TIDMFDP

RNS Number : 2719N

First Derivatives PLC

19 May 2020

19 May 2020

First Derivatives plc

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

Full year results for the year ended 29 February 2020

FD (AIM: FDP.L, Euronext Growth: FDP.I) today announces its audited results for the year ended 29 February 2020.

Financial Highlights

 
  Year to 29 February               2020        2019      Change 
  Revenue                         GBP237.8m   GBP217.4m    +9% 
                                 ----------  ----------  ------- 
  Gross profit                    GBP101.1m   GBP91.3m     +11% 
                                 ----------  ----------  ------- 
  Adjusted EBITDA*                GBP45.5m    GBP38.9m     +17% 
                                 ----------  ----------  ------- 
  Profit** before tax             GBP18.3m    GBP16.7m     +9% 
                                 ----------  ----------  ------- 
  Reported diluted EPS              54.2p       47.9p      +13% 
                                 ----------  ----------  ------- 
  Full year dividend per share      8.5p        27.0p      -69% 
                                 ----------  ----------  ------- 
  Net debt***                     GBP49.4m    GBP16.5m 
                                 ----------  ----------  ------- 
 

*Adjusted for share-based payments and acquisition costs; FY 2020 adjusted EBITDA (excluding impact of IFRS 16): GBP41.4m (+6%)

**Includes foreign currency translation effect and deferred consideration on prior acquisitions

***Excluding lease obligations under IFRS 16

Business Highlights

 
      --   Software revenue up 13% to GBP148.4m (2019: GBP130.9m), driven by 23% 
            growth in recurring software license revenue. 
      --   Significant contract wins in our core FinTech market and progress in 
            our drive to achieve market leadership by building out the capabilities 
            of our solutions. 
      --   Partner agreements and contract wins across our target markets of automotive, 
            manufacturing and energy as we focus on those markets where Kx provides 
            the greatest competitive advantage, including a global Kx partnership 
            agreement announced separately today with Tata Consultancy Services 
            (TCS). 
      --   MRP Prelytix subscription revenue up 33% to GBP25.6m (2019: GBP19.3m) 
            as we increase the platform's functionality and it becomes recognised 
            as a leader in its market. 
      --   Managed services and consulting revenue up 3% to GBP89.4m (2019: GBP86.5m) 
            with strong order intake in H2 but lower growth due to a delayed start 
            to two multi-year contracts. 
      --   Launch of Kx 4.0 with increased performance, security, visualisation 
            and machine learning capabilities to spearhead our push to wide adoption 
            of Kx across industries. 
      --   Finalisation of the acquisition of the minority shareholdings in Kx 
            Systems, taking 100% ownership, funded by new financing facilities which 
            provide flexibility to support the Group's growth plans. 
      --   Appointments of Seamus Keating as Chief Executive Officer and Donna 
            Troy as Chairman in January 2020. 
 

Donna Troy, Chairman of FD, commented: "The past year has been one of the most significant in the Group's history, having to cope with the sudden loss of our founder and CEO, Brian Conlon, and then the challenges posed by COVID-19. I am proud of the way our business has pulled together to address these challenges, working as one to support our customers and position ourselves for the next stage of our growth journey.

Against that backdrop, these results represent a period of solid execution. In the short term, while it is still too early to determine the impact of COVID-19, the Group has acted to protect the health and wellbeing of employees, to support the business-critical operations of our customers and to ensure our ongoing financial liquidity. In the longer term, we believe the Group has never been so strategically well placed, with our customers and partners telling us that Kx streaming analytics technology changes the game for them. We have set ourselves some demanding goals and I firmly believe we have the best technology and people to achieve them."

For further information, please contact:

 
First Derivatives plc                       +44(0)28 3025 2242 
 Seamus Keating, Chief Executive Officer     www.firstderivatives.com 
 Graham Ferguson, Chief Financial Officer 
 Ian Mitchell, Head of Investor Relations 
 
Investec Bank plc 
 (Nominated Adviser and Broker) 
 Andrew Pinder 
 Carlton Nelson 
 Sebastian Lawrence                         +44 (0)20 7597 5970 
 
Goodbody (Euronext Growth Adviser and 
 Broker) 
 David Kearney 
 Don Harrington 
 Finbarr Griffin                            +353 1 667 0420 
 
FTI Consulting 
 Matt Dixon 
 Dwight Burden 
 Darius Alexander                           +44 (0)20 3727 1000 
 

About FD

FD is a global technology provider with more than 20 years of experience working with some of the world's largest finance, technology, automotive, manufacturing and energy institutions. The Group's Kx technology, incorporating the kdb+ time-series database, is a leader in high-performance, in-memory computing, streaming analytics and operational intelligence. Kx delivers the best possible performance and flexibility for high-volume, data-intensive analytics and applications across multiple industries. FD operates from 15 offices across Europe, North America and Asia Pacific, including its headquarters in Newry, and employs more than 2,400 people worldwide.

For further information, please visit www.firstderivatives.com and www.kx.com

Conference call and webcast

FD will host a live webcast at 09.30 BST today which can be accessed via this link: https://edge.media-server.com/mmc/p/xbwpximc

Business Review

The Group has delivered another year of solid growth, in which revenue increased by 9% to GBP237.8m and adjusted EBITDA increased by 17% to GBP45.5m. This growth was driven by good progress in the execution of our strategy, although we also faced challenges, including the loss of our CEO and founder, Brian Conlon, and dealing with the impact of COVID-19.

In line with our continuity planning Seamus Keating was appointed as Executive Chairman in July 2019 and, following a selection process, as Chief Executive Officer in January 2020. Donna Troy, previously a Non-Executive Director, was appointed Chairman in January 2020. Throughout the year, our strategy has remained unchanged while our execution has evolved to focus more sharply on the most compelling commercial opportunities across the business. These include:

 
      --   In FinTech, by combining the performance of Kx with our domain expertise 
            to focus on achieving market leadership for our core solutions. This 
            includes, for example, building out the capabilities of our surveillance 
            platform to cover multiple asset classes in a single platform. 
      --   In software markets outside FinTech, by focusing on those markets where 
            Kx provides the greatest competitive advantage. This typically means 
            enabling streaming analysis of data from machines, including at the 
            edge. 
      --   In managed services and consulting, by focusing on commercialising our 
            expertise in middle and front-office trading systems, risk and regulatory 
            reform and back-office efficiency programmes. 
 

Across our business, as our customers increasingly pivot to the cloud, we are directing our efforts to ensure that Kx and our data expertise are in pole position to help them obtain the benefits of agility and flexibility by enabling easy access to the competitive advantages Kx provides. The recent launch of serverless kdb+ is an important initiative to accelerate this process.

