth in project complexity and the continued shift to deeper water for offshore exploration and production. As a result, engineering contractor backlogs have continued to grow during the period and we have seen further expansion among the large engineering contractors, including Worley Parsons, who committed to a multi-year agreement, expanding its use of AVEVA design tools and adding AVEVA NET for data handover for the first time.
Enterprise Solutions
Enterprise Solutions continues to progress, growing 16% in the first half, with further traction with the Oil Super Majors, Owner Operators and with engineering contractors. We are also beginning to benefit from our on-going strategy of targeting Owner Operators to mandate the use of AVEVA NET for data handover to the engineering contractors. Despite the longer sales cycle for Enterprise Solutions, there has been further growth in both revenue and backlog.
We have continued with our strategy of working with partners to assist with the delivery of services and during the period AVEVA was pleased to announce a global partnership with Infosys, which we expect to play a key role in the development of the Enterprise Solutions business. Training and familiarisation has started with Infosys and we are working together on developing our joint offering.
Industry verticals
AVEVA continues to benefit from the long-term secular growth in the Oil & Gas market. In particular, the need for increased time spent on design, necessitated by further project complexity, as available natural resources become more difficult to extract further enhances demand for our product. Combined with the need to reduce risk to the project, there is a requirement amongst our customers for best-in-class software to manage the engineering design data efficiently, ultimately reducing the time to handover to the Owner Operators.
In Marine, those shipyards which have developed their capabilities to handle offshore Oil & Gas and naval projects have been able to maintain strong order books and a solid backlog of work. However, in commercial shipbuilding the market remains depressed.
In Power, AVEVA continues to invest in building its presence in China and India where demand for nuclear power construction is widely anticipated to grow over the medium term. Indeed in October 2012, China announced that it has restarted its nuclear programme. At the same time, AVEVA also benefits from on-going global spend relating to conventional power plants.
Geographic performance
AVEVA is a global business with an established network of 44 sales and support offices and 13 technology centres worldwide that support our global product development. AVEVA's global presence means that we are well placed to support the requirements of our customers on the ground, grow our customer base and ensure our leading edge technology meets customer needs.
EMEA continued to perform well, with growth in the first half driven primarily by additional rental licence fees from the engineering contractors, increased Enterprise Solutions revenue from the Owner Operators as well as the benefit of the majority of the acquired Bocad revenue.
As anticipated, our China business returned to growth following the recent successful reorganisation. This revenue came from Oil & Gas and Power customers. The Marine market remains tough in China as many of the yards are primarily focused on commercial shipbuilding. Our Chinese operations are now expected to follow usual patterns of seasonality, with a stronger weighting towards the second half of the financial year due to the traditional phasing of business in the region. Elsewhere in Asia Pacific, AVEVA continued to perform well.
As previously advised, we have embarked on our expansion plans in India with the hiring of additional sales and technical staff. This has resulted in good revenue growth in the first half, although we are starting from a relatively low base in the country. As a result of the increased headcount plans, we opened a new office in Mumbai and expanded our Hyderabad office.
In North America, our recurring rental contracts renewed on broadly the same terms as previous periods, with expansion within certain large engineering contractors in the period.
In Latin America, we saw a first half performance slightly down against a strong comparable in the same period last year. We have seen delays in the timing of some project start-ups in Brazil, partially driven by resource constraints amongst our customers and partially because of delays in project investment. We have not seen any change in the longer-term demand environment and the scale of the opportunity in Brazil remains significant.
We formed a new sales team at the start of this year to put more focus on our key global EPC and Owner Operator customers. This team works closely with all levels in the AVEVA organisation to improve our support and presence in these major accounts across all geographies where they operate. This has brought some immediate benefits in the first half which we expect to continue particularly as the large engineering contractors increasingly are operating on a global basis.
Research & Development
Technology remains a key focus for AVEVA, and we have been very encouraged by the initial positive response to our new 3D Design Platform, AVEVA Everything3D (E3D), following the launch theme of 'lean construction' at the AVEVA World Summit in October. This is a major new product, and we expect it to be compelling for the industry as they consider the possibilities offered by the Cloud and Mobile collaboration in particular, as well as improving overall project execution and reducing wastage. Central to the new offering is the integration of laser scan data and 3D geometry, powerful drafting tools and intuitive user interfaces for common design tasks. We view this as not only an opportunity to upsell into our existing customer base, but more importantly to be able to increase market share by winning over competitor accounts. The new product will be available commercially from December 2012.
We have also launched a new version of AVEVA Enterprise Resource Management built upon the technology acquired from Logimatic. The new product is targeted at the Plant and Marine market which will benefit shipyards and engineering contractors by lowering materials, production and construction costs through improved project efficiency, shortening timescales and increasing project quality and control.
We are also in the process of expanding our Research and Development team in India to increase our development and test capabilities, further enhancing our global product development network.
Acquisitions
In May 2012 we announced the acquisition of Bocad, a leading structural steel detailing software business, and we are pleased to report that the integration has proceeded according to plan, and we anticipate strong cross-selling opportunities going forward. The business made a four month contribution to revenue of £2.1 million in the period at broadly breakeven, in line with our expectations at the time of acquisition. Almost all of the revenue came from the existing customer base as we focused the first four months on training our sales force, hiring the technical staff necessary to support the sale of the product globally and updating sales collateral. We expect to start seeing the synergistic benefits of this come through in the second half of the year.
Outlook
We are pleased with the first half performance. AVEVA's market leading position, built on a global footprint and continuous technology innovation, means we are well positioned to continue to exploit growth opportunities globally, despite the uncertain economic backdrop and the continued weakness in the Marine industry. The positive customer reaction to the launch of our new flagship product, AVEVA Everything3D (E3D), has reinforced our belief that AVEVA can continue to generate strong organic growth going forward, with the potential for further market share gains. As we enter the second half of the year, the Group is well positioned to deliver the Board's expectations for the full year.
