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Dillistone Group PLC  -  DSG   

Final Results

Released 07:00 26-Apr-2017

RNS Number : 3311D
Dillistone Group PLC
26 April 2017
 

 

26 April 2017

 

Dillistone Group Plc
("Dillistone", the "Company" or the "Group")
Final Results

Dillistone Group Plc, the AIM quoted supplier of recruitment software for the international recruitment industry through its Dillistone Systems and Voyager Software divisions, is pleased to announce its audited final results for the 12 months ended 31 December 2016.

 

 

Highlights for the year:

 

·     Revenues up 6% from 2015 to £9.963m

·     Record level of recurring revenues of £7.027m, up 6% from 2015

·     Recurring revenues, representing 71% of Group revenue, cover approximately all of administrative expenses before acquisition related and one-off costs

·     Adjusted operating profit for the year up 3% to £1.463m

·     Profit after tax for the year is £0.526m after a pre-tax one-off amortisation adjustment of £0.720m.

·     Adjusted basic EPS fell slightly to 7.10p (2015: 7.26p)

·     Basic EPS fell to 2.68p (2015: 6.20p) reflecting the amortisation adjustment

·     Final dividend of 2.8p per share recommended (2015: 2.75p)

·     Net cash funds of £1.379m (2015: £1.270m)

·     Dillistone Systems division reports strong turnaround in new business wins with over 100 new client firms signing up in period with a total contract value of over £1.000m.  Revenue up 5% to £4.858m

·     Voyager Software division saw an 18% increase in new business wins in 2016; launched ISV Online, and the first of a suite of mobile apps.  Revenues grew 6% to £5.105m

 

 

Commenting on the results and prospects, Mike Love, Non-Executive Chairman, said:

 

"Product development continues to be a priority with a number of upgrades and new product launches successfully achieved in 2016.  The year delivered a record level of revenues, and equally importantly, recurring revenues.

 

"Overall, despite what we consider to be short term economic turbulence, the Group believes that it is in a strong position in its core markets and is confident of future progress.  As a result, we are delighted to propose an increase in our final dividend of 1.8% to 2.8p."

 

Definitions:

 

1 Adjusted operating profit is statutory operating profit before acquisition costs, related intangible amortisation, movements in contingent consideration and other one-off costs.  See note 4

2 Adjusted EBITDA is adjusted operating profit with depreciation and amortisation added back. 

3 Net cash funds are cash and cash equivalents held less bank borrowings

4. Adjusted basic EPS is computed from statutory profits after tax adjusted to exclude the post-tax effect of acquisition costs, related intangible amortisation, movements in contingent consideration and other one-off costs

 

Results Webinar - Jason Starr, Chief Executive, and Julie Pomeroy, Finance Director, will be hosting a webinar to review the results at 3.00pm today.  To register please visit https://attendee.gotowebinar.com/register/1261206189971767042 or contact Tom Cooper on tom.cooper@walbrookpr.com or 0797 122 1972.

Annual Report and Accounts - The final results announcement can be downloaded from the Company's website (www.dillistonegroup.com).  Copies of the Annual Report and Accounts (in addition to the notice of the Annual General Meeting) will be sent to shareholders by 16 May 2017 for approval at the Annual General Meeting to be held on 7 June 2017.

 

Enquiries:

 

Dillistone Group Plc

 

 

Mike Love

Chairman

020 7749 6100

Jason Starr

Chief Executive

020 7749 6100

Julie Pomeroy

Finance Director

020 7749 6100

 

 

 

WH Ireland Limited (Nominated adviser)

 

 

Chris Fielding

Head of Corporate Finance

020 7220 1650

 

 

 

Walbrook PR

 

 

Tom Cooper / Paul Vann

 

020 7933 8780

 

 

0797 122 1972

 

 

tom.cooper@walbrookpr.com

 

Notes to Editors:

Dillistone Group Plc (www.dillistonegroup.com) is a leader in the supply and support of software and services to the recruitment industry. It has four trading businesses operating through two divisions: Dillistone Systems, which targets the executive search industry (www.dillistone.com); and Voyager Software, which targets other recruitment markets (www.voyagersoftware.com).

Dillistone has made three acquisitions: Voyager Software in September 2011, FCP Internet in July 2013 and ISV Software in September 2014.  The Group operates under the FileFinder, Infinity, Evolve and ISV brands.

Dillistone was admitted to AIM, a market operated by the London Stock Exchange plc, in June 2006.  The Group employs over 100 people globally with offices in London (head office) Basingstoke and Southampton, Frankfurt, New Jersey and Sydney.

 

 

 

Chairman's statement

Product development continues to be a priority with a number of upgrades and new product launches successfully achieved in 2016.  The Group delivered its best ever revenue performance with revenue up 6% to £9.963m.  This performance was impacted by the Brexit vote in the UK, which reduced demand in our home markets while weakening Sterling and, therefore, increasing the value of our overseas sales. 