Kx streaming analytics is a game changer, enabling new ways of working that deliver operational efficiency and generate new revenue streams for our clients. Examples include analysing streaming data from machines in precision manufacturing to improve yields and reduce waste; mining vast volumes of intent data to deliver sales leads that convert at higher rates than competing methods; and streaming analytics on F1 cars to increase safety and improve lap times.

We are harnessing all of our R&D and sales and marketing efforts to support our focus on these key areas, which represent enormous market opportunities. Our aim over the medium term is to ensure that our targeted investment in these areas enables us to scale our business and create value for all stakeholders.

Kx streaming analytics

Kx enables the analysis of vast quantities of data, both streaming and historical, at cost and performance levels unmatched by competing solutions. At its core, the technology comprises the kdb+ database, with its highly efficient 800kb footprint, and an enterprise layer designed to maximise analytic performance while providing vital functions such as security, control and visualisation.

Kx streaming analytics delivers considerable competitive advantage. In addition to being orders of magnitude faster than competing solutions, Kx delivers hardware, space, cooling and power savings of 80-90%, based on the results of head-to-head testing during proof of concept projects with potential clients. Flexibility is another differentiator, with the ability to deploy at the edge, on-premise, and in any cloud architecture. The stability of our platform, which is tried and tested across some of the most demanding industries in the world, is also important to clients, providing competitive advantage against emerging technologies that cannot demonstrate the resilience achieved by Kx.

To harness the power of Kx, the Group has developed a number of applications specific to FinTech and MarTech, while third parties, such as an OEM partner or a direct customer, have integrated Kx into their own solutions and built new applications using our development tools. This approach enables these third parties to deliver a solution that meets their specific business needs while benefiting from Kx's performance advantages.

Research and development

Our R&D initiatives are designed to further our strategy, by building on our leading position in FinTech and by enabling Kx to penetrate other target markets. We also continue our ongoing focus to ensure that the significant performance advantages Kx holds over competing solutions are maintained, if not enhanced. Taken together, our R&D efforts are crucial to our ability to change the game for customers and therefore for our long-term competitiveness.

Over the course of the past year we picked up the pace of our technology development, adopting an agile product development strategy that resulted in major improvements to Kx's performance and over 250 separate features across our platform and application products. We also increased support for Kafka and Python, aiding our push to make Kx a leading platform for machine learning and AI.

We also set a roadmap for Kx streaming analytics which we believe will further enhance our market position in FinTech and provides the foundation for growth across our target markets.

Building on our leading position in FinTech . Our enterprise customers across financial services use our technology for its performance, enabling them to capture, store and analyse millions of data points per second in streaming market data and enormous volumes of historical data. We augmented this capability with improved real-time visualisation functionality, enhanced security features and by making our developer tools available to our enterprise customers as part of their existing license agreements.

Penetrating other target markets using the performance advantages of Kx. To increase awareness and promote our technology we released a number of our software tools as free and open source versions, including tools that make it easier to integrate Kx with other enterprise technology platforms as well as tools aimed at the developer community at large. Our aim is to increase adoption of Kx and enable as wide a community as possible to understand its potential to solve the toughest data challenges.

Another key focus of our recent R&D work has been on boosting Kx's performance and ability to operate in cloud environments:

 
      --   The recent launch of version 4.0 delivers major performance improvements 
            by taking advantage of all the processing capability inherent in modern 
            computing systems, which builds on the work we have done over the years 
            with partners such as Intel. We anticipate that 4.0 will set new benchmarks 
            that will further extend Kx's performance leadership. 
      --   Kx has long been able to run in the cloud, whether public, private or 
            hybrid, and we are extending that capability to deliver serverless kdb+, 
            removing the need for users to run and manage physical infrastructure. 
            This approach significantly accelerates development effort and allows 
            users to pay only for the time they use for functional workloads. This 
            reduces the operational cost of Kx solutions and as a result broadens 
            the addressable market for our technology. The initial launch of serverless 
            Kx will be on the Amazon Web Services Lambda platform. 
      --   Kx is the only database that offers native support for Intel's Optane, 
            a high-performance storage and memory technology that Amazon and Google 
            are deploying across their datacentres. 
 

Taken together, our R&D initiatives are supporting our strategy by boosting our technology's performance, enabling us to increase our total addressable market and ease the adoption and integration of Kx within our clients' technology infrastructure, with the goal of driving revenue and profit growth.

Business development

FinTech

FinTech software continued to deliver strong growth, with revenue up by 11% to GBP89.4m (2019: GBP80.2m). This growth was driven by continued demand for solutions such as regulatory and risk reporting, market surveillance and trade analytics. Combining the power of our Kx platform with our domain expertise within capital markets enables us to develop applications that have both the power and functionality to lead the market.

During the year we signed several new multi-year contracts, including:

 
      --   One of our largest ever deals, developing a next generation FX trading 
            platform for SMBC Bank, where Kx will become an integral component of 
            the bank's global FX trading. 
      --   A multi-asset class surveillance solution for a North American bank. 
      --   A contract for Kx to power an AI-based pricing engine and trading platform, 
            using our data refinery product for rapid deployment. 
      --   The displacement of a competitor at a European bank for the capture 
            of fixed income and FX data. 
 

We are well positioned to continue to grow our solution revenue as market trends move increasingly in favour of our technology. The introduction of serverless kdb+ comes at a time when banks are accelerating their plans to move their data and applications to the cloud, driven by development agility and business flexibility demands. We expect this will be a multi-year structural shift that will drive growth across our business, as banks seek to standardise on best-in-class technologies.

We also see an increase in regulatory demands, leading banks to implement powerful solutions to demonstrate compliance to their industry regulators across asset classes. Given this backdrop we have enhanced our powerful and flexible trade surveillance software, to enable banks to achieve a holistic solution. This encompasses communications surveillance, launched during the year with a reference customer, and multi-asset class surveillance within a single platform. This is a unique offering that simplifies the process of surveillance and enables new insights across the bank's activities.

We have a growing base of recurring revenue within FinTech and a pipeline of opportunities across our solutions and the geographies in which we operate.

MarTech

Revenue from MarTech increased by 14% to GBP47.3m (2019: GBP41.4m). Our solution, powered by Kx and branded as MRP Prelytix, changes the game for organisations by enabling them to identify and engage potential customers earlier and more effectively, driving greater revenue and market share. It does so using predictive analytics derived from billions of data points, enabling clients to dynamically activate a wide range of sales and marketing tactics informed by real-time insights, in an approach known as Account Based Marketing (ABM).