Richard LongdonChief Executive12 November 2012
Finance review
Revenue
Total revenue grew 15% in the six months ended 30 September 2012 to £97.6 million (2011 - £85.2 million) with the Group continuing to benefit from the underlying strength in the Oil & Gas market. Recurring revenue grew 14% to £67.1 million (2011 - £59.0 million) representing 69% (2011 - 69%) of total revenue and reflecting the continued strong growth in rental licences.
Revenue from the acquisition of Bocad contributed £2.1 million in the four month period since the acquisition with £1.1 million from annual fees, £0.7 million from initial licence fees and £0.3 million in services. This revenue was generated from Bocad's existing customer base, mainly in EMEA, as we built up the capability in our global sales organisation to sell the Bocad suite of products. Underlying revenue growth after adjusting for the effects of the Bocad acquisition (£2.1 million) and LFM acquisition in the second half of 2011/12 (£0.9 million) was £94.6 million, an increase of 11% (2011 - 6%).
Foreign currency exchange rates did have an impact in the first half, mainly due to the weakening of Euro against Sterling, resulting in an overall £2.1 million adverse net variance. Underlying revenue, on a constant currency basis was £96.7 million, an increase of 13.5% on the same period in the previous year.
Revenue by segment and geography
Revenue from Engineering & Design Systems was £85.4 million, up 14% on the previous year. Excluding the contributions in the period from the recent acquisitions of Bocad and LFM, the underlying growth rate was 10% (2011 - 4%). In Engineering & Design Systems we continued to see strong growth for rental licences, up 16% over the previous period, reflecting continued growth within the large engineering contractors and customers in Europe and Americas generally choosing the rental model. Rental licences, which include token style contracts, are preferred by engineering contractors because of the flexibility it offers over the use of the products and the fact that the customer can charge the cost of the rental licence against specific projects.
In Enterprise Solutions revenue grew by 16% to £12.2 million (2011 - £10.5 million) reflecting continued progress with the large Owner Operators in Oil & Gas and other project wins including Saudi Aramco Total Refinery and Petrochemical Company (SATORP) in Saudi Arabia. We are seeing some buying patterns develop with the Owner Operators preferring the initial licence model because it can be treated as a capital cost with the associated annual fee minimising the on-going impact on operational budgets. We are continuing to develop our licencing and pricing models to ensure that we offer flexibility to both engineering contractors and Owner Operators whilst delivering appropriate value. The backlog in Enterprise Solutions at 30 September 2012 was £15.2 million, up 20% from £12.7 million at 31 March 2012.
In the first half, EMEA revenue grew by 13% (2011 - 28%), Asia Pacific grew 21% (2011 - down 9%) and Americas 6% (2011 - 5%). Further commentary of the revenue by geography is contained within the business review.
Total revenue from end user markets remained in line with previous periods with Oil & Gas accounting for approximately 45 - 50%, Marine 20 - 25%, Power 15% and Other, consisting of Mining, Petrochemical, Chemical and Paper Pulp, 10-20%.
Operating costs
Engineering & Design System costs increased by 13% to £20.8 million (2011 - £18.4 million). This includes £0.8 million from the acquisition of Bocad, without which the increase would have been 9%. The reason for the increase was further development of new products, notably AVEVA Everything3D (E3D) which was launched in October and will be available in December 2012. In addition, we continue to invest in developing our existing products and in product marketing and product strategy to help launch our products with improved marketing campaigns, training and collateral.
Enterprise Solutions costs were £14.0 million compared to £13.3 million in the same period last year, an increase of 5%. The increase is mainly due to the annualised effect of the investments that we made in 2011/12 in business development and solution delivery. We have maintained tight control over the cost base following the investments made in previous years.
Shared selling and distribution expenses increased to £25.7 million (2011 - £20.1 million) but did include £1.0 million in respect of Bocad. The increase is due to the investment in India in sales and technical staff to expand our business, additional technical staff to support the sales teams for the new products including Bocad and a dedicated team focused on the Owner Operators. The increase is also due to the additional bad debt provision in China, which is explained below in the balance sheet section.
Shared operating expenses increased by 18% to £9.1 million (2011 - £7.7 million) because of finance and administration costs relating to Bocad (£0.4 million) and foreign exchange losses.
Engineering & Design Systems had a segment contribution of £64.6 million (2011 - £56.3 million), up 15% on the previous year. Enterprise Solutions had a segment loss of £1.8 million compared to £2.8 million in the previous year.
Profit before tax
Adjusted profit before tax for the six months ended 30 September 2012 was £28.7 million (2011 - £26.1 million), an increase of 10%. The adjusted profit margin was 29.4% compared to 30.6% for the same period last year. Typically our first half margin is lower than the full year margin as a result of our revenue being more heavily weighted to the second half. In this six month period our margin was diluted by the effects of the Bocad acquisition and the additional bad debt provision in China.
Reported profit before tax was £25.8 million (2011 - £23.8 million).
Taxation
The effective tax rate for the first half is 29.0% (2011 - 30.3%) which is higher than the underlying UK tax rate because of profits earned in higher tax jurisdictions and non-deductible expenses.
Earnings per share and interim dividend
Basic earnings per share were 27.03 pence (2011 - 24.46 pence), an increase of 11% and diluted earnings per share were 26.95 pence (2011 - 24.32 pence). Adjusted basic earnings per share were 30.19 pence (diluted adjusted basic earnings per share 30.10 pence), an increase of 12% over the same period in 2011/12 (2011 - adjusted basic earnings per share 26.98 pence, adjusted diluted earnings per share 26.82 pence).