Underlying profit before tax, acquisition costs and one-off adjustments rose 3% to £1.458m.  As mentioned in our pre close statement, the Group has undertaken a review of its accounting judgements in respect of the amortisation of platform development costs and subsequently decided to write these costs off over a period of five years, rather than a period of five to ten years, resulting in a one-off adjustment of £0.720m.  Accordingly, operating profit fell to £0.412m with reported profit after tax falling to £0.526m.  This is a non-cash accounting adjustment and brings our accounting treatment into line with industry practice.  The resulting basic EPS for the period was 2.68p.  

Dividends

The Board was pleased to increase the interim dividend payment in September 2016 to 1.375p per share (2015: 1.35p) and has recommended an increased final dividend of 2.8p per share (2015: 2.75p), subject to shareholder approval, payable on 27 June 2017 to holders on the register on 2 June 2017. Shares will trade ex dividend from 1 June 2017.  This takes the total dividend based on the 2016 results to 4.175p (2015: 4.10p), and gives a yield of 4.9% on a share price of 84.5p. 

This represents our fifth successive year on year increase in the dividend, in line with our policy of progressing dividend payments, subject to the cash needs of the business. The business is committed to maintaining its policy of investing in its products and services whilst rewarding its shareholders.

 

Staff

Our staff are fundamental to our success.  It is through their efforts, commitment and determination that we continue to be a leading technology provider in the sectors we serve.  On behalf of the Board I would like to take this opportunity to thank all of our staff.

 

Outlook

We are pleased to note that total revenue in Q1 2017 is ahead of the same period in 2016 despite turbulent markets for many of our recruitment clients.

 

Although the Group derives revenue from clients around the Globe, 72% of our revenues in 2016 were derived from the UK recruitment market and the decision of the UK to "Brexit", taken in June 2016, has had an impact on this sector. In turn, this has impacted our new business sales: while incoming orders in the first quarter of 2016 benefited from a confident UK economy, this has not been the case in the second half of 2016 and the first quarter of 2017.

 

While new business orders may have been impacted by economic turbulence, our recurring revenue base has reached record levels.  This is true for both of our divisions and these long term recurring revenues are expected to cover the majority of our administrative costs and thereby giving us confidence in the future of the Group.

 

Furthermore, we are anticipating an improvement in orders in the latter months of 2017 and the early part of 2018 as the incoming General Data Protection Regulation ("GDPR") rules, which come into effect on 25 May 2018 and which will require recruitment firms to take steps in the run up, are likely to have a significant impact on the recruitment technology space.  We believe that this impact will be positive for the Group.

 

Technological innovation is key to our long term success.  In addition to the ongoing development of our existing product range, the Group is investing in the creation of an exciting new product.  While development of this product has begun, it will not generate significant revenue prior to 2018, and although the majority of development costs are expected to be capitalised other costs will be expensed in 2017.  Despite the increased expenditure, we believe that this product will have a significant positive impact in the future.  We are currently appraising debt funding arrangements for the completion and launch of this new product. 

Overall, despite what we consider to be short term economic turbulence, the Group believes that it is in a strong position in its core markets and is confident of future progress.  As a result, we are delighted to propose an increase in our final dividend of 1.8% to 2.8p (2015: 2.75p).

 

Dr Mike Love

Non-Executive Chairman

 

 

 

CEO's Review

Dillistone Group Plc is a global leader in the supply of technology solutions and services to the recruitment sector worldwide.

Strategy and objectives

The Group's strategy is to grow the business both organically and through acquisition.  This strategy is made possible through our commitment to product development, which ensures that the business continues to command a leading role in all of the markets in which it operates.

Our acquisition strategy typically entails consideration of businesses offering:

·     products that would further increase market share in the Group's core markets;

·     legacy applications, where clients could be transferred to our modern suite of products; or

·     complementary applications, which may be cross-sold to clients of the Group.

The Group's objectives are principally to:

 

·     ensure our products meet the needs of the recruitment sector through continual investment and development;

·     be a leading player in all of the markets we serve;

·     develop our staff delivering progressive career development;

·     increase our profitability and deliver increased shareholder value year on year in conjunction with a progressive dividend policy.

 

Key Performance Indicators (KPIs)

 

The Board and management use absolute figures to monitor the performance of the business using the following financial KPIs:

 

 

FY 2015 £000

FY 2016 £000

measure used by management

Met /Not met

 Total revenues

 

       9,437

       9,963

year on year growth

met

 Recurring revenues

 

       6,606

       7,027

year on year growth

met

 Non recurring revenues

 

       2,333

       2,370

year on year growth

met

 Adjusted profit before tax 

 

       1,416

       1,458

year on year growth

met

 Cash less borrowings

 

       1,270

       1,379

sufficient cash resources maintained

met

 

Adjusted profit before tax is statutory profit before acquisition costs, related intangible amortisation, movements in contingent consideration and other one-off costs. See note 4 and note 7

In addition, the Board monitors order levels and employee numbers as well as performance against budget.