Industry analyst Forrester recently forecast that by 2025 ABM would become the mainstream approach for business-to-business marketing, as organisations adopt an account-centric view to identify, plan, manage and measure their activities. In its report Forrester recognised MRP Prelytix as a "leading, established" ABM vendor.

We provide our platform on a subscription basis, supported by engagement services to assist lead management and conversion. Our clients report that we generate a return on investment for them that is considerably higher than competing solutions. Global technology companies currently form the core of our client base, as exemplified through significant new client wins during the year including Advanced Micro Devices, a cloud-based communications provider and several leading hardware providers. We continue to seek to diversify our MRP Prelytix client base, with financial services and management consultancy representing particularly attractive markets that delivered important new clients in the year.

During the year we continued to add new functionality to extend our market leadership. We increased the advanced analytics available in our platform, enabling our customers to build their own AI-driven models to optimise results, and delivered a new configurable dashboard that provides a single view of the customer using all the available data. We also introduced content syndication, which extends our reach deeper into clients by working with their agency partners to capture more of their total sales and marketing spend.

The unique insights provided by MRP Prelytix and our constant technical innovation resulted in growing industry recognition. In addition to securing 'Best Overall ABM Solution' at the 2019 MarTech Breakthrough Awards, analyst Research in Action categorised our solution as 'Market Leader' and noted that it scored highest in customer satisfaction in its market review.

We ended the year with good momentum in MarTech, as our investment in innovation drives industry recognition and increasing use of MRP Prelytix is proving the value it delivers for customers. Our priorities for the current year are to further differentiate our platform by building on its functionality, to drive awareness of our platform to generate new direct and agency customers, and to penetrate deeper within our existing customers by demonstrating the return on investment we generate for them.

Industry

Revenue from industry grew by 26% to GBP11.7m (2019: GBP9.3m). The performance of Kx streaming analytics and the operational efficiency it enables make it of considerable interest across multiple high value markets where the volume and velocity of data present significant challenges. Having evaluated these opportunities, we are focusing on the markets where our competitive advantage is most compelling in terms of the return on investment it delivers for our customers. These are:

 
      --   Automotive - The initial deployments of Kx in automotive were in F1, 
            notably with Aston Martin Red Bull Racing where in our role as Innovation 
            Partner we provide analytics both in the wind tunnel and in-race telemetry 
            through streaming analytics on sensor data. We have added further contract 
            wins with F1 teams for similar applications of Kx and we have a growing 
            pipeline of opportunities across motor sport. Our capabilities have 
            attracted the attention of global automotive companies and we are engaged 
            with them on different initiatives around the design and production 
            of vehicles. We are also engaged with vendors in the connected car ecosystem, 
            where the capability of Kx to operate at the edge and in real time is 
            particularly attractive. We see a growing opportunity for Kx streaming 
            analytics to be a key element of the automotive ecosystem. 
      --   Energy - Analysing data from the vast number of smart meters and sensors 
            attached to production, transmission and distribution systems is increasingly 
            challenging for energy market participants. Based on working with a 
            range of partners and customers we believe Kx is the ideal platform 
            for use cases across efficiency, regulation, and innovative services. 
            Working alongside our partner CGI, which counts many of the world's 
            leading utilities as customers, we are on track to deliver a next generation 
            electricity information exchange for Fingrid, the transmission system 
            operator for Finland. We expect this to act as a reference site, with 
            numerous utilities due to upgrade their systems in the coming years. 
            In February 2020 we signed an agreement with a global oilfield services 
            company to provide operational intelligence at the edge, where compute 
            resources are limited, while aggregating data centrally. These use cases 
            are illustrations of the many ways in which Kx can provide high returns 
            on investment across the energy market. 
      --   Manufacturing - Maximising yield and reducing waste are key goals for 
            manufacturers and Kx has demonstrated its ability in both these areas 
            through multiple contract wins and partner agreements. During the year 
            we announced a partnership agreement with Keysight Technologies, to 
            integrate Kx within its PathWave Manufacturing Analytics platform, adding 
            to prior agreements with global semiconductor manufacturing companies 
            including BISTel and a Fortune 500 company that are expected to contribute 
            to our growth in this market. After the year-end we signed a global 
            partnership agreement with Tata Consultancy Services (TCS) under which 
            it will develop and deploy solutions based on Kx streaming analytics, 
            targeted at its customer base across multiple industries. We see manufacturing 
            as a very large and attractive market and expect to continue to sign 
            customer and partnership agreements. 
 

Our strategy is to seek predictable, long-term revenue streams, such as OEM and revenue share agreements, while securing direct sales that establish a beach head in these markets. We are pleased with the high level of interest we are seeing across industries in the adoption of our software, from both potential customers and partners. We also have a significant pipeline of direct sales opportunities across these markets.

Managed services and consulting

Revenue from managed services and consulting was GBP89.4m, an increase of 3% on the prior year (2019: GBP86.5m). FD has more than 20 years of experience providing services to leading capital markets firms, training and developing our consultants in-house through industry-recognised programmes to equip them with technology skill sets and domain expertise within capital markets.

Our strategy is to become a leading global capital markets practice and to achieve that we are focused on building out and scaling up the services we provide supporting middle and front-office trading systems, delivering risk and regulatory reform programs, and using AI and automation to increase efficiency in back-office systems. Our clients tell us that our highly skilled and motivated consultants change the game for them - they set the pace, direct others in their organisation and challenge the ways things are done.

We seek long-term relationships with our clients, working as a trusted partner to deliver under managed services contracts and multi-year assignments. This approach provides high levels of revenue visibility, with a typical expectation that at any point in time at least 80% of current revenue will repeat during the next 12 months.

Growth during the period, while ahead of the market in which we operate, was below that delivered in recent years. This was due to a combination of slower client decision making throughout the year and timing issues relating to roll-on and roll-off on several third-party vendor implementation projects. Despite this we believe that we have made good progress in delivering our strategic objective during the year, with important new multi-year contract wins across our target markets including:

 
      --   A European bank selected us to deliver the multi-year implementation 
            of a third-party trading and risk management system, which will transition 
            to support and development when the implementation is complete. 
      --   A North American bank selected us to deliver a programme of regulatory-driven 
            projects coupled with an application upgrade. 
      --   A Japanese bank selected us to implement Robotic Process Automation 
            for recurring back-office tasks. 
      --   A UK financial institution selected us to assist with its cloud strategy. 
 

Leadership and people

FD founder and CEO Brian Conlon passed away in July 2019. Brian stamped his culture and values throughout FD, and this will ensure his legacy will live on, even though Brian will be sorely missed.