The Board is declaring an interim dividend of 4.5 pence per share (2011 - 4.0 pence per share), an increase of 12.5%. The dividend will be payable on 1 February 2013 to shareholders on the register on 4 January 2013.
Balance sheet and cash flows
AVEVA continues to maintain a strong balance sheet supported with net assets at 30 September 2012 of £225.3 million (2011 - £202.1 million).
In May 2012, we completed the acquisition of Bocad for consideration of £14.0 million on a debt free/cash free basis. The acquisition resulted in additions of developed technology and customer relationships of £7.0 million and £0.4 million respectively. In addition to the other assets and liabilities acquired, goodwill of £9.1 million arose on the acquisition.
Gross trade receivables at 30 September 2012 were £54.4 million (2011 - £55.0 million). We have increased the bad debt provision to £4.8 million (2011 - £3.7 million) to cover the risk of non-payment of certain debts. We have experienced delays in payment of debts from some Chinese shipyard customers in the first half which, as noted above, has triggered a net bad debt provision charge of approximately £1.0 million. A key priority of the finance team is to work with the sales team and together continue to focus on cash collection from customers.
Deferred revenue increased to £31.2 million at 30 September 2012 compared to £30.6 million at 30 September 2011, reflecting the continued growth in rental and annual licences.
Net cash (including treasury deposits) at 30 September 2012 was £166.4 million, a decrease of £12.6 million from 31 March 2012. During the first half we have paid out £11.5 million for the acquisition of Bocad, £11.5 million for the final dividend for 2011/12 (2011 - 2010/11 final dividend £10.1 million) and corporate tax payments of £9.4 million (2011 - £8.3 million). Total cash and treasury deposits held in the UK represented 76% of the total balance held (2011 - 84%). The Group continues to have no debt.
Cash generated from operating activities before tax was £22.9 million compared to £24.4 million for the same period in the previous year. Cash conversion, measured by cash generated from operating activities before tax as a percentage of profit from operations, was 91% compared to 104% in the previous period. This mainly reflects timing differences in working capital.
Risks and uncertainties
The principal risks and uncertainties faced by the Group have not changed from those set out in the annual report for the year ended 31 March 2012. Further details are included in note 4.
James KiddChief Financial Officer12 November 2012
Financial statementsIndependent review report
Introduction
We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 September 2012 which comprise the Consolidated income statement, the Consolidated statement of comprehensive income, the Consolidated balance sheet, the Consolidated statement of changes in shareholders' equity, the Consolidated cash flow statement and the related notes 1 to 15. 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 set of financial statements.
This report is made solely to the Company in accordance with guidance contained in International Standard on Review Engagements 2410 (UK and Ireland) 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our work, for this report, or for the conclusions we have formed.
Directors' responsibilities
The half-yearly financial report 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 Services Authority.
As disclosed in note 2, the annual financial statements of the Group are prepared in accordance with IFRS as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union.
Our responsibility
Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.
Scope of review
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.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 September 2012 is 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 Services Authority.
Ernst & Young LLP
Cambridge
12 November 2012
Financial statements Consolidated income statement for the six months ended 30 September 2012
|
Six months ended 30 September |
Year ended 31 March | |||
2012 | 2011 | 2012 | |||
£000 | £000 | £000 | |||
Notes | (unaudited) | (unaudited) | (audited) | ||
Revenue | 5,6 | 97,607 | 85,170 | 195,935 | |
Cost of sales | (7,427) | (7,236) | (16,066) | ||
Gross profit | 90,180 | 77,934 | 179,869 | ||
Operating expenses | |||||
Research and development costs | (16,244) | (15,178) | (32,121) | ||
Selling and distribution expenses | (40,450) | (32,337) | (75,008) | ||
Administrative expenses | (8,276) | (7,056) | (16,241) | ||
Total operating expenses | (64,970) | (54,571) | (123,370) | ||
Profit from operations | 25,210 | 23,363 | 56,499 | ||
Finance revenue | 2,059 | 1,984 | 3,962 | ||
Finance expense | (1,430) | (1,547) | (2,724) | ||
Analysis of profit before tax | |||||
Adjusted profit before tax | 2 | 28,662 | 26,108 | 62,276 | |
Amortisation of intangibles (excluding other software) | (1,870) | (1,625) | (3,368) | ||
Share-based payments | (394) | 93 | (666) | ||
Gain/(loss) on fair value of forward foreign exchange contracts | 112 | (376) | 308 | ||
Exceptional items - acquisition and integration costs | (671) | (400) | (813) | ||
Profit before tax | 25,839 | 23,800 | 57,737 | ||
Income tax expense | 7 | (7,479) | (7,201) | (17,769) | |
Profit for the period attributable to | |||||
equity holders of the parent | 18,360 | 16,599 | 39,968 | ||
Earnings per share | 9 | ||||
- basic | 27.03p | 24.46p | 58.86p | ||
- diluted | 26.95p | 24.32p | 58.73p | ||
Proposed dividend per share | 4.5p | 4.00p | 21.0p |
Financial statements Consolidated statement of comprehensive income for the six months ended 30 September 2012
|
Six months ended |
Year ended | ||
30 September | 31 March | |||
2012 | 2011 | 2012 | ||
£000 | £000 | £000 | ||
