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Preliminary Results

15th Dec 2009 07:00

RNS Number : 1080E
Artilium PLC
15 December 2009
 



15 December 2009

Artilium plc

("Artilium" or the "Company") 

Preliminary results for the year ended 30 June 2009

Artilium (AIM: ARTA.L), the developer of advanced Mobile 2.0 software for telecoms networks, announces its unaudited preliminary results for the year ended 30 June 2009.

Financial Highlights:

Revenue for the financial year ended 30 June 2009 increased 48% to £5.6 million (2008 restated: £3.8 million)

Reported operating loss of £9.4 million (2008 restated: loss of £5.2 million)

Underlying loss before tax (before exceptional items and one-off items) of £6.1 million (2008 restated: £3.6 million)

Issued unsecured loan note for €2.5 million after the year end

Restatement of 2008 results

Operational Highlights:

Company redirected its go-to-market strategy in order to secure future revenue

Company revised its R&D approach by focusing on further development of proven technology

Successfully implemented a geo-redundant high availability platform

Significantly reduced recurring operational expenses without affecting the Company's ability to execute

Successful change in executive management and board appointments

Brought ARTA 8 from testing to delivery, making the first release of ARTA 8 deployable.

Executive Chairman, Fred Mulder said:

"An interesting and challenging year has gone by for the company and all of its stakeholders. It is fair to say that we go into 2010 with a lean and focused organisation, which should bring us in early 2011 to a cash flow positive position. We have to thank our trustful shareholders, our professional employees and loyal customers for their support in the past year."

For further information contact: 

Artilium PLC:

+32 (0)50230300

Fred Mulder

Maarten Bisseling

Arbuthnot Securities:

+44 20 7012 2000

Antonio Bossi

Ed Groome

Note to editors:

About Artilium 

 

 

Artilium develops advanced software for telecoms networks. The Company's ARTA Service Delivery Platform ("ARTA") is built on the most trusted application platform in the telecom industry. Its robust and scalable infrastructure and flexible architecture enables the continuous deployment of updated services in response to any future need. The ARTA Platform provides an open infrastructure that enables operators and service providers to create, deliver and manage services and applications efficiently. ARTA opens telecoms networks to third-party applications and connected social media, generating a new value-chain that includes advertisers, content providers, Internet service providers, social networks, mobile network operators and software developers.

 

Founded in 1995, the Company has more than 40 installations serving millions of users in 11 countries. Artilium is a publicly listed company on AIM of the London Stock Exchange (LSE/AIM: ARTA) with offices in Belgium and the United Kingdom. For more information, please visit: www.artilium.com 

 

EXECUTIVE CHAIRMAN'S STATEMENT

This has been a year of change for the Company, involving a complete re-evaluation and change of strategic direction. Shareholders will be aware that on 24 June 2009 the Company's shares were suspended, temporarily, as a result of disagreements between Board members as to an appropriate financing strategy for the Company and its strategic direction. I am pleased to report that these issues have now been resolved to the Board's satisfaction and with the support of certain existing shareholders and new investors the Company was able to raise €2.5 million (£2.1 million) by way of a 10% coupon unsecured convertible loan note in early November. This and the appointment of my fellow directors resulted in the lifting of the suspension of the Company's shares on AIM on 12 November 2009.

When I took over as Chairman from Sir Richard Hooper on 5 November 2008, it became clear quite rapidly that the Company needed to address its marketing position. The Company was, in my view, essentially operating at two levels: commercialisation and cutting edge intellectual property development. I am strongly of the opinion that these two business functions should work in tandem, but for a public company to have a secure foundation the two must be complementary to each other and a firm business ethos set in commercialisation and revenue generation is key to long-term success; this view was very much shared by our major shareholders. On 1 July 2009 Robert Marcus, the former Chief Executive, left the Company to pursue other opportunities.

We have continued to service our main customers and I am pleased to report that our roll out to KPN Mobile so far has been successful and is moving further ahead. Also we are pursuing interesting opportunities as a result of our relationship with Tata Consultancy Services Limited; I hope to report more good news in this regard as the year develops. 