Under the Group's succession planning, Non-Executive Chairman Seamus Keating was appointed Executive Chairman in July 2019 and, following a search process led by the Non-Executive Directors, appointed Chief Executive Officer in January 2020. Seamus has extensive leadership expertise in the global technology sector, including executive roles in both finance and operations within multi-national technology companies, notably at Logica, and is a qualified accountant.

Donna Troy, who has been a Non-Executive Director since January 2018, was appointed Non-Executive Chairman in January 2020. She has held CEO, division general management and sales leadership roles in organisations including IBM, Partnerware, McAfee, SAP, Dell and Epicor, delivering revenue and margin growth and implementing global go-to-market strategies.

More than 2,400 people work for FD, broadly unchanged from last year as we have focused on consolidating our position following record levels of recruitment in recent years. We provide outstanding career opportunities, driven by our graduate recruitment process that attracts motivated, high-achieving individuals and our training programme that equips them with high levels of in-demand skills.

During the year we recruited 291 graduates, while retention rates remain in line with prior periods and are significantly higher than the industry average. We are committed to providing our employees with continued training and development programmes, a rewarding career path and a fair remuneration and reward system.

The past year has seen considerable change and challenge, including new leadership and the current COVID-19 pandemic towards the end of our financial year. The talent and work ethic of FD employees has been a key driver of the Group's success over the years and their flexibility and determination has ensured another period of success. The Board would like to thank them all for their efforts.

Post year-end event: COVID-19

Towards the end of our financial year, we successfully implemented our pandemic plan in response to COVID-19, protecting the health and wellbeing of our employees and supporting our customers. The Group issued a trading statement on 9 April 2020 relating to the impact of COVID-19 and the mitigating actions it has taken to maintain productivity and ensure financial liquidity.

In summary, by transitioning employees to remote working the Group has not seen any material financial impact on revenue to date. Sales cycles across the Group have lengthened, and we continue to monitor the impact of this on the likely financial performance for the current year. We have conducted a scenario testing exercise with a range of assumptions including a severe, extended downturn in economic activity which showed that even in this scenario the Group remains profitable and cash generative.

Notwithstanding the comfort provided by our scenario testing, the Group has acted to mitigate any future potential impact of COVID-19, including suspending non-essential business travel and deferral of the summer graduate intake. The Executive Directors will not receive a bonus payment relating to the financial year to 29 February 2020 and as noted above, the Board has determined not to recommend a final dividend payment for the year. To ensure liquidity, on 24 March 2020 we drew down GBP35m from our available finance facility. These funds have been placed on deposit and the Group has significant headroom on its covenants, with a further GBP15m of undrawn revolving credit facilities available to it.

Current trading and outlook

We entered the current financial year with a strong pipeline, good momentum and a clear strategy that provided confidence in delivering a year of strong growth . While COVID-19 has had no material financial impact to date, we have seen a lengthening of sales cycles, although it remains too early to determine the probable impact on our full year performance. We have a robust balance sheet and high levels of financial liquidity which leave us well positioned to weather the challenge and continue to invest and grow the business.

In the short term, our high levels of repeat and recurring revenue provide some mitigation from the impact of COVID-19. In the longer term, FD remains confident in its strategy and the growing demand for its world-class Kx streaming analytics from both potential customers and partners.

Financial Review

The table below details revenue growth by vertical market along with an analysis of gross profit and adjusted EBITDA.

Revenue and Gross Margin Analysis (GBPm)

 
  2020    2019   Growth   2020   2019   Growth   2020   2019   Growth                                 2020      2019     Growth 
 Software by sector                                                     Total Software 
 FinTech Revenue          MarTech Revenue        Industry 
   7.8     9.7    (19%)      -      -        -    4.0    3.7      11%   Perpetual                     11.9      13.3    (11%) 
  31.4    27.7      13%   25.6   19.3      33%    2.8    1.6      77%   Recurring/subscription        59.8      48.6     23% 
------  ------           -----  -----           -----  -----                                    ----------  -------- 
  39.2    37.4       5%   25.6   19.3      33%    6.8    5.2      31%   Licenses                      71.6      62.0     16% 
                                                                        Cost of 
                                                                         sales                      (12.1)    (10.6)      14% 
                                                                                                ----------  -------- 
                                                                        Gross 
                                                                         profit                       59.6      51.4     16% 
                                                                        Gross 
                                                                         margin                        83%       83%      - 
 
  50.2    42.8      17%   21.7   22.0     (2%)    4.9    4.1      20%   Services                      76.8      68.9     11% 
                                                                        Cost of 
                                                                         sales                      (55.1)    (48.9)     13% 
                                                                                                ----------  -------- 
                                                                        Gross 
                                                                         profit                       21.7      20.0      8% 
                                                                        Gross 
                                                                         margin                        28%       29%     (1%) 
 
  89.4    80.2      11%   47.3   41.4      14%   11.7    9.3      26%   Revenue                      148.4     130.9     13% 
                                                                        Cost of 
                                                                         sales                      (67.2)    (59.5)     13% 
                                                                                                ----------  -------- 
                                                                        Gross 
                                                                         profit                       81.2      71.4     14% 
                                                                        Gross 
                                                                         margin                        55%       55%      - 
 
                                                                        Total Managed services and 
 Managed services and consulting by sector                               consulting 
 FinTech Revenue          MarTech Revenue        Industry 
  89.4    86.5       3%      -      -        -      -      -        -   Revenue                       89.4      86.5      3% 
                                                                        Cost of 
                                                                         sales                      (69.5)    (66.6)      4% 
                                                                                                ----------  -------- 
                                                                        Gross 
                                                                         profit                       19.9      19.9      - 
                                                                        Gross 
                                                                         margin                        22%       23%     (1%) 
 Sector Totals 
 FinTech Revenue          MarTech Revenue        Industry 
 178.8   166.7       7%   47.3   41.4      14%   11.7    9.3      26%   Revenue                      237.8     217.4      9% 
                                                                        Cost of 
                                                                         sales                     (136.6)   (126.1)      8% 
                                                                                                ----------  -------- 
                                                                        Gross 
                                                                         profit                      101.1      91.3     11% 
                                                                        Gross 
                                                                         margin                        43%       42%      1% 
 EBITDA and net margin profit analysis 
                                                                        R&D                         (13.1)    (10.7)     23% 
 
                                                                        Sales 
                                                                         expense                    (35.4)    (32.3)     10% 
 
                                                                        Adjusted 
                                                                         operating 
                                                                         expense                    (17.5)    (18.0)     (3%) 
 
                                                                        Adj. EBITDA 
                                                                         ex cap                       35.1      30.3     16% 
 
                                                                        Capitalised 
                                                                         R&D                          10.4       8.6     22% 
 
                                                                        Adj. EBITDA                   45.5      38.9     17% 
                                                                        Adj. EBITDA 
                                                                         margin                        19%       18%      1% 
 
 

Revenue and Margins

Group revenue increased organically by 9% to GBP237.8m (2019: GBP217.4m) with software revenue increasing by 13% and managed services and consulting revenue by 3%. Software growth was led by growth in recurring and subscription license revenue, balanced by a reduction in perpetual license revenue. Gross margin increased slightly to 43% (2019: 42%) as growth was weighted to higher margin software revenue.