Our business model

 

The business is split into two divisions, Dillistone Systems and Voyager Software.  Dillistone Systems specialises in the supply of software and services into executive-level recruitment teams. Voyager Software's clientele are primarily involved in contingent recruitment, including permanent placement, contract placement and the provision of temporary staff. Across our subsidiaries, we work with over 2,000 firms in approximately 60 countries.

The majority of our products are delivered through one or more of the following:

1.   an upfront licence fee plus a recurring support fee;

2.   Software as a Service (SaaS) subscription basis; or

3.   a hybrid model incorporating an upfront payment and recurring support and Cloud hosting fees.

There is a continuing move towards our Cloud delivery services.

The business operates out of four countries: the UK, Germany, the US and Australia.  As well as supplying and supporting our software we also host the software for a proportion of our clients.  This is done through data centres in Europe, the Americas, Singapore and Australia. 

Group review of the business

2016 saw recurring revenues grow 6% to £7.027m (2015: £6.606m) reflecting, in part, a foreign currency impact from Sterling weakening in 2016 (impact 3%).   Non-recurring revenues increased 2% to £2.370m (2015: £2.333m).  As a result, overall revenues increased by 6% to £9.963m (2015: £9.437m) with recurring revenues representing 71% of Group revenues (2015: 70%).  Overheads have increased across the business mainly as a result of the one-off adjustment in respect of the amortisation of platform development costs, referred to below, with an adverse impact on results of £0.720m.  Clearly, this adjustment is an accounting change in an estimate and is cash neutral.   Adjusted EBITDA saw a 6% increase to £2.433m (2015: £2.285m).  Operating profit before acquisition related items and one-off adjustments increased by 3% to £1.463m (2015: £1.424m) and pre-tax profits before acquisition related items and one-off adjustments also increased by 3% to £1.458m (2015: £1.416m).  Operating profit for the year was £0.412m (2015: £1.108m) and profit for the year was £0.526m (2015: £1.212m).

Divisional Reviews

Dillistone Systems

The Dillistone Systems division is primarily focused on providing technology solutions to the executive search market via our range of "FileFinder" applications.  This client group is made up of both executive search firms and executive search teams in major organisations.

Dillistone Systems' head office is in London and it has offices in the US, Germany and Australia.  The Division accounts for 49% (2015: 49%) of the Group's revenue and it saw revenue grow 5% to £4.858m (2015: £4.620m).

The Division had a difficult time in 2015 and we are delighted to see it return to growth in 2016.  Our investment in product development led to a number of key new contract wins.  We are delighted to report that - to the best of our knowledge - the largest single implementation on an Executive Search technology platform in the US in 2016 was our FileFinder Anywhere product.  This implementation was by an existing client who chose to upgrade to our latest suite.  Furthermore, we believe that the largest single implementation of an Executive Search technology platform in Europe in 2016 was also our FileFinder Anywhere product which was implemented by a firm which replaced a legacy tool with our technology, choosing to become a client for the first time.

The business signed up over 100 new clients in the period, with clients switching from direct competitors including Bullhorn, Cluen and Invenias, and we believe that our product has now returned to a position of market leadership. 

Unfortunately, while our new business performance was good, the economy impacted on licence revenues from our existing client base, a large proportion of which are UK based.  We typically enjoy additional sales from these firms as they grow, but in 2016 a larger proportion of those firms reduced licences rather than taking on additional seats. 

Earnings before interest, tax, depreciation and amortisation (EBITDA) increased by 1% to £1.434m (2015: £1.425m).  As discussed above, the Group reviewed its amortisation policy for capitalised development costs to bring it more into line with industry practice by writing off all such costs over five years rather than a range of five to ten years.   The impact of this on the Dillistone division was £0.600m, increasing the total depreciation and amortisation charge to £1.229m (2015: £0.534m).  Accordingly, operating profit fell 77% to £0.205m (2015: £0.891m).

We continue to invest in the FileFinder Anywhere product suite, which has included the release of a client portal, improved reporting functionality, improvements in our mobile offering and architectural enhancements to improve both performance and scalability.

 

Voyager Software

Voyager Software is a provider of technology products targeted at the entire recruitment landscape, from front office to back office and bureaus, and includes both recruitment management systems and pre-employment skills testing technology.

In 2016, the Voyager Software division accounted for 51% (2015: 51%) of Group revenues.  The Division's revenues increased by 6% to £5.105m (2015: £4.831m).  Segmental operating profit before amortisation and depreciation increased by 14% to £1.093m (2015: £0.956m). The impact of the change in amortisation policy for capitalised development was £0.120m, increasing the total depreciation and amortisation charge to £0.461m (2015: £0.327m).   Divisional operating profit remained broadly unchanged at £0.632m (2015: £0.629m).

 

2016 saw some major developments in the Division including:

·     Development of Infinity Connect - A new mobile companion app for the popular Infinity SaaS solution, available for both iOS and Android devices.