We were also able to announce that I have been joined on the Board by Tom Trainer and Adrie Reinders. Adrie brings over 30 years of management and consultancy experience in the technology sector. Over the course of his career, Adrie has founded and grown five businesses in the information and technology sectors and served as an advisor and board member for several private and public companies, as Chairman of the Advisory Board for the Residex Ventures fund of Achmea Insurance, and a member of the Executive Board of British Telecom's subsidiary, Syntegra. Adrie is currently CEO of OHM Business Development Inc. and of E.Factor, a web based network specialising in early stage ventures. Tom has previously worked for a number of large, international firms, across a range of sectors, including Eli Lilly, Citigroup and Pepsico, helping to transform their global I.T. platforms. In 2000, Tom founded and became Chairman of Enamics, a management and technology consultancy which later became BTM Corporation, where he helped raise investor financing and run the business alongside the CEO until his resignation in 2003. Tom is currently on the Board of Directors of EQmentor, a private consultancy firm in North CarolinaUSA. Tom and Adrie bring with them a wealth of experience in the sector and I will be calling on their skills to assist me in taking forward the commercialisation of the Company's business.

In the current financial year your Board is planning to build upon the success with the likes of KPN and Tata and to further enhance our relationship with Microsoft. There is further emphasis on building sustainable partnerships with other industry specialists to enhance our capabilities to deliver our solutions as Software as a Service ("SaaS") to enable the operators or virtual operators in their Mobile 2.0 strategies. The Company will continue to operate in an entrepreneurial manner. I firmly believe that the Company has come together with a unified objective of achieving financial, commercial and entrepreneurial success.

Fred Mulder

Executive Chairman

  

CEO STATEMENT

The year to 30 June 2009 was one of consolidation and refocus where existing customers were served and major projects with those customers were successfully delivered, but no new material licence contracts were signed. Reported revenue of £5.6 million (2008 restated: £3.8 million) was generated primarily from professional services and hardware deliveries to existing customers. The company generated a gross profit of £3.0 million (2008 restated: £3.6 million) and incurred an operating loss of £9.4 million (2008 restated: £5.2 million), inclusive of operating expenses of £12.7 million (2008 restated: £8.7 million).

Operating loss includes an exceptional restructuring charge of £0.8 million related to the reduction in headcount; a charge for share-based payments of £0.6 million; a charge with respect to bonus shares of £1.1 million; a charge relating to the impairment of intangible assets (software) of £2.1 million; a provision for loss making contract of £1.1 million; offset by a gain with respect to forfeited share options of £0.4 million. The underlying operating costs of the business before exceptional items are £7.4 million, contributing to an operating loss before exceptional items of £4.1 million.

Company's revised go-to-market strategy

We saw last year that the software solutions market in the telecoms industry was clearly moving away from the traditional CAPEX investment based licensing and delivery models and, during the year, we took appropriate steps to adapt Artilium's go-to-market strategy. We have adopted an approach of building a network of partners to deliver an OPEX based solution model, including the delivery of our solutions as SaaS. We have also found that the traditional focus on the operator being our customer is unlikely to be the future of the industry. By adopting new business models derived from the internet world that we believe will be the driver behind the Mobile 2.0 or Telco 3.0 (future telecom) world, Artilium has positioned itself in the heart of the value chain. Our expertise with multi party value chain telecom deliveries (e.g. calling card resellers, Mobile Virtual Network Operators ("MVNO") and Mobile Virtual Network Enablers ("MVNE") and branded reseller support) means that we will be well equipped to execute this strategy.

This new approach will have the consequence that incoming cash flow will be spread over the total life of the product deployment as opposed to licencsales where the cash is paid upfront. Accordingly we have adjusted our cost base to reflect and fit with this new business model. The real effect of these changes will however only show in future years. The changes to our go-to-market strategy will also take time to be reflected in our reported revenue. However, this OPEX model will give us greater visibility and predictability of our revenues and we expect that a bigger percentage of our revenues will, in the future, be recurring. 

  

Going Concern

This new business model and the changes to the cost base of the company have been put in place after 30 June 2009. The results have been prepared on a going concern basis, however there are some material uncertainties in the assumptions within the new business model. These assumptions and uncertainties and the impact on going concern and the carrying value of non-current assets are described in Note 1 to the accompanying financial statements.