(unaudited) | (unaudited) | (audited) | ||
Profit for the period | 18,360 | 16,599 | 39,968 | |
Other comprehensive income | ||||
Exchange differences arising on translation of foreign operations | (2,218) | (2,099) | (2,777) | |
Actuarial loss on defined benefit pension schemes | (1,074) | (5,321) | (7,083) | |
Tax on items relating to components of other comprehensive income | 354 | 1,372 | 1,701 | |
Comprehensive income for the period | 15,422 | 10,551 | 31,809 |
Financial statements
Consolidated balance sheet
30 September 2012 | As at | |||
As at 30 September | 31 March | |||
2012 | 2011 | 2012 | ||
£000 | £000 | £000 | ||
Notes | (unaudited) | (unaudited) | (audited) | |
Non-current assets | ||||
Goodwill | 39,399 | 26,783 | 30,839 | |
Other intangible assets | 24,314 | 16,950 | 18,605 | |
Property, plant and equipment | 8,956 | 7,890 | 8,042 | |
Deferred tax assets | 4,241 | 4,795 | 4,009 | |
Other receivables | 11 | 802 | 783 | 811 |
77,712 | 57,201 | 62,306 | ||
Current assets | ||||
Trade and other receivables | 11 | 57,143 | 54,901 | 68,054 |
Current tax assets | 1,624 | 1,540 | 589 | |
Financial assets | 334 | - | 223 | |
Treasury deposits | 10 | 116,080 | 116,832 | 130,282 |
Cash and cash equivalents | 10 | 50,324 | 40,624 | 48,669 |
225,505 | 213,897 | 247,817 | ||
Total assets | 303,217 | 271,098 | 310,123 | |
Equity | ||||
Issued share capital | 2,269 | 2,266 | 2,266 | |
Share premium | 27,288 | 27,288 | 27,288 | |
Other reserves | 12,608 | 15,649 | 14,971 | |
Retained earnings | 183,086 | 156,884 | 176,937 | |
Total equity | 225,251 | 202,087 | 221,462 | |
Current liabilities | ||||
Trade and other payables | 12 | 54,491 | 49,887 | 67,995 |
Financial liabilities | - | 462 | - | |
Current tax liabilities | 8,014 | 7,528 | 8,936 | |
62,505 | 57,877 | 76,931 | ||
Non-current liabilities | ||||
Deferred tax liabilities | 3,330 | 2,618 | 1,855 | |
Retirement benefit obligations | 13 | 12,131 | 8,516 | 9,875 |
15,461 | 11,134 | 11,730 | ||
Total equity and liabilities | 303,217 | 271,098 | 310,123 |
Financial statements
Consolidated statement of changes in shareholders' equity
30 September 2012
Cumulative | Total | ||||||||
Share | Share | Merger | translation | Treasury | other | Retained | Total | ||
capital | premium | reserve | adjustments | shares | reserves | earnings | equity | ||
£000 | £000 | £000 | £000 | £000 | £000 | £000 | £000 | ||
At 1 April 2011 | 2,266 | 27,288 | 3,921 | 14,933 | (1,223) | 17,631 | 155,187 | 202,372 | |
Profit for the period | - | - | - | - | - | - | 16,599 | 16,599 | |
Other comprehensive income | - | - | - | (2,099) | - | (2,099) | (3,949) | (6,048) | |
Total comprehensive income | - | - | - | (2,099) | - | (2,099) | 12,650 | 10,551 | |
Share-based payments | - | - | - | - | - | - | (93) | (93) | |
Tax arising on share options | - | - | - | - | - | - | (63) | (63) | |
Investment in own shares | - | - | - | - | (563) | (563) | - | (563) | |
Cost of employee benefit trust shares issued to employees | - | - | - | - | 680 | 680 | (680) | - | |
Equity dividends | - | - | - | - | - | - | (10,117) | (10,117) | |
At 30 September 2011 | 2,266 | 27,288 | 3,921 | 12,834 | (1,106) | 15,649 | 156,884 | 202,087 | |
Profit for the period | - | - | - | - | - | - | 23,369 | 23,369 | |
Other comprehensive income | - | - | - | (678) | - | (678) | (1,433) | (2,111) | |
Total comprehensive income | - | - | - | (678) | - | (678) | 21,936 | 21,258 | |
Share-based payments | - | - | - | - | - | - | 759 | 759 | |
Tax arising on share options | - | - | - | - | - | - | 73 | 73 | |
Equity dividends | - | - | - | - | - | - | (2,715) | (2,715) | |
At 31 March 2012 | 2,266 | 27,288 | 3,921 | 12,156 | (1,106) | 14,971 | 176,937 | 221,462 | |
Profit for the period | - | - | - | - | - | - | 18,360 | 18,360 | |
Other comprehensive income | - | - | - | (2,218) | - | (2,218) | (720) | (2,938) | |
Total comprehensive income | - | - | - | (2,218) | - | (2,218) | 17,640 | 15,422 | |
Issue of share capital | 3 | - | - | - | - | - | - | 3 | |
Share-based payments | - | - | - | - | - | - | 394 | 394 | |
Tax arising on share options | - | - | - | - | - | - | 127 | 127 | |
Investment in own shares | - | - | - | - | (615) | (615) | - | (615) | |
Cost of employee benefit trust shares issued to employees | - | - | - | - | 470 | 470 | (470) | - | |
Equity dividends | - | - | - | - | - | - | (11,542) | (11,542) | |
At 30 September 2012 | 2,269 | 27,288 | 3,921 | 9,938 | (1,251) | 12,608 | 183,086 | 225,251 | |
Financial statements
Consolidated cash flow statement
for the six months ended 30 September 2012
Six months ended | Year ended | |||||
30 September | 31 March | |||||
2012 | 2011 | 2012 | ||||
£000 | £000 | £000 | ||||
(unaudited) | (unaudited) | (audited) | ||||
Cash flows from operating activities | ||||||
Profit for the year | 18,360 | 16,599 | 39,968 | |||
Income tax | 7,479 | 7,201 | 17,769 | |||
Net finance revenue | (629) | (437) | (1,238) | |||
Amortisation of intangible assets | 1,903 | 1,666 | 3,451 | |||
Depreciation of property, plant and equipment | 1,224 | 1,046 | 2,161 | |||
Loss on disposal of property, plant and equipment | 122 | 61 | 35 | |||
Share-based payments | 394 | (93) | 666 | |||
Difference between pension contributions paid and amounts recognised in the Consolidated income statement | 239 | 84 | (413) | |||
Changes in working capital: | ||||||
Trade and other receivables | 12,253 | 17,833 | 5,462 | |||
Trade and other payables | (18,345) | (19,892) | (2,848) | |||
Changes to fair value of forward foreign exchange contracts | (112) | 376 | (308) | |||
Cash generated from operating activities before tax | 22,888 | 24,444 | 64,705 | |||
Income taxes paid | (9,395) | (8,303) | (16,927) | |||
Net cash generated from operating activities | 13,493 | 16,141 | 47,778 | |||
Cash flows from investing activities | ||||||