·     Additional functionality release in Infinity (inc. Infinity SaaS) for the temporary recruitment sector

·     Further enhanced scalability of evolve through deployment on Amazon Web Services and implementation of Elastic Searching

·     Launch of ISV.Online - our new candidate skills testing platform.

The Board is confident that both Divisions have strong futures.

 

 

 

 

Financial Review

 

Total revenues increased by 6% to £9.963m (2015: £9.437m) with recurring revenues increasing by 6% to £7.027m (2015: £6.606m) while non-recurring revenues saw a 2% increase to £2.370m (2015: £2.333m).  Third party revenue amounted to £0.566m in the period (2015: £0.498m).  Revenue has benefitted from the weakening value of Sterling.  Using 2015 exchange rates, revenues in 2016 would have been £9.651m.

Cost of sales increased by 13% to £1.478m (2015: £1.313m), mainly due to investment in cloud based hosting facilities through Azure and Amazon.

Administrative costs, excluding acquisition related items, depreciation and amortisation, rose 4% to £6.052m (2015: £5.839m).  The Group has reviewed its amortisation policy for capitalised development costs to bring it more into line with industry practice by writing off all such costs over five years rather than a range of five to ten years.  This has resulted in a one-off adjustment of £0.720m in the year, where the main impact was in the Dillistone division.  Total depreciation and amortisation, including the one-off, adjustment increased to £1.690m (2015: £0.861m). 

Acquisition related administrative costs totalled £0.331m (2015: £0.316m), and were in respect of the amortisation of intangibles arising on the Voyager, FCP and ISV acquisitions and movement in the estimation of contingent consideration.  Finance cost includes £0.015m (2015: £0.028m) relating to the unwinding of the discount in respect of the contingent consideration.

Recurring revenues covered 100% of administrative expenses before acquisition related and one-off costs (2015: 99%).  Excluding depreciation and amortisation of our own internal development, the administrative costs are covered 116% (2015: 113%) by recurring revenues.

There is a tax credit in 2016 of £0.134m (2015: credit £0.140m).  The 2016 credit reflects the significant R&D tax credits available to both Dillistone Systems and Voyager Software divisions, the change in deferred tax rate from 18% to 17%, as well as the impact of the one-off adjustment in respect of amortisation of development costs and adjustments to prior year computations.  These benefits are partially offset by the higher rates of corporation tax that are payable overseas.  The acquisition related items tax credit reflects the reduction in deferred tax that arises as amortisation is charged in the profit and loss account. 

Profits for the year before acquisition related and other one-off items fell 2% to £1.395m (2015: £1.419m) as 2015 adjusted profits benefitted from a tax credit of £0.003m (2016: tax charge of £0.063m). Profits for the year after acquisition related and other one-off items fell 57% to £0.526m (2015: £1.212m).  Basic earnings per share (EPS) fell to 2.68p (2015: 6.20p).  Fully diluted EPS fell to 2.62p (2015: 6.00p).  Adjusted basic EPS fell 2% to 7.10p (2015: 7.26p).

 

Capital expenditure

The Group invested £1.126m in property, plant and equipment and product development during the year (2015: £1.045m).  This expenditure included £1.056m (2015: £0.961m) spent on intangible related costs.

 

Trade and other payables

As with previous years, the trade and other payables include income which has been billed in advance but is not recognised as income at that time.  This principally relates to support, SaaS and cloud hosting renewals, which are billed in 2016 but that are in respect of services to be delivered in 2017.  Contractual income of this type is recognised monthly over the period to which it relates.  It also includes deposits taken for work which has not yet been completed, as such income is only recognised when the work is substantially complete or the client software goes 'live'. Also included in trade and other payables is £0.375m (2015: £0.620m) in respect of contingent consideration.  At the end of 2016, there are two tranches of contingent consideration payable in respect of ISV and these are dependent on the level of revenue achieved in 2016 and the nine month period to 30 September 2017.

 

Cash

The Group finished the year with cash funds of £1.537m (2015: £1.595m) and bank borrowings of £0.158m (2015: £0.325m).  This is after capital expenditure of £1.126m, the payment to the vendors of ISV of £0.212m and dividend payments of £0.811m.

 

Julie Pomeroy

Finance Director

 

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2016

 

 

 

 

2016

 

2015

 

Note

 

 £'000

 

 £'000

 

 

 

 

 

 

Revenue

5

 

9,963

 

9,437

 

 

 

 

 

 

Cost of sales

 

 

(1,478)

 

(1,313)

 

 

 

 

 

 

Gross profit

 

 

8,485

 

8,124

 

 

 

 

 

 

Administrative expenses

 

 

(8,073)

 

(7,016)

 

 

 

 

 

 

Operating profit

 

 

412

 

1,108

Adjusted operating profit before acquisition related and one off items

4

 

1,463

 

1,424

Acquisition related and one off items

7

 

(1,051)

 

(316)

Operating profit

 

 

412

 

1,108

 

 

 

 

 

 

Financial income

 