Operations

Operationally it was a successful year. Our biggest challenge to date, the deployment of a geo-redundant, scalable MVNE/MVNO environment with significant additions to our core product, was realised during the year and went live on 1 July 2009. In addition, the first step towards a more OPEX oriented approach was successfully implemented: on 1 March 2009 we became the prime contractor for the support and maintenance of the MVNO/MVNE platform of KPN in Belgium.

On the development side we also adopted a radical change in methodology and approach. Instead of outsourced 'greenfield' product development, we decided to adopt an in-sourced incremental approach to limit the risk of migration issues and enable us to base our strategy primarily on proven technology. Taking the outsourced strategy forward would have led, we believe, to an unrealistic increase in funding requirements. This change in development approach led to an impairment write-off of software that was engineered and capitalised under the previous approach.

Notwithstanding the revised development approach, we succeeded at the end of the financial year to bring ARTA 8, the latest release of our ARTA product, to a deployable status. This release enhances our ARTA product with presence functionality, rapid service creation capabilities and an application laboratory for the Microsoft development Community using a .net Software Development Kit (SDK), from testing to a deployable status. This is an important milestone that will help us achieving our business goals for the coming years.

Restatement of 2008 results

As previously announced at the time of the lifting of the suspension in trading of our shares in November, the company has executed a reassessment of the deliverables of the KPN licence agreement of 19 March 2008, which has led to a restatement of revenue for the year ended 30 June 2008The new management team concluded that in the year ended 30 June 2009 significant cost was incurred relating to the KPN contract and that not all of the functionality pursuant to the contract was delivered before 30 June 2008. As part of the reassessment the new management team has completed an exercise to estimate the relative fair values of software delivered in the prior and current year and of software and functionalities yet to be delivered. Since the revenue under this contract was fully recognised in the year ended 30 June 2008 a restatement of results for the year ended 30 June 2008 is requiredGiven the nature of the licence agreement, it is not possible to provide sufficient audit evidence to support its estimates. Our auditors are therefore likely to disclaim their opinion on this basis. 

The outcome of the valuation exercise is that based on the relative fair value of delivered and to be delivered functionalities, 56.7% of the contract deliverables were delivered in the year ended 30 June 2008 (£2.4 million). As at 30 June 2009, 41.5% of the software is still to be delivered and this amount is held on the balance sheet as deferred income. The licence fee of €5.0 million (£4.3 million) relating to this contract has been received in full. A provision has been recognised in the current year for the estimated loss for the delivery of the maintenance and support services under this agreement.

Outlook

After a year of change the new financial year will benefit from our new strategy. The change from a CAPEX to an OPEX business model will not generate increased revenue immediately but will benefit the company in the medium term. The role of our existing and new partnerships is important. Tata Consultancy Services and Microsoft are our existing partners with whom we are already working closely on prospects for this new approach. We also anticipate being able to announce new partner channels shortly. 

The effect of our reduced cost base is already being seen. The new sales approach will also, we believe, show initial results in 2010 / 2011. We currently expect to be able to deploy a number of installations of our cloud based solution each year. These installations will allow proportionately more customers and operators to be served. We expect revenue from existing business to slow down marginally in the year ending 30 June 2010 and afterwards grow at a more stable and steady rate. It is accordingly our conclusion that the turnaround of the Company will come from revenue generated from the OPEX based model of new business. Since this new model is effectively a revenue sharing model, it provides the Company a greater visibility and predictability of its revenue streams. Based on this, I expect the Company will turn cash flow positive in the year ending 30 June 2011.

  

Consolidated income statement

Year ended 30 June 2009

Restated

2009

2008

 

Notes

 

£'000

£'000

Unaudited

Unaudited

Continuing Operations

Revenue

3

5,637

3,802

Cost of sales

 

(2,620)

(242)

Gross profit

3,017

3,560

Other operating income

3

303

5

Administrative expenses

(11,933)

(8,525)

Restructuring costs

(789)

(211)

Share of loss of associate

 

-

(47)

Operating loss

(9,402)

(5,218)

Provision for non-payment of shares on exercise of warrants

-

(1,000)

Investment revenues

3

363

202

Finance costs

(2,390)

(28)

Loss before tax

2

 

(11,429)