Our continued investment in the Group's operations resulted in an increase in R&D cost of 23% as we accelerated the pace of our development work. Sales and marketing costs increased by 10% as we added new sales and pre-sales staff to expand our market reach. Adjusted operating expense, reflecting the underlying operating cost of our business, fell by 3% reflecting continued control over these costs.

Software

Total software revenue increased by 13% to GBP148.4m (2019: GBP130.9m) and represented 62% of Group revenue (2019: 60%). Software license and subscription revenue increased by 16%, reflecting an 11% fall in perpetual license revenue and a 23% increase in recurring license and subscription revenue as we focused on growing this high-quality revenue. Perpetual license revenue grew by 29% in H2 against the prior year period after a weak H1; however, it remains lumpy and difficult to predict. Software services revenue increased by 11% as our implementation, development and managed services continue to experience high demand as customers engage our technology services to maximise the value that Kx delivers across industries.

Software revenue from FinTech increased by 11% to GBP89.4m (2019: GBP80.2m), reflecting a 5% increase in license revenue (13% increase in recurring license revenue offset by a 19% decrease in perpetual licenses) and 17% growth in services revenue. Total revenue from MarTech was up by 14% to GBP47.3m (2019: GBP41.4m), driven by continued growth in subscription revenue, which was up by 33% to GBP25.6m (2019: GBP19.3m), and a 2% decline in services revenue as we focus on the utilisation by customers of our platform MRP Prelytix. Subscription represented 54% of MarTech revenue, up from 47% in 2019 .

Software revenue from Industry increased by 26% to GBP11.7m (2019: GBP9.3m). Of note was the increasing proportion of recurring revenue in this segment, which now represents 24% of the total (2019: 17%). While perpetual license revenue represents 35% of the total, increasingly it is delivered via partner relationships with a growing pipeline of opportunities. We continue to add to our OEM and systems integrator partnerships and see their domain expertise as important to deliver solutions to customers with "Kx inside".

Software gross margin was maintained at 55%, with a significant weighting to H2 (57%) compared to H1 (52%) due to the higher proportion of license revenue in H2.

Managed services and consulting

Managed services and consulting revenue increased by 3% to GBP89.4m (2019: GBP86.5m) while delivering gross margins of 22%, down from 23% in the prior period. A number of factors impacted revenue and profitability, including slower client decision making through the year. During H2 we achieved several important contract wins, as discussed in the Business review; however, the start of two of these multi-year projects were delayed by several months, in each case for client-specific reasons, impacting both revenue and profit for the year. These projects are now underway.

Profit before tax

Reported profit before tax increased by 9% to GBP18.3m (2019: GBP16.7m) and adjusted profit before tax decreased by 6% to GBP25.9m (2019: GBP27.5m). Both were held back by an increase of GBP2.2m in interest charges following the completion of the acquisition of the minority interest in Kx Systems Inc, with a further GBP1.0m of additional interest relating to IFRS 16 lease costs. The calculation of adjusted profit before tax is detailed below.

 
                                                     2020   2019 
                                                     GBPm   GBPm 
 
 Reported profit before tax                          18.3   16.7 
 
 Adjustments for: 
 Amortisation of acquired intangibles                 3.7    3.8 
 Share based payment and related costs                3.1    2.4 
 Acquisition costs, associate disposal costs and 
  changes in deferred consideration                   2.0    4.0 
 (Profit)/loss on foreign currency translation      (1.0)    0.6 
 Share of profit of associate                       (0.1)      - 
 
 
 Adjusted profit before tax                          25.9   27.5 
 
 

The Group continued to invest in research and development to maintain its technology lead, with total R&D up 23% to GBP13.1m.

 
                                           2020    2019   Movement 
                                           GBPm    GBPm 
 Research and development costs: 
 Expensed during the period                 2.7     2.1        29% 
 Capitalisation of product development 
  costs                                    10.4     8.6        22% 
 
 
 Total research and development            13.1    10.7        23% 
 
 
 Amortisation of R&D                      (8.7)   (7.2)        21% 
 
 Net capitalisation of R&D                  1.7     1.4        28% 
 

IFRS 16

The Group implemented IFRS 16, the accounting standard dealing with leases, using the cumulative catch-up method applied from 1 March 2019. The impact of the new standard is to move the charge on the income statement for operating leases from operating costs to depreciation and interest, while on the balance sheet there is an asset recognising the right-of-use and a future lease liability within both current and non-current liabilities.

Earnings per share

Reported profit after tax increased by 13% to GBP14.9m (2019: GBP13.2m) and reported diluted earnings per share also increased by 13% to 54.2p per share (2019: 47.9p).

The adjusted profit after tax for the year was GBP21.3m (2019: GBP22.9m), a decrease of 7%. The major factors impacting earnings per share were the higher interest charge referred to above and an increase in the Group's adjusted tax rate to 17.8% (2019: 16.8%).

The calculation of adjusted profit after tax is detailed below:

 
                                                          2020    2019 
                                                          GBPm    GBPm 
 
 Reported profit after tax                                14.9    13.2 
 
 Adjustments from profit before tax                        7.6    10.8 
 Tax effect of adjustments and US tax reform             (1.3)   (1.1) 
 
 
 Adjusted profit after tax                                21.3    22.9 
 
 
 Weighted average number of ordinary shares (diluted)    27.5m   27.5m 
 
 Adjusted EPS (fully diluted)                            77.4p   83.2p 
 

The fully diluted average number of shares in issue was maintained at 27.5m resulting in adjusted fully diluted earnings per share of 77.4p, representing a decrease of 7% for the year (2019: 83.2p).

Balance sheet

Total assets increased by 21% to GBP335.8m (2019: GBP277.8m). The purchase of the non-controlling interest (NCI) in Kx Systems for $53.8m in cash in June 2019 impacted the balance sheet following settlement of the NCI forward liability. The result of this transaction saw interest costs increase in the period as new loans were drawn in US dollars. This transaction, along with the implementation of IFRS 16, saw an increase in non-current loans and borrowings of GBP94.0m.

Other financial assets, which includes equity investments, increased to GBP15.8m (2019: GBP13.7m).