 

3

 

5

Financial cost

 

 

(23)

 

(41)

 

 

 

 

 

 

Profit before tax

 

 

392

 

 

1,072

 

 

 

 

 

 

Tax income

8

 

134

 

140

 

 

 

 

 

 

Profit for the year

 

 

526

 

1,212

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

Items that will be reclassified subsequently to profit and loss

 

Currency translation differences

 

 

 

 

16

 

 

 

(27)

 

 

 

 

 

 

Total comprehensive income for the year

 

 

542

 

1,185

 

 

Earnings per share

Basic

9

2.68p

6.20p

Diluted

9

2.62p

6.00p

 

 

 

 

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2016

 

 

 Share

 

 Share

 

 Merger 

 

 Retained

 

 Share

 

 Foreign

 

 Total

 

 capital

 

 premium

 

 Reserve

 

 earnings

 

 option

 

exchange

 

 

 

 £'000

 

 £'000

 

 £'000

 

 £'000

 

 £'000

 

 £'000

 

 £'000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at 31 December 2014

969

 

1,432

 

365

 

3,514

 

118

 

128

 

6,526

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit for the year ended 31 Dec 2015

-

 

-

 

-

 

1,212

 

-

 

-

 

1,212

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

Exchange differences on translation of overseas operations

-

 

-

 

-

 

-

 

-

 

 

(27)

 

 

(27)

 

 

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive income

-

 

-

 

-

 

1,212

 

-

 

(27)

 

1,185

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transactions with owners

 

 

 

 

 

 

 

 

 

 

 

 

 

Issue of share capital

 14

 

    199

 

 

         -

 

 

        -

 

       -

 

 

          -

 

 213

Share option charge

-

 

-

 

-

 

75

 

(47)

 

-

 

28

Dividends paid

-

 

-

 

-

 

(793)

 

-

 

-

 

(793)

Total transactions with owners

14

 

199

 

-

 

(718)

 

(47)

 

-

 

(552)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at 31 December 2015

983

 

1,631

 

365

 

4,008

 

71

 

101

 

7,159

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit for the year ended 31 Dec 2016

-

 

-

 

-

 

526

 

-

 

-

 

526

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

Exchange differences on translation of overseas operations

-

 

-

 

-

 

-

 

-

 

 

16

 

 

16

 

 

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive income

-

 

-

 

-

 

526

 

-

 

16

 

542

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transactions with owners

 

 

 

 

 

 

 

 

 

 

 

 

 

Share option charges

-

 

-

 

-

 

2

 

14

 

-

 

16

Dividends paid

-

 

-

 

-

 

(811)

 

-

 

-

 

(811)

Total transactions with owners

-

 

-

 

-

 

(809)

 

14

 

-

 

(795)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at 31 December 2016

983

 

    1,631

 

     365

 3,725

 

 85

 

     117

6,906

                                         

 

 

 

 

 

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2016

 

 

 

Group

 

 

 

2016

 

2015

 

ASSETS

 

 £'000

 

 £'000

 

Non-current assets

 

 

 

 

 

Goodwill

 

3,415

 

3,415

 

Other intangible assets

 

5,263

 

6,163

 

Property, plant and equipment

 

215

 

257

 

Investments

 

-

 

-

 

 

 

 

 

 

 

 

 

8,893

 

9,835

 

Current assets

 

 

 

 

 

Inventories

 

5

 

16

 

Trade and other receivables

 

2,196

 

1,736

 

Cash and cash equivalents

 

1,537

 

1,595

 

 

 

 

 

 

 

 

 

3,738

 

3,347

 

Total assets

 

12,631

 

13,182

 

 

 

 

 

 

 

EQUITY AND LIABILITIES

 

 

 

 

 

Equity attributable to owners of the parent

 

 

 

 

 

Share capital

 

983

 

983

 

Share premium

 

1,631

 

1,631

 

Merger reserve

 

365

 

365

 

Retained earnings

 

3,725

 

4,008

 

Share option reserve

 

85

 

71

 

Translation reserve

 

117

 

101

 

 

 

 

 

 

 

Total equity

 

6,906

 

7,159

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

Trade and other payables

 

15

 

428

 

Borrowings

 

-

 

158

 

Deferred tax liability

 

784

 

1,006

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

Trade and other payables

 

4,599

 

4,193

 

Borrowings

 

158

 

167

 

Current tax payable

 

169

 

71

 

Total liabilities

 

5,725

 

6,023

 

 

 

 

 

 

 

Total liabilities and equity

 

12,631

 

13,182

 

 

 

 

 

 

CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2016

 

 

 

 

 

 

 

 

 

 

2016

 

2016

 

2015

 

2015

Operating activities

£'000

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

Profit before tax

392

 

 

 

1,072

 

 

Adjustment for

 

 

 

 

 

 

 

Financial income

(3)

 

 

 

(5)

 

 

Financial cost

23

 

 

 

41

 

 

Depreciation and amortisation

2,069

 