(6,044)

Tax

4

 

107

439

Loss for the year from continuing operations

 

(11,322)

(5,605)

Basic and diluted loss per share in pence from continuing operations

 

(13.65)

(9.90)

  

Consolidated statement of recognised income and expense

Year ended 30 June 2009

Restated

2009

 2008 

 

 

 

£'000

£'000

Unaudited

Unaudited

Exchange differences on translation of foreign operations

 

 

(51)

37 

Net income recognised directly in equity 

(51)

37 

Loss for the year

(11,322)

(5,605)

Total recognised expense for the year

 

 

(11,373)

(5,568)

  

Consolidated balance sheet 

Year ended 30 June 2009

Restated

2009

2008

 

 

£'000

£'000

Unaudited

Unaudited

Non-current assets

Goodwill

7,296

7,271

Intangible assets

877

2,448

Property, plant and equipment

383

527

Deferred tax asset

36

26

 

 

 

8,592

10,272

Current assets

Inventories

-

28

Trade and other receivables

1,601

3,479

Cash and cash equivalents

1,977

3,173

Financial instruments

 

 

24

 

3,602

6,680

Total assets

 

 

12,194

16,952

Current liabilities

Trade and other payables

2,541

3,666

Obligations under finance leases

7

24

Bank loans

230

75

Provisions

810

-

Deferred Income

-

74

 

 

 

3,588

3,839

Non-current liabilities

Bank loans

19

38

Obligations under finance leases

4

44

Deferred tax liabilities

223

322

Long term provisions

957

14

Deferred Income

1,763

1,645

Total liabilities

 

 

 

6,554

5,902

  

Consolidated balance sheet 

Year ended 30 June 2009

Restated

2009

2008

 

 

£'000

£'000

Unaudited

Unaudited

Equity

Share capital

4,522 

2,939 

Share premium account

27,763 

24,622 

Capital redemption reserve

4,493 

4,493 

Share warrant reserve

-

-

Share based payment reserve

1,782 

1,639 

Translation reserve

(51)

37 

Own shares

(1,417)

(2,550)

Retained deficit

(31,452)

(20,130)

Total equity

 

 

 

5,640

11,050

Total liabilities and equity

 

 

 

12,194

16,952

  

Consolidated cash flow statement

Year ended 30 June 2009

Restated

2009

 2008 

 

 Notes

£'000

£'000

Unaudited

Unaudited

Net cash used in operating activities

5

(3,149)

(1,229)

Investing activities

Interest received

 363 

 202 

Purchases of property, plant and equipment

(120)

(227)

Proceeds from disposal of property, plant and equipment

 43 

-

Additional investment in associate

-

(23)

Purchase of intangibles

(1,045)

(1,285)

Acquisition of subsidiary

-

(564)

Net cash used in investing activities

 

 

(759)

(1,897)

Financing activities

Repayments of obligations under finance leases

(56)

(9)

Proceeds on issue of shares

 2,720 

 3,013 

New bank loan received

 211 

 154 

Bank loan repayment

(75)

(41)

Net cash from financing activities

 

 

 2,800 

 3,117 

Net decrease in cash and cash equivalents

(1,108)

(9)

Cash and cash equivalents at beginning of year

 3,173 

 3,162 

Effect of foreign exchange rate changes

(88)

 20 

Cash and cash equivalents at end of year

 

 

 1,977 

 3,173 

  

Notes to the consolidated financial statements

Year ended 30 June 2009

1. Basis of preparation

Whilst the financial information included in this preliminary announcement has been computed in accordance with International Financial Reporting Standards (IFRSs), this announcement does not itself contain sufficient information to comply with IFRSs.

The financial information contained in this announcement does not constitute statutory accounts as defined by Section 434 of the Companies Act 2006.

The directors approved this preliminary announcement on 14 December 2009.

This announcement is prepared on the basis of the accounting policies to be adopted for the full set of financial statements for the year ended 30 June 2009.

The financial statements have been prepared on the historical cost basis. 

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (its subsidiaries) made up to 30 June each year. Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities.

The comparative financial information has been extracted from the restated 2008 annual report and financial statements of Artilium plc. The 2008 financial statements, which have been filed with the Registrar of Companies, received an unqualified audit report and did not contain a statement under section 237 (2) and (3) of the Companies Act 1985.