Purchase of property, plant and equipment | (1,831) | (1,282) | (2,601) | |||
Purchase of intangibles | (651) | (147) | (583) | |||
Acquisition of subsidiaries and business undertakings,net of cash acquired | (11,496) | - | (5,749) | |||
Proceeds from disposal of property, plant and equipment | 130 | - | 110 | |||
Interest received | 821 | 735 | 1,471 | |||
Redemption/(purchase) of treasury deposits (net) | 14,203 | 6,170 | (7,280) | |||
Net cash from/(used in) investing activities | 1,176 | 5,476 | (14,632) | |||
Cash flows from financing activities | ||||||
Interest paid | (67) | (196) | (22) | |||
Purchase of own shares | (615) | (563) | (563) | |||
Proceeds from the issue of shares | 3 | - | - | |||
Dividends paid to equity holders of the parent | (11,542) | (10,117) | (12,832) | |||
Net cash used in financing activities | (12,221) | (10,876) | (13,417) | |||
Net increase in cash and cash equivalents | 2,448 | 10,741 | 19,729 | |||
Net foreign exchange difference | (793) | (302) | (1,245) | |||
Opening cash and cash equivalents | 48,669 | 30,185 | 30,185 | |||
Closing cash and cash equivalents | 50,324 | 40,624 | 48,669 | |||
Financial statements
Notes to the interim report
1. The interim report
The interim report was approved by the Board on 12 November 2012. The financial information set out in the interim report is unaudited but has been reviewed by the auditor, Ernst & Young LLP, and their report to the Company is set out above.
The interim report will be posted to shareholders in due course and copies will be available from the registered office of AVEVA Group plc, High Cross, Madingley Road, Cambridge CB3 0HB and on the Company's website at www.aveva.com.
2. Basis of preparation and accounting policies
The interim report for the six months ended 30 September 2012 has been prepared in accordance with IAS 34 Interim Financial Reporting and the disclosure requirements of the Listing Rules.
The interim report has been prepared on the basis of the accounting policies set out in the most recently published annual report of the Group for the year ended 31 March 2012.
The interim report does not include all the information and disclosures required in the annual report and should be read in conjunction with the annual report for the year ended 31 March 2012.
The financial information set out within this report does not constitute AVEVA's Consolidated statutory financial statements as defined in Section 435 of the Companies Act 2006. The results for the year ended 31 March 2012 have been extracted from the Consolidated statutory financial statements for AVEVA Group plc for the year ended 31 March 2012 which are prepared in accordance with IFRS as adopted by the European Union, on which the auditor gave an unqualified report (which made no statement under Section 498 (2) or (3) respectively of the Companies Act 2006 and did not draw attention to any matters by way of emphasis) and have been filed with the Registrar of Companies.
The Group presents a non-GAAP performance measure on the face of the Consolidated income statement. The Directors believe that this alternative measure of profit provides a reliable and consistent measure of the Group's underlying performance. The face of the Consolidated income statement presents adjusted profit before tax and reconciles this to profit before tax as required to be presented under the applicable accounting standards. Adjusted earnings per share is calculated having adjusted profit after tax for the same items and their tax effect. The term adjusted profit is not defined under IFRS and may not be comparable with similarly titled profit measures reported by other companies. It is not intended to be a substitute for, or superior to, GAAP measures of profit.
3. Going concern
As disclosed in the most recent annual report, the Group continues to have significant financial resources and continues to be profitable. At 30 September 2012, the Group had bank and cash and treasury deposits of £166.4 million (31 March 2012 - £179.0 million) and no debt.
Therefore, after making enquiries and considering the cash flow forecasts for the Group, the Directors have a reasonable expectation that the Group has adequate resources to continue its operational existence for the foreseeable future. For this reason they continue to adopt the going concern basis in preparing the interim financial statements.
4. Risks and uncertainties
AVEVA has continued to be successful in the period, but as with any organisation there are a number of potential risks and uncertainties which could have a material impact on the Group's long-term performance.
The primary risk and uncertainty related to the Group's performance for the remainder of the year is the challenging macroeconomic environment, which could have a material impact on the Group's performance over the remaining six months of the financial year and could cause actual results to differ materially from expected and historical results.
The other principal risks and uncertainties faced by the Group have not changed from those set out in the annual report for the year ended 31 March 2012. These include:
·; protection of the Group's intellectual property rights;
·; the risks associated with widespread international operations;
·; the continued development of Enterprise Solutions;
·; competition;
·; dependency on key markets;
·; identification and successful integration of acquisitions;
·; recruitment and retention of employees; and
·; foreign exchange risk.
These risks are described in more detail on pages 24 and 25 of the 2012 annual report. The Directors routinely monitor all of these risks and uncertainties and appropriate actions are taken where possible to mitigate these risks. Included in the Business Review is a commentary on the outlook of the Group for the remaining six months of the year.