 

 

1,240

 

 

Share option expense

16

 

 

 

28

 

 

Foreign exchange adjustments arising from operations

31

 

 

 

(16)

 

 

 

 

 

 

 

 

 

 

Operating cash flows before

2,528

 

 

 

2,360

 

 

movement in working capital

 

 

 

 

 

 

 

(Increase) / decrease in receivables

(487)

 

 

 

278

 

 

Decrease in inventories

11

 

 

 

25

 

 

Increase / (decrease) in payables

62

 

 

 

(307)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Taxation refunded/(paid)

24

 

 

 

(219)

 

 

 

 

 

 

 

 

 

 

Net cash generated from operating activities

 

 

2,138

 

 

 

2,137

 

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest received

3

 

 

 

5

 

 

Financial cost

(8)

 

 

 

(13)

 

 

Purchases of property, plant and

 

 

 

 

 

 

 

equipment

(70)

 

 

 

(84)

 

 

Investment in development costs

(1,056)

 

 

 

(961)

 

 

Contingent and deferred consideration paid

(212)

 

 

 

(666)

 

 

 

 

 

 

 

 

 

 

Net cash used in investing activities

 

 

(1,343)

 

 

 

(1,719)

 

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net proceeds from issue of share capital

-

 

 

 

213

 

 

Bank loan repayments made

(167)

 

 

 

(162)

 

 

Dividends paid

(811)

 

 

 

(793)

 

 

 

 

 

 

 

 

 

 

Net cash used in financing activities

 

 

(978)

 

 

 

(742)

 

 

 

 

 

 

 

 

Net decrease in cash and cash equivalents

 

(183)

 

 

 

(324)

 

 

 

 

 

 

 

 

Cash and cash equivalents at

 

 

1,595

 

 

 

1,929

beginning of year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effect of foreign exchange rate changes

 

 

125

 

 

 

(10)

 

 

 

 

 

 

 

 

Cash and cash equivalents at end of year

 

 

1,537

 

 

 

1,595

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

                       

 

 

 

 

 

NOTES TO THE FINANCIAL STATEMENTS

 

FOR THE YEAR ENDED 31 DECEMBER 2015

 

 

1.         Publication of non-statutory accounts

 

In accordance with section 435 of the Companies Act 2006, the Directors advise that the financial information set out in this announcement does not constitute the Group's statutory financial statements for the year ended 31 December 2016 or 2015, but is derived from these financial statements. The financial statements for the year ended 31 December 2015 have been delivered to the Registrar of Companies. The financial statements for the year ended 31 December 2016 have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union. The financial statements for the year ended 31 December 2016 will be forwarded to the Registrar of Companies following the Company's Annual General Meeting. The Auditors have reported on these financial statements; their reports were unqualified and did not contain statements under Section 498(2) or (3) of the Companies Act 2006.

 

The consolidated statement of financial position at 31 December 2016 and the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended have been extracted from the Group's financial statements.  Those financial statements have not yet been delivered to the Registrar.

 

2.         Basis of preparation

 

The preliminary announcement is extracted from the consolidated financial statements of the Group. The financial statements of the subsidiaries are prepared for the same reporting date as the parent company. Consistent accounting policies are applied for like transactions and events in similar circumstances.

 

All intra-group balances, transactions, income and expenses and profits and losses resulting from intra-group transactions that are recognised in assets or liabilities are eliminated in full.

 

3.         Accounting policies and changes thereto

 

This preliminary announcement has been prepared in accordance with the accounting policies adopted in the last annual financial statements for the year to 31 December 2015.

 

4.         Reconciliation of adjusted operating profits to consolidated statement of comprehensive income 

 

 

Note

Adjusted operating profits

2016

 

Acquisition related and one-off items

 2016*

2016

 

Adjusted operating profits

2015

 

Acquisition related items

 2015*

2015

 

 

£'000

£'000

 £'000

 

£'000

£'000

 £'000

 

 

 

 

 

 

 

 

 

Revenue

 

9,963

-

9,963

 

9,437

-

9,437

 

 

 

 

 

 

 

 

 

Cost of sales

 

(1,478)

-

(1,478)

 

(1,313)

-

(1,313)

 

 

 

 

 

 

 

 

 

Gross profit

 

8,485

-

8,485

 

8,124

-

8,124

 

 

 

 

 

 

 

 

 

Administrative expenses

 

(7,022)

(1,051)

(8,073)

 

(6,700)

(316)

(7,016)

 

 

 

 

 

 

 

 

 

Operating profit

 

1,463

(1,051)

412

 

1,424

(316)

1,108

 

 

 

 

 

 

 

 

 

Financial income

 

3

-

3

 

5

-

5

Financial cost

 

(8)

(15)

(23)

 

(13)

(28)

(41)

 

 

 

 

 

 

 

 

 

Profit before tax

 

1,458

(1,066)

392

 

1,416

(344)

1,072

 

 

 

 

 

 

 

 

 