Where necessary, adjustments are made to the financial statements of the subsidiary to bring the accounting policies used into line with those used by the Group.

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

  

Restatement of the financial statements for the year ended 30 June 2008

The reassessment of the deliverables of the KPN licence agreement of 19 March 2008 has led to a restatement of the revenue under the applicable revenue recognition policy. The product functionality that we committed to KPN in the licence agreement was not yet fully delivered in the year ended 30 June 2008 when the revenue under that contract was fully recognised for accounting purposes.

 

As part of the reassessment the new management team has completed an exercise to estimate the relative fair values of software delivered in the prior and current year and of software and functionalities yet to be delivered. Since the revenue under this contract was fully recognised in the year ended 30 June 2008 a restatement of results for the year ended 30 June 2008 is required. Given the nature of the licence agreement, it is not possible to provide sufficient audit evidence to support its estimates. Our auditors will disclaim their opinion on this basis. 

The outcome of the valuation exercise is that based on the relative fair value of delivered and to be delivered functionalities, 56.7% of the contract deliverables were delivered in the year ended 30 June 2008 (£2.4 million). As at 30 June 2009, 41.5% of the software is still to be delivered and this amount is held on the balance sheet as deferred income. The licence fee of €5.0 million (£4.3 million) relating to this contract has been received in full. A provision has been recognised in the current year for the estimated loss for the delivery of the maintenance and support services under this agreement.

As the KPN license agreement dates back to 19 March 2008, only the financial statements for the year ending 30 June 2008 is being restated. Following are the financial statement lines affected.

Restated

2008 

2008

 

 

£'000

£'000

Unaudited

Unaudited

Revenue

3,802

5,388

Loss for the year

(5,605)

(4,019)

Retained earnings

(20,130)

(18,539)

Translation reserve

37

165

Deferred Income (current)

74

-

Deferred Income (non current)

 

1,645

-

  

Going concern

The Directors have adopted the going concern basis in preparing the accounts, having carried out a going concern review. The Group has recently issued €2.5 million (£2.1 million) of unsecured convertible loan notes carrying a 10% fixed coupon due 30 June 2012.

In carrying out the review the Directors have made assumptions about the revenue that will be generated in the financial years ending 30 June 2010 and 2011. The directors have forecast that there will be an increased focus on sales and that the launch of the new version of the ARTA software will considerably increase revenue relative to the year ended 30 June 2009. The new go-to-market strategy (OPEX versus CAPEX) will have the consequence that incoming cash flow will be spread over the total life of the product deployment as opposed to licence sales where the cash is paid upfront. This OPEX model will give the Company greater visibility and predictability of its revenues. However, as this future revenue is not supported by sales contracts there is material uncertainty as to the amount of revenue that the Group will generate.

Accordingly the Company has adjusted its cost base to reflect and fit with this new business model. The real effect of these changes will however only show in the years commencing after 30 June 2009. Although the Company's track record for the first 6 months period after 30 June 2009 indicates that the predicted cost level reductions can be maintained, these being unaudited figures they are not taken into account in the auditor's appreciation of sustainability of the cost level reductions. As these cost base reductions are quite significant, being unable to meet these could have a material impact on the company's going concern.

As highlighted above, there is a material uncertainty related to events or conditions which may cast significant doubt on the entity's ability to continue as a going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business.

Carrying value of long-term assets

The Directors have carried out impairment tests on the carrying value of the Group's intangible assets and goodwill and concluded that these assets are not impaired. In arriving at this conclusion the Directors have made assumptions about revenue in the near and longer term, which, due to the nature of the Company's sales and the time-scales involved are not supported by sales contracts. There is thus material uncertainty as to the amount of revenue that will be generated, which may cast significant doubt as to the carrying value of these assets.

For the purpose of impairment testing the Company as a whole is considered as one single cash-generating unit because of the way it is structured, managed and measured by management. The Group tests goodwill and other intangible assets annually for impairment or more frequently if there are indications that it might be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill and then to the other intangible assets and finally to Property, Plant and Equipment. 