5. Revenue
An analysis of the Group's revenue is as follows:
Six months ended | Year ended | |||
30 September | 31 March | |||
2012 | 2011 | 2012 | ||
£000 | £000 | £000 | ||
(unaudited) | (unaudited) | (audited) | ||
Annual fees | 25,840 | 23,572 | 47,779 | |
Rental fees | 41,293 | 35,395 | 90,111 | |
Total recurring revenue | 67,133 | 58,967 | 137,890 | |
Initial licence fees | 19,461 | 16,424 | 37,289 | |
Services | 11,013 | 9,779 | 20,756 | |
Total revenue | 97,607 | 85,170 | 195,935 | |
Finance revenue | 2,059 | 1,984 | 3,962 | |
99,666 | 87,154 | 199,897 | ||
The operations of the Group are not subject to significant seasonality.
Services consist of consultancy and training fees.
Included within revenue for the six months ended 30 September 2012, are annual fees of £1,081,000, initial licence fees of £693,000, rental fees of £20,000 and services of £345,000 related to the acquisition of Bocad.
6. Segment information
The Group is organised into two lines of business, being Engineering & Design and Enterprise Solutions. These two lines of business are considered to be the two reportable segments for the Group. Each line of business is managed separately due to the differing requirements of each market. The products of each of the lines of business are taken to market by a shared sales force that is itself organised into three geographical sales divisions: Asia Pacific; Americas; and Europe, Middle East and Africa (EMEA). Each sales division comprises a number of subsidiary entities and each subsidiary is granted distribution rights to license the Group's software to customers in their respective territories.
The Executive Board, comprising the Chief Executive, Chief Financial Officer, Chief Operating Officer, Chief Technology Officer, Executive Vice President Sales, Executive Vice President Business Strategy and Marketing and Executive Vice President Human Resources and Business Services, monitors the operating results of the lines of business for the purposes of making decisions about performance assessment and resource allocation. Performance is evaluated based on adjusted profit contribution using the same accounting policies as adopted for the Group's financial statements. There is no inter-segment revenue. Balance sheet information is not included in the information provided to the Executive Board. Support functions such as head office departments are controlled and monitored centrally.
Six months ended 30 September 2012 | |||
Engineering | Enterprise | ||
& Design | Solutions | Total | |
£000 | £000 | £000 | |
Income statement | |||
Revenue | |||
Annual fees | 23,373 | 2,467 | 25,840 |
Rental licence fees | 39,684 | 1,609 | 41,293 |
Initial licence fees | 17,032 | 2,429 | 19,461 |
Training and services | 5,310 | 5,703 | 11,013 |
Segment revenue | 85,399 | 12,208 | 97,607 |
Operating costs | (20,794) | (13,979) | (34,773) |
Segment profit/(loss) contribution | 64,605 | (1,771) | 62,834 |
Reconciliation of segment profit contribution to profit before tax | |||
Shared selling and distribution expenses | (25,709) | ||
Other shared operating expenses | (9,092) | ||
Net finance revenue | 629 | ||
Adjusted profit before tax | 28,662 | ||
Exceptional items and other normalised adjustments* | (2,823) | ||
Profit before tax | 25,839 |
* Normalised adjustments include amortisation of intangible assets (excluding other software), share-based payments and gains on fair value of forward foreign exchange contracts.
Total revenue above includes £2,139,000 for Engineering & Design relating to the acquisition of Bocad.
6. Segment information continued
Six months ended 30 September 2011 | |||
Engineering | Enterprise | ||
& Design | Solutions | Total | |
£000 | £000 | £000 | |
Income statement | |||
Revenue | |||
Annual fees | 21,274 | 2,298 | 23,572 |
Rental licence fees | 34,219 | 1,176 | 35,395 |
Initial licence fees | 14,729 | 1,695 | 16,424 |
Training and services | 4,418 | 5,361 | 9,779 |
Segment revenue | 74,640 | 10,530 | 85,170 |
Operating costs | (18,364) | (13,318) | (31,682) |
Segment profit/(loss) contribution | 56,276 | (2,788) | 53,488 |
Reconciliation of segment profit contribution to profit before tax | |||
Shared selling and distribution expenses | (20,128) | ||
Other shared operating expenses | (7,688) | ||
Net finance revenue | 436 | ||
Adjusted profit before tax | 26,108 | ||
Exceptional items and other normalised adjustments* | (2,308) | ||
Profit before tax | 23,800 |
Year ended 31 March 2012 | |||
Engineering | Enterprise | ||
& Design | Solutions | Total | |
£000 | £000 | £000 | |
Income statement | |||
Revenue | |||
Annual fees | 43,063 | 4,716 | 47,779 |
Rental licence fees | 86,864 | 3,247 | 90,111 |
Initial licence fees | 33,197 | 4,092 | 37,289 |
Training and services | 9,350 | 11,406 | 20,756 |
Segment revenue | 172,474 | 23,461 | 195,935 |
Operating costs | (39,032) | (27,878) | (66,910) |
Segment profit/(loss) contribution | 133,442 | (4,417) | 129,025 |
Reconciliation of segment profit contribution to profit before tax | |||
Shared selling and distribution expenses | (46,713) | ||
Other shared operating expenses | (21,274) | ||
Net finance revenue | 1,238 | ||
Adjusted profit before tax | 62,276 | ||
Exceptional items and other normalised adjustments* | (4,539) | ||
Profit before tax | 57,737 |
6. Segment information continued
Analysis of revenue by geographical location
Six months ended 30 September 2012 | ||||
Asia Pacific | EMEA | Americas | Total | |
£000 | £000 | £000 | £000 | |
Revenue | ||||
Annual fees | 10,888 | 12,605 | 2,347 | 25,840 |
Rental licence fees | 12,459 | 18,205 | 10,630 | 41,294 |
Initial licence fees | 9,745 | 8,548 | 1,168 | 19,461 |
Training and services | 1,568 | 7,257 | 2,187 | 11,012 |
Total revenue | 34,660 | 46,615 | 16,332 | 97,607 |
Included above, the revenue from the acquired Bocad businesses was £1,232,000 in EMEA, £560,000 in Asia Pacific and £347,000 in Americas.