Tax income / (expense)

 

(63)

197

134

 

3

137

140

 

 

 

 

 

 

 

 

 

Profit for the year

 

1,395

(869)

526

 

1,419

(207)

1,212

 

 

 

 

 

 

 

 

 

Other comprehensive income net of tax:

 

 

 

 

 

 

 

 

Currency translation differences

 

16

-

16

 

(27)

-

(27)

 

 

 

 

 

 

 

 

 

Total comprehensive income for the year net of tax

 

1,411

(869)

542

 

1,392

(207)

1,185

                       

 

 

Earnings per share - from continuing activities

Basic

9

7.10p

 

2.68p

7.26p

6.20p

Diluted

9

6.95p

 

2.62p

7.02p

6.00p

*  see accounts note 7

 

 

5.         Segment reporting

 

The Board principally monitors the Group's operations in terms of results of the two divisions, Dillistone Systems and Voyager Software. Segment results reflect management charges made or received. 

 

 

Divisional segments

For the year ended 31 December 2016

 

 

 

 

 

 

 

 

 

Dillistone

 

Voyager

 

 

 

Central

 

Total

 

 

 

£'000

 

£'000

 

£'000

 

 

 

Segment revenue

4,858

 

5,105

 

-

 

9,963

 

 

Segment EBITDA

1,434

 

1,093

 

(94)

 

2,433

 

 

Depreciation and amortisation expense

(1,229)

 

(461)

 

 

-

 

(1,690)

 

 

Segment result

205

 

632

 

 

(94)

 

743

 

 

Acquisition related amortisation

-

 

-

 

(379)

 

(379)

 

 

Acquisition related income

-

 

-

 

48

 

48

 

 

Operating profit/(loss)

205

 

632

 

 

(425)

 

412

 

 

Financial income

3

 

-

 

 

-

 

3

 

 

Loan interest

-

 

-

 

(8)

 

(8)

 

 

Acquisition related interest expenses

-

 

-

 

(15)

 

(15)

 

 

Profit before tax

 

 

 

 

 

 

392

 

 

Income tax expense

 

 

 

 

 

 

134

 

 

Profit after tax

 

 

 

 

 

 

526

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions of non-current assets

600

 

527

 

-

 

1,127

 

 

 

 

 

 

For the year ended 31 December 2015

 

 

 

 

 

 

 

 

 

 

Dillistone

 

Voyager

Inter-divisional Revenue

 

 

 

Central

 

Total

 

 

 

£'000

 

£'000

£'000

 

£'000

 

 

 

Segment revenue

4,620

 

4,831

(14)

 

-

 

9,437

 

 

Segment EBITDA

1,425

 

956

 

 

(96)

 

2,285

 

 

Depreciation and amortisation expense

(534)

 

(327)

 

 

 

-

 

(861)

 

 

Segment result

891

 

629

 

 

 

(96)

 

1,424

 

 

Acquisition related amortisation

-

 

-

 

 

(379)

 

(379)

 

 

Acquisition related charges

-

 

-

 

 

63

 

63

 

 

Operating profit/(loss)

891

 

629

 

 

 

(412)

 

1,108

 

 

Financial income

4

 

1

 

 

 

-

 

5

 

 

Loan interest

-

 

-

 

 

(13)

 

(13)

 

 

Acquisition related interest expenses

-

 

-

 

 

(28)

 

(28)

 

 

Profit before tax

 

 

 

 

 

 

 

1,072

 

 

Income tax expense

 

 

 

 

 

 

 

140

 

 

Profit after tax

 

 

 

 

 

 

 

1,212

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions of non-current assets

556

 

489

 

 

-

 

1,045

 

 

 

 

 

 

 

 

 

 

 

 

                           

 

Products and services

 

The following table provides an analysis of the Group's revenue by products and services:

 

Revenue

 

 

 

2016

 

2015

 

 

 

 £'000

 

 £'000

Recurring income

 

 

7,027

 

6,606

Non-recurring income

 

 

2,370

 

2,333

Third party revenues

 

 

566

 

498

 

 

 

9,963

 

9,437

 

Recurring income includes all support services, SaaS and hosting income. Non-recurring income includes sales of new licenses, and income derived from installing those licenses including training, installation, and data translation.  Third party revenues arise from the sale of third party software.

 

It is not possible to allocate assets and additions between recurring, non-recurring income and third party revenue.

 

No customer represented more than 10% of revenue of the Group.

 

6.         Geographical analysis

 

The following table provides an analysis of the Group's revenue by geographic market.

 

The Board does not review the business from a geographical performance viewpoint and this analysis is provided for information only.