Deferred revenue at the period end was up 11% at GBP21.8m (2019: GBP19.5m), arising from the continued focus on growing our recurring revenue.

Cash generation and net debt

The Group generated GBP34.4m of cash from operating activities before taxes paid (2019: GBP27.3m) representing 75% conversion of adjusted EBITDA (2019: 84%).

At the period end, net debt (excluding finance leases) was GBP49.4m (2019: GBP16.5m). The factors impacting the movement in net debt are summarised in the table below:

 
                                                                2020     2019 
                                                                GBPm     GBPm 
 
 Opening net debt (excluding lease liabilities)               (16.5)   (16.2) 
 
 Operating cash flow                                            34.4     27.3 
 Deferred consideration paid (IAS 19 remuneration)                 -      5.3 
                                                           ---------  ------- 
 Operating cash flow before impact of IAS 7 for deferred 
  consideration paid                                            34.4     32.7 
 Taxes paid                                                    (3.0)    (3.5) 
 Dividends paid                                                (7.4)    (6.3) 
 Capital expenditure: property, plant and equipment          ( 2.3 )    (4.1) 
 Capital expenditure: intangible assets                     ( 11.0 )    (9.2) 
 Deferred consideration paid                                       -    (5.3) 
 Acquisition of subsidiaries                                       -    (0.6) 
 Settlement of NCI forward                                    (42.9) 
 Investments                                                 ( 1.6 )    (4.6) 
 Issue of new shares                                            10.1      3.2 
 Interest, foreign exchange and other                        ( 9.2 )    (2.5) 
 
 Closing net debt (excluding lease liabilities)               (49.4)   (16.5) 
 
 
 

The Group assists innovative start-up and scale-up businesses seeking to use the power of Kx to change the game, in return for a revenue share. In some cases, we inject seed capital to help launch the business and bring solutions to market quickly. The table below summarises the investments made in such companies to date as well as the maximum future commitment and the revenue generated for the Group. Future commitments to these businesses are typically payable only if certain pre-determined challenging performance milestones are achieved. In 2020 the Group advanced GBP2.3m in equity and loans to its new and existing venture agreement companies with a maximum further commitment of up to GBP1.8m across all 27 venture agreements.

 
                                                                         Total to 
                                                           2020   2019       date 
 
 Number of venture agreements in period                       9      9         27 
 Equity and loans advanced (GBPm)                           2.3    7.8       18.9 
 Outstanding commitment (GBPm)                              1.8    2.3 
 
 Revenue share agreements                                     9      9         20 
 Revenue recognised for software services 
  (GBPm)                                                    2.8    2.1        8.0 
 Licenses recognised under revenue share 
  agreements (GBPm)                                         0.8    0.4        1.5 
 

Dividend

The Board has determined not to recommend a final dividend for the year, as communicated in the trading update issued on 9 April 2020. As a result, the total distribution relating to the year is the interim dividend of 8.50p per share (2019 total dividend: 27.00p per share).

Consolidated statement of comprehensive income

Year ended 29 February 2020

 
                                                                2020        2019 
                                                    Note     GBP'000     GBP'000 
------------------------------------------------  ------  ----------  ---------- 
 Revenue 
 Software licenses and services                        2     148,401     130,888 
 Managed services and consulting                       2      89,389      86,463 
------------------------------------------------  ------  ----------  ---------- 
 Total revenue                                               237,790     217,351 
 Cost of sales 
 Software licenses and services                        2    (67,184)    (59,465) 
 Managed services and consulting                       2    (69,458)    (66,594) 
------------------------------------------------  ------  ----------  ---------- 
 Total cost of sales                                       (136,642)   (126,059) 
------------------------------------------------  ------  ----------  ---------- 
 Gross profit                                                101,148      91,292 
------------------------------------------------  ------  ----------  ---------- 
 Operating costs 
 Research and development costs                             (13,132)    (10,662) 
 - Of which capitalised                                       10,431       8,573 
 Sales and marketing costs                                  (35,399)    (32,273) 
 Administrative expenses                                    (41,818)    (38,455) 
 Impairment loss on trade and other receivables                  336        (19) 
 Other income                                                    179         277 
------------------------------------------------  ------  ----------  ---------- 
 Total operating costs                                      (79,403)    (72,559) 
------------------------------------------------  ------  ----------  ---------- 
 Operating profit                                             21,745      18,733 
------------------------------------------------  ------  ----------  ---------- 
 Acquisition costs and changes in contingent 
  deferred consideration                                       1,990       3,975 
 Share based payment and related costs                         3,119       2,473 
 Depreciation and amortisation                     5 & 6      14,984       9,958 
 Amortisation of acquired intangible assets            6       3,684       3,799 
------------------------------------------------  ------  ----------  ---------- 
 Adjusted EBITDA                                              45,522      38,938 
------------------------------------------------  ------  ----------  ---------- 
 Finance income                                                   26          37 
 Finance expense                                             (4,666)     (1,478) 
 Gain/(Loss) on foreign currency translation                   1,019       (592) 
------------------------------------------------  ------  ----------  ---------- 
 Net finance costs                                           (3,621)     (2,033) 
 Share of gain/(loss) of associate, net of tax                   126        (23) 
------------------------------------------------  ------  ----------  ---------- 
 Profit before taxation                                       18,250      16,677 
 Income tax expense                                          (3,357)     (3,502) 
------------------------------------------------  ------  ----------  ---------- 
 Profit for the year                                          14,893      13,175 
------------------------------------------------  ------  ----------  ---------- 
 
 
                                                                     2020      2019 
                                                                  GBP'000   GBP'000 
--------------------------------------------------------  -----  --------  -------- 
 Profit for the year                                               14,893    13,175 
 Other comprehensive income 
 Items that will not be reclassified subsequently 
  to profit or loss 
 Equity investments at FVOCI - net change in 
  fair value                                                            -     3,587 
 Items that will or may be reclassified subsequently 
  to profit or loss 
 Net exchange gain/(loss) on net investment 
  in foreign subsidiaries                                           1,394     2,958 
 Net (loss)/gain on hedge of net investment 
  in foreign subsidiaries                                         (2,920)     (728) 
--------------------------------------------------------  -----  --------  -------- 
                                                                  (1,526)     2,230 
--------------------------------------------------------  -----  --------  -------- 
 Other comprehensive income for the period, 
  net of tax                                                      (1,526)     5,817 
--------------------------------------------------------  -----  --------  -------- 
 Total comprehensive income for the period attributable 
  to owners of the parent                                          13,367    18,992 
--------------------------------------------------------  -----  --------  -------- 
 