Six months ended 30 September 2011 | ||||
Asia Pacific | EMEA | Americas | Total | |
£000 | £000 | £000 | £000 | |
Revenue | ||||
Annual fees | 9,910 | 11,631 | 2,031 | 23,572 |
Rental licence fees | 9,794 | 14,883 | 10,718 | 35,395 |
Initial licence fees | 7,739 | 8,026 | 659 | 16,424 |
Training and services | 1,294 | 6,523 | 1,962 | 9,779 |
Total revenue | 28,737 | 41,063 | 15,370 | 85,170 |
Year ended 31 March 2012 | ||||
Asia Pacific | EMEA | Americas | Total | |
£000 | £000 | £000 | £000 | |
Revenue | ||||
Annual fees | 20,497 | 23,141 | 4,141 | 47,779 |
Rental licence fees | 21,230 | 41,362 | 27,519 | 90,111 |
Initial licence fees | 20,301 | 14,684 | 2,304 | 37,289 |
Training and services | 2,378 | 14,169 | 4,209 | 20,756 |
Total revenue | 64,406 | 93,356 | 38,173 | 195,935 |
7. Income tax expense
The current year income tax expense for the six months ended 30 September 2012 is estimated at 29.0% (2011 - 30.3%) of profit before tax.
The total tax charge of £7.5 million (2011 - £7.2 million) is made up of UK tax of £4.8 million (2011 - £3.5 million) and overseas tax of £2.7 million (2011 - £3.7 million).
At the balance sheet date the UK government had enacted a 1% reduction in the main rate of UK corporation tax from 24% to 23% from 1 April 2013. The government has also proposed reducing the UK corporation tax rate by a further 1% to 22% by 1 April 2014. However, this rate change had not been substantively enacted at the balance sheet date and the effect not, therefore, included in these financial statements. We do not expect that the enactment of these changes will have a material impact on the deferred tax balances of the Group.
8. Ordinary dividends
The proposed interim dividend of 4.5 pence per ordinary share will be payable on 1 February 2013 to shareholders on the register on 4 January 2013. In accordance with IFRS, no provision for the interim dividend has been made in these financial statements.
An analysis of dividends paid is set out below:
Six months ended | Year ended | |||
30 September | 31 March | |||
2012 | 2011 | 2012 | ||
£000 | £000 | £000 | ||
(unaudited) | (unaudited) | (audited) | ||
Final 2010/11 paid at 14.89 pence per share | - | 10,117 | 10,117 | |
Interim 2011/12 paid at 4.00 pence per share | - | - | 2,715 | |
Final 2011/12 paid at 17.00 pence per share | 11,542 | - | - | |
11,542 | 10,117 | 12,832 | ||
9 Earnings per share
Six months ended | Year ended | |||
30 September | 31 March | |||
2012 | 2011 | 2012 | ||
Pence | Pence | Pence | ||
(unaudited) | (unaudited) | (audited) | ||
Earnings per share for the period: | ||||
- basic | 27.03 | 24.46 | 58.86 | |
- diluted | 26.95 | 24.32 | 58.73 | |
Adjusted earnings per share: | ||||
- basic | 30.19 | 26.98 | 63.81 | |
- diluted | 30.10 | 26.82 | 63.66 | |
The calculation of earnings per share is based on the profit after tax for the six months ended 30 September 2012 of £18.4 million and the following weighted average number of shares:
Six months ended | Year ended | |||
30 September | 31 March | |||
2012 | 2011 | 2012 | ||
Number | Number | Number | ||
of shares | of shares | of shares | ||
(unaudited) | (unaudited) | (audited) | ||
Weighted average number of ordinary shares for | ||||
basic earnings per share | 67,929,646 | 67,865,254 | 67,901,203 | |
Effect of dilution: employee share options | 186,844 | 396,946 | 154,890 | |
Weighted average number of ordinary shares adjusted | ||||
for the effect of dilution | 68,116,490 | 68,262,200 | 68,056,093 | |
9. Earnings per share continued
Details of the calculation of adjusted earnings per share are set out below:
Six months ended | Year ended | |||
30 September | 31 March | |||
2012 | 2011 | 2012 | ||
£000 | £000 | £000 | ||
(unaudited) | (unaudited) | (audited) | ||
Profit after tax for the period | 18,360 | 16,599 | 39,968 | |
Intangible amortisation (excluding other software) | 1,870 | 1,625 | 3,368 | |
Share-based payments | 394 | (93) | 666 | |
(Gain)/loss on fair value of forward foreign exchange contracts | (112) | 376 | (308) | |
Exceptional items | 671 | 400 | 813 | |
Tax effect | (678) | (600) | (1,180) | |
Adjusted profit after tax | 20,505 | 18,307 | 43,327 | |
10. Cash and cash equivalents and treasury deposits
Six months ended | Year ended | |||
30 September | 31 March | |||
2012 | 2011 | 2012 | ||
£000 | £000 | £000 | ||
(unaudited) | (unaudited) | (audited) | ||
Cash at bank and in hand | 50,048 | 40,405 | 48,426 | |
Short-term deposits | 276 | 219 | 243 | |
Total cash and cash equivalents | 50,324 | 40,624 | 48,669 | |
Treasury deposits | 116,080 | 116,832 | 130,282 | |
Total cash and deposits | 166,404 | 157,456 | 178,951 | |
Treasury deposits represent bank deposits with an original maturity of over three months.