Cash flows for the impairment test have been forecast for five years and a terminal value has been calculated for the years beyond that. The terminal value is based on the year five net cash flows forecast to perpetuity using a discount rate of 15%, which is appropriate for the industry, and a long term growth rate of 3%. Based on these assumptions the recoverable amount exceeds the carrying amount by £12.8 million. If the net present value of forecast future cash flows decreased by 61.36% the recoverable amount will be less than the carrying amount.

 

As a consequence of the material uncertainty highlighted above relating to going concern the auditors will issue an opinion that includes an emphasis of matter paragraph related to this uncertainty which may cast significant doubt on the Group's ability to continue as a going concern and the carrying value of the Group's non-current assets.

 

2. Loss for the year

Loss for the year has been arrived at after charging/(crediting):

Restated

2009

 2008 

 

 

£'000

£'000

Unaudited

Unaudited

Net foreign exchange gains

(358)

(248)

Operating lease rentals - land and buildings

118

 277 

Loss on disposal of property, plant and equipment

58

 50 

Depreciation of property, plant and equipment

162

 152 

Amortisation of intangible assets

498

 246 

Impairment of property, plant and equipment

-

 108 

Impairment of intangible assets

2,118

-

Loss on sale of associate

-

 280 

Provision for loss making contract

1,065

-

Share based payment expense

555

 932 

Forfeited options

(413)

-

Bonus shares

1,133

-

Impairment loss recognised on trade receivables

-

 337 

Staff costs

4,140

 3,524 

Employee benefits

59

 8 

Auditors' remuneration for audit services 

 

 

112

 121 

 

 

3. Revenue

An analysis of the Group's revenue is as follows:

Restated

2009

2008

 

 

£'000

£'000

Continuing Operations

Unaudited

Unaudited

Sales of goods and services

 

 

5,637

3,802

Other operating income

303

5

Investment revenues: interest on bank deposits

363

202

 

 

 

6,303

4,009

The Group's sales of goods and services have been generated entirely from the subsidiary based in Belgium and hence the Directors believe that there are no significant reportable amounts relating to the other geographical locations which require segmental disclosure.

4. Taxation

Restated

2009

2008

 

 

 

£'000

£'000

Unaudited

Unaudited

Analysis of taxation credit for the year:

Current tax:

Overseas tax

-

(16)

Overprovision in previous periods

-

398 

Total current tax

 

 

-

382 

Deferred tax :

Origination and reversal of temporary differences

107 

57 

Total deferred tax

 

 

107 

57 

Total taxation credit in the income statement

 

107 

439 

  

5. Note to the consolidated statement of cash flows

Restated

2009

 2008 

 

 

£'000

£'000

Unaudited

Unaudited

Loss from continuing operations

(11,322)

(5,605)

Adjustments for:

Investment revenues

(363)

(202)

Taxation

(107)

(439)

Depreciation of property, plant and equipment

 162 

 152 

Impairment of property, plant and equipment

-

 108 

Impairment of intangible assets

2,118

-

Amortisation of intangible assets

 498 

 246 

Share based payment expense

 142 

 932 

Issuance of own shares

1,133

-

Loss on disposal of property, plant and equipment

 58 

 74 

Increase in provisions

1,753

1,595

Share of results of associate

-

 47 

Loss on sale of associate

-

 280 

Provision for non payment of shares

-

 1,000 

FVTPL for financial instruments

1,973

-

Other

 46 

-

Operating cash flows before movements in working capital

(3,909)

(1,812)

Decrease in inventories

 28 

 30 

Decrease/(increase) in receivables 

1,878

(1,265)

(Decrease)/increase in payables

(1,146)

 1,818 

Cash used by operations

(3,149)

(1,229)

Income taxes paid

-

-

Net cash outflow from operating activities

 

(3,149)

(1,229)

Cash and cash equivalents (which are presented as a single class of assets on the face of the balance sheet) comprise cash at bank and other short-term highly liquid investments with a maturity of three months or less.

  

6. Report and financial information

The statutory accounts for the year ended 30 June 2009 will be posted on the company's website at www.artilium.com and will be available from the registered office of the Company at the offices of Morrison & Foerster (UK) LLP at 7th Floor, CityPoint, One Ropemaker StreetLondon EC2Y 9AW shortly.

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