                                                           Note     Pence     Pence 
--------------------------------------------------------  -----  --------  -------- 
 Earnings per share 
 Basic                                                       4a      55.9      50.9 
 Diluted                                                     4a      54.2      47.9 
--------------------------------------------------------  -----  --------  -------- 
 
 

All profits are attributable to the owners of the Company and relate to continuing activities

Consolidated balance sheet

As at 29 February 2020

 
                                                           2020      2019 
                                                 Note   GBP'000   GBP'000 
----------------------------------------------  -----  --------  -------- 
 Assets 
 Property, plant and equipment                      5    37,143    10,162 
 Intangible assets and goodwill                     6   154,416   151,965 
 Equity accounted investee                                2,937     2,711 
 Other financial assets                                  15,750    13,706 
 Trade and other receivables                              5,000     5,720 
 Deferred tax assets                                     14,982    15,352 
----------------------------------------------  -----  --------  -------- 
 Non-current assets                                     230,228   199,616 
----------------------------------------------  -----  --------  -------- 
 Trade and other receivables                             76,330    57,915 
 Current tax receivable                                   3,142     1,461 
 Cash and cash equivalents                               26,068    18,798 
----------------------------------------------  -----  --------  -------- 
 Current assets                                         105,540    78,174 
----------------------------------------------  -----  --------  -------- 
 Total assets                                           335,768   277,790 
----------------------------------------------  -----  --------  -------- 
 Equity 
 Share capital                                              136       131 
 Share premium                                           91,002    79,726 
 Merger reserve                                           8,118     8,118 
 Share option reserve                                    13,775    10,744 
 Fair value reserve                                       3,587     3,587 
 Currency translation adjustment reserve                  2,418     3,944 
 Retained earnings                                       44,125    36,560 
----------------------------------------------  -----  --------  -------- 
 Equity attributable to owners of the Company           163,161   142,810 
----------------------------------------------  -----  --------  -------- 
 Liabilities 
 Loans and borrowings                                    94,311       289 
 Trade and other payables                                 2,610     3,300 
 Deferred tax liabilities                                10,585    10,827 
----------------------------------------------  -----  --------  -------- 
 Non-current liabilities                                107,506    14,416 
----------------------------------------------  -----  --------  -------- 
 Loans and borrowings                                    10,868    34,998 
 Trade and other payables                                47,719    77,546 
 Current tax payable                                        312     1,004 
 Employee benefits                                        6,202     5,945 
 Contingent deferred consideration                            -     1,071 
----------------------------------------------  -----  --------  -------- 
 Current liabilities                                     65,101   120,564 
----------------------------------------------  -----  --------  -------- 
 Total liabilities                                      172,607   134,980 
----------------------------------------------  -----  --------  -------- 
 Total equity and liabilities                           335,768   277,790 
----------------------------------------------  -----  --------  -------- 
 

Consolidated statement of changes in equity

Year ended 29 February 2020

 
                                                             Share       Fair       Currency 
                            Share      Share     Merger     option      value    translation    Retained     Total 
                          capital    premium    reserve    reserve    reserve     adjustment    earnings    equity 
                          GBP'000    GBP'000    GBP'000    GBP'000    GBP'000        GBP'000     GBP'000   GBP'000 
----------------------  ---------  ---------  ---------  ---------  ---------  -------------  ----------  -------- 
 Balance at 1 March 
  2019                        131     79,726      8,118     10,744      3,587          3,944      36,560   142,810 
 Total comprehensive 
  income for the year 
 Profit for the year            -          -          -          -          -              -      14,893    14,893 
 Other comprehensive 
  income 
 Net exchange gain on 
  net investment in 
  foreign 
  subsidiaries                  -          -          -          -          -          1,394           -     1,394 
 Net exchange loss on 
  hedge of net 
  investment 
  in foreign 
  subsidiaries                  -          -          -          -          -        (2,920)           -   (2,920) 
 Total comprehensive 
  income for the year           -          -          -          -          -        (1,526)      14,893    13,367 
 Transactions with 
 owners of the Company 
 Tax relating to 
  share options                 -          -          -      1,411          -              -           -     1,411 
 Exercise of share 
  options                       4     10,123          -          -          -              -           -    10,127 
 Issue of shares                -         58          -          -          -              -           -        58 
 Issue of shares 
  as contingent 
  deferred 
  consideration                 1      1,095          -          -          -              -           -     1,096 
 Share based payment 
  charge                        -          -          -      1,645          -              -           -     1,645 
 Transfer on forfeit 
  of share options              -          -          -       (25)          -              -          25         - 
 Dividends to owners 
  of the Company                -          -          -          -          -              -     (7,353)   (7,353) 
 Balance at 29 
  February 
  2020                        136     91,002      8,118     13,775      3,587          2,418      44,125   163,161 
----------------------  ---------  ---------  ---------  ---------  ---------  -------------  ----------  -------- 
 
 

Consolidated statement of changes in equity

Year ended 28 February 2019

 
                                                                 Share       Fair       Currency 
                                Share      Share     Merger     option      value    translation    Retained     Total 
                              capital    premium    reserve    reserve    reserve     adjustment    earnings    equity 
                              GBP'000    GBP'000    GBP'000    GBP'000    GBP'000        GBP'000     GBP'000   GBP'000 
--------------------------  ---------  ---------  ---------  ---------  ---------  -------------  ----------  -------- 
 Balance at 1 March 2018          128     73,168      8,118     14,341          -          1,714      39,628   137,097 
--------------------------  ---------  ---------  ---------  ---------  ---------  -------------  ----------  -------- 
 Total comprehensive 
 income 
 for the year 
 Profit for the year                -          -          -          -          -              -      13,175    13,175 
 Other comprehensive 
 income 
 Net exchange gain on net 
  investment in foreign 
  subsidiaries                      -          -          -          -          -          2,958           -     2,958 
 Net exchange loss on 
  hedge 
  of net investment in 
  foreign 
  subsidiaries                      -          -          -          -          -          (728)           -     (728) 
 Net change in fair value 
  of equity investments 
  at FVOCI                          -          -          -          -      3,587              -           -     3,587 
--------------------------  ---------  ---------  ---------  ---------  ---------  -------------  ----------  -------- 
 Total comprehensive 
  income 
  for the year                      -          -          -          -      3,587          2,230      13,175    18,992 
 Transactions with owners 
  of the Company 
 Tax relating to share 
  options                           -          -          -    (4,292)          -              -           -   (4,292) 
 Exercise of share options          2      3,829          -      (684)          -              -           -     3,147 
 Change in measurement 
  of NCI put                        -          -          -          -          -              -     (9,932)   (9,932) 
 Issue of shares                    -         29          -          -          -              -           -        29 
 Issue of shares as 
  contingent 
  deferred consideration            1      2,700          -          -          -              -           -     2,701 
 Share based payment 
  charge                            -          -          -      1,452          -              -           -     1,452 
 Transfer on forfeit of 
  share options                     -          -          -       (73)          -              -          73         - 
 Dividends to owners of 
  the Company                       -          -          -          -          -              -     (6,384)   (6,384) 
 Balance at 28 February 
  2019                            131     79,726      8,118     10,744      3,587          3,944      36,560   142,810 
--------------------------  ---------  ---------  ---------  ---------  ---------  -------------  ----------  -------- 
 