11. Trade and other receivables
Current
Six months ended | Year ended | |||
30 September | 31 March | |||
2012 | 2011 | 2012 | ||
£000 | £000 | £000 | ||
(unaudited) | (unaudited) | (audited) | ||
Trade receivables | 49,600 | 51,324 | 63,700 | |
Prepayments and other receivables | 5,315 | 3,397 | 3,613 | |
Accrued income | 2,228 | 180 | 741 | |
57,143 | 54,901 | 68,054 | ||
Non-current | ||||
Six months ended | Year ended | |||
30 September | 31 March | |||
2012 | 2011 | 2012 | ||
£000 | £000 | £000 | ||
(unaudited) | (unaudited) | (audited) | ||
Other receivables | 802 | 783 | 811 | |
Non-current other receivables consist of rental deposits for operating leases.
12. Trade and other payables
Six months ended | Year ended | |||
30 September | 31 March | |||
2012 | 2011 | 2012 | ||
£000 | £000 | £000 | ||
(unaudited) | (unaudited) | (audited) | ||
Trade payables | 3,462 | 3,546 | 4,799 | |
Social security, employee and sales taxes | 4,933 | 4,114 | 7,390 | |
Accruals and other payables | 14,021 | 11,640 | 21,290 | |
Deferred income | 31,208 | 30,587 | 33,540 | |
Deferred consideration | 867 | - | 976 | |
54,491 | 49,887 | 67,995 | ||
13. Retirement benefit obligations
The movement on the provision for retirement benefit obligations during the period was as follows:
UK | German | South | |||
defined | defined | Korean | |||
benefit | benefit | severance | |||
scheme | schemes | pay | Total | ||
£000 | £000 | £000 | £000 | ||
At 1 April 2011 | 1,408 | 716 | 903 | 3,027 | |
Current service cost | 577 | 19 | 172 | 768 | |
Interest on pension scheme liabilities | 1,359 | 27 | - | 1,386 | |
Expected return on pension scheme assets | (1,248) | (7) | - | (1,255) | |
Actuarial loss/(gain) | 5,340 | (20) | - | 5,320 | |
Employer contributions | (575) | (65) | (44) | (684) | |
Exchange adjustment | - | (6) | (40) | (46) | |
At 30 September 2011 | 6,861 | 664 | 991 | 8,516 | |
Current service cost | 811 | 19 | 187 | 1,017 | |
Interest on pension scheme liabilities | 1,356 | 13 | - | 1,369 | |
Expected return on pension scheme assets | (1,243) | 7 | - | (1,236) | |
Actuarial gain | 1,488 | 106 | 169 | 1,763 | |
Employer contributions | (1,465) | (17) | (50) | (1,532) | |
Exchange adjustment | - | (33) | 11 | (22) | |
At 31 March 2012 | 7,808 | 759 | 1,308 | 9,875 | |
Arising from business combination | - | 880 | - | 880 | |
Current service cost | 780 | 20 | 170 | 970 | |
Interest on pension scheme liabilities | 1,343 | 25 | - | 1,368 | |
Expected return on pension scheme assets | (1,238) | (7) | - | (1,245) | |
Actuarial loss/(gain) | 1,098 | (24) | - | 1,074 | |
Employer contributions | (654) | (59) | (18) | (731) | |
Exchange adjustment | - | (56) | (4) | (60) | |
At 30 September 2012 | 9,137 | 1,538 | 1,456 | 12,131 | |
14. Business combinations
On 22 May 2012, the Group acquired 100% of the issued share capital of the Bocad group of companies based in Belgium and Germany. The acquisition consideration was cash of €17.5 million (£14.0 million) on a debt free/cash free basis.
Acquisition costs (including due diligence and professional fees) and integration costs have been included in the Consolidated income statement.
Details of the provisional fair values of the net assets acquired and goodwill is set out below, which includes purchased intangibles consisting of developed technology and customer relationships. Fair value adjustments of £2.6 million have been made to align with the Group's accounting policies as well as an adjustment to increase the value of an acquired property by £0.2 million to an estimate of market value.
Book value | Fair value | |
£000 | £000 | |
Intangible assets | 1,066 | 7,425 |
Property, plant and equipment | 507 | 659 |
Trade and other receivables | 1,815 | 1,573 |
Cash and cash equivalents | 402 | 402 |
Trade and other payables | (3,654) | (3,829) |
Current tax liabilities | (6) | (6) |
Long-term loans | (774) | (774) |
Retirement benefit obligations | (880) | (880) |
Deferred tax liabilities | - | (1,776) |
Net (liabilities)/assets acquired | (1,524) | 2,794 |
Goodwill |
| 9,104 |
Total consideration | 11,898 | |
Satisfied by: | ||
Cash | 11,898 | |
Net cash outflow arising on acquisition: | ||
Cash consideration | 11,898 | |
Les: cash and cash equivalents acquired | (402) | |
11,496 |
From the date of acquisition to 30 September 2012, the business contributed £2,139,000 to revenue and a loss before tax of £252,000.
Goodwill represents the value of the assembled workforce and the future synergy benefits of integrating the business in the AVEVA Group. The assembled workforce brings product development skills and expertise, service delivery skills and domain knowledge of the end user markets to the Group.
15. Related party transactions
Transactions between Group subsidiaries have been eliminated on consolidation. A list of subsidiaries can be found in the notes to the AVEVA Group plc financial statements in the 2012 Annual Report.
Responsibility statement of the Directorsin respect of the interim report
The Directors of the Company confirm that to the best of our knowledge:
·; the interim report has been prepared in accordance with IAS 34;
·; the interim report includes a fair review of the information required by DTR 4.2.7R, being an indication of the important events that have occurred during the first six months of the financial year and a description of the principal risks and uncertainties for the remaining six months of the year; and
·; the interim report includes a fair review of the information required by DTR 4.2.8R, being disclosure of related party transactions and changes therein since the last annual report.
By order of the Board
Richard Longdon James Kidd
Chief Executive Chief Financial Officer
12 November 2012
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