 

Revenue

 

 

 

2016

 

2015

 

 

 

 £'000

 

 £'000

UK

 

 

7,142

 

6,778

Europe

 

 

1,047

 

864

US

 

 

1,388

 

1,381

Australia

 

 

386

 

414

 

 

 

9,963

 

9,437

 

Non-current assets by geographical location

 

 

 

2016

 

2015

 

 

 

 £'000

 

 £'000

UK

 

 

8,886

 

9,829

US

 

 

6

 

4

Australia

 

 

1

 

2

 

 

 

8,893

 

9,835

 

 

7.         Acquisition related and other one off items

 

 

 

2016

 

2015

 

 

 

 £'000

 

 £'000

Included within administrative expenses:

 

 

 

 

 

Estimated change in fair value of contingent  consideration

 

 

(48)

 

(63)

Amortisation of acquisition intangibles

 

 

379

 

379

Additional amortisation on change of estimated useful life of platform technology

 

 

720

 

-

 

 

 

1,051

 

316

Included within financial cost:

 

 

 

 

 

Unwinding of discount on contingent consideration

 

 

15

 

28

 

 

 

 

 

 

 

 

 

1,066

 

344

 

 

8.         Tax (income) / expense

 

 

 

2016

 

2015

 

 

 

 

 £'000

 

 £'000

 

 

 

 

 

 

 

 

Current tax

 

 

178

 

191

 

Prior year adjustment - current tax

 

 

(91)

 

(185)

 

Deferred tax

 

 

(100)

 

22

 

Prior year adjustment - deferred tax

 

 

(50)

 

(31)

 

Deferred tax re acquisition intangibles

 

 

(68)

 

(68)

 

Prior year adjustment - deferred tax re acquisition intangibles

 

(3)

 

(69)

 

Tax (income) / expense for the year

 

(134)

 

(140)

 

 

 

 

 

 

 

 

Factors affecting the tax charge for the year

 

 

 

 

 

Profit before tax

 

 

392

 

1,072

 

 

 

 

 

 

 

 

UK rate of taxation

 

 

20%

 

20.25%

 

 

 

 

 

 

 

 

Profit before tax multiplied by the UK rate of taxation

78

 

217

 

 

 

 

 

 

 

 

 

Effects of:

 

 

 

 

 

 

Overseas tax rates

 

 

31

 

46

 

Impact of deferred tax not provided

 

 

13

 

(7)

 

Enhanced R&D relief

 

 

(169)

 

(131)

 

Disallowed expenses

31

 

14

 

 

Rate differences re current tax and deferred tax

 

 

26

 

6

 

Prior year adjustments

 

 

(144)

 

(285)

 

 

 

 

 

 

 

 

Tax (income) / expense

 

 

(134)

 

(140)

 

 

 

Deferred tax provided in the financial statements is as follows:

 

 

 

Group

 

 

 

2016

Movement

2015

 

 

 

 £'000

£'000

 £'000

 

Internally generated intangible and fixed assets

 

315

(152)

467

 

Provisions

 

(9)

1

(10)

 

Acquisition intangibles

 

478

(71)

549

 

 

 

784

(222)

1,006

 

 

 

 

Group

 

 

 

2015

Movement

2014

 

 

 

 £'000

£'000

 £'000

 

Internally generated intangible and fixed assets

 

 

467

(6)

473

 

Provisions

 

(10)

3

(7)

 

Acquisition intangibles

 

549

(137)

686

 

 

 

1,006

(146)

1,152

 

 

 

The UK corporation tax rate throughout the year was 20%.  Deferred tax is provided in relation to the UK at rates of between 17% to 19% depending on when reversals are expected to occur. The tax credit is impacted by the higher rates of corporation tax payable in the US and Australia offset by the R&D tax credits available to both Dillistone Systems division and Voyager Software division and the reduction in the long term rate of corporation tax to 17% which has been used in the calculation of deferred tax.  The release of prior year provisions relate in part to the agreement of the prior years' tax positions of UK companies and the utilisation of tax losses not previously recognised.  The Group has gross tax losses and temporary timing differences of £369,000 (2015: £492,000) for which no deferred tax asset has been recognised as the timing of their utilisation is uncertain.

 

9.         Earnings per share

 

 

2016

2016

2015

2015

 

Using adjusted operating profit

 

Using adjusted operating profit

 

 

 

 

 

 

Profit attributable to ordinary shareholders

£1,395,000

£526,0000

£1,419,000

£1,212,000

Weighted average number of shares

19,668,021

19,668,021

19,547,754

19,547,754

Basic earnings per share

7.10 pence

2.68 pence

7.26 pence

6.20 pence

 

 

 

 

 

Weighted average number of shares after dilution

20,082,096

20,082,096

20,209,339

20,209,339

Fully diluted earnings per share

6.95 pence

2.62 pence

7.02 pence

6.00 pence

 

Reconciliation of basic to diluted average number of shares

 

 

 

2016

 

2015

 

 

 

 

 

 

Weighted average number of shares (basic)

 

 

19,668,021

 

19,547,754

Effect of dilutive potential ordinary shares - employee share plans

 

 

414,075

 

661,585

Weighted average number of shares after dilution

 

20,082,096

 

20,209,339

 

There are 638,257 (2015: 353,257) share options not included in the above calculations

 


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