Consolidated cash flow statement

Year ended 29 February 2020

 
                                                                       2020       2019 
                                                                    GBP'000    GBP'000 
----------------------------------------------------------------  ---------  --------- 
 Cash flows from operating activities 
 Profit for the year                                                 14,893     13,175 
 Adjustments for: 
 Net finance costs                                                    3,621      2,033 
 Depreciation of property, plant and equipment                        6,291      2,744 
 Amortisation of intangible assets                                   12,377     11,013 
 Increase in deferred consideration                                       -      3,230 
 Equity-settled share based payment transactions                      1,645      1,452 
 Grant income                                                         (179)      (277) 
 Share of loss of associate                                           (126)         23 
 Deferred consideration paid (IAS 19 remuneration)                        -    (5,317) 
 Tax expense                                                          3,357      3,502 
----------------------------------------------------------------  ---------  --------- 
                                                                     41,879     31,578 
 Changes in: 
 Trade and other receivables                                       (18,869)    (6,468) 
 Trade and other payables                                            11,340      2,230 
----------------------------------------------------------------  ---------  --------- 
 Cash generated from operating activities                            34,350     27,340 
 Taxes paid                                                         (2,957)    (3,462) 
----------------------------------------------------------------  ---------  --------- 
 Net cash from operating activities                                  31,393     23,878 
 Cash flows from investing activities 
 Interest received                                                       26         37 
 Increase in loans to other investments                               (604)    (1,944) 
 Acquisition of subsidiaries, net of cash acquired                        -      (591) 
 Settlement of NCI forward                                         (42,874)          - 
 Acquisition of other investments and associates                    (1,044)    (2,652) 
 Acquisition of property, plant and equipment                       (2,295)    (4,105) 
 Acquisition of intangible assets                                  (10,972)    (9,238) 
 Net cash used in investing activities                             (57,763)   (18,493) 
 Cash flows from financing activities 
 Proceeds from issue of share capital                                10,127      3,147 
 Drawdown of loans and borrowings                                    76,933      8,900 
 Repayment of borrowings                                           (36,751)    (3,558) 
 Payment of lease liabilities (2019: finance lease liabilities)     (4,531)       (48) 
 Interest paid                                                      (3,482)    (1,457) 
 Dividends paid                                                     (7,397)    (6,336) 
----------------------------------------------------------------  ---------  --------- 
 Net cash generated in financing activities                          34,899        648 
 
 Net increase in cash and cash equivalents                            8,529      6,033 
 Cash and cash equivalents at 1 March                                18,798     12,365 
 Effects of exchange rate changes on cash held                      (1,259)        400 
----------------------------------------------------------------  ---------  --------- 
 Cash and cash equivalents at 29 February                            26,068     18,798 
================================================================  =========  ========= 
 
 
   1.    Basis of preparation 

The consolidated financial statements consolidate those of the Company and its subsidiaries (together referred to as the "Group").

The financial information included in this preliminary announcement does not constitute statutory accounts of the Group for the years ended 29 February 2020 or 28 February 2019 but is derived from those accounts. Statutory accounts for 2019 have been delivered to the Registrar of Companies and those for 2020 will be delivered following the Company's Annual General Meeting. The auditors have reported on those accounts; their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006.

Both the consolidated financial statements and the Company financial statements have been prepared and approved by the Directors in accordance with International Financial Reporting Standards as adopted by the EU ("IFRSs").

Changes in accounting policies

IFRS 16 Leases

The Group adopted IFRS 16 from 1 March 2019 using the cumulative catch-up method with the effect of initially applying the standard reflected as an adjustment to the opening balance of retained earnings as of 1 March 2019. As such, comparative information has not been restated to reflect the new requirements.

IFRS 16 changed lease accounting mainly for lessees and replaced the existing standard IAS 17. An asset for the right to use the leased item and a liability for future lease payments is recognised for all leases, subject to limited exemptions for short-term leases and low-value lease assets. The costs of leases are recognised in profit or loss split between depreciation of the lease asset and a finance charge on the lease liability. This is similar to the accounting for finance leases under IAS 17, but substantively different to the accounting treatment for operating leases under which no lease asset or lease liability was recognised. IFRS 16 also includes an election which permits a lessee not to separate non-lease components (e.g. maintenance) from lease components and instead capitalise both the lease cost and associated non-lease costs.

The standard primarily affected the accounting for the Group as a lessee under operating leases. The application of IFRS 16 resulted in the recognition of additional assets and liabilities in the Group balance sheet and in the consolidated statement of comprehensive income and it replaced the straight-line operating lease expense with a depreciation charge for the right-of-use asset and an interest expense on the lease liabilities. The Group availed of the recognition exemption for short-term and low-value leases. The Group also elected to use the following practical expedients available on transition to IFRS 16:

 
      --   not to reassess whether a contract is or contains a lease. Accordingly, 
            the definition of a lease in accordance with IAS 17 and IFRIC 4 will 
            continue to be applied to those leases entered into or modified before 
            1 March 2019; 
      --   use hindsight in determining the lease term; 
      --   apply a single discount rate to portfolios of leases with reasonably 
            similar characteristics; and 
      --   not to separate non-lease components, instead accounting for any lease 
            and associated non-lease components as a single arrangement. 
 

All right-of-use assets were measured at the amount of the lease liability on adoption. The Group's weighted average incremental borrowing rate applied to lease liabilities as at 1 March 2019 is 3.75%.

Impact of conversion

The following table summarises the impact of transition to IFRS 16 on retained earnings at 1 March 2019.

 
 Retained earnings                                                     Impact of 
                                                                        adopting 
                                                                      IFRS 16 at 
                                                                    1 March 2019 
                                                                         GBP'000 
 a Property, plant and equipment: Recognition of property, 
  plant and equipment                                                     24,964 
 b Trade and other payables: Rent accruals adjustment                      1,109 
 c Loan and borrowings non-current: Recognition of long-term 
  lease liability                                                       (22,906) 
 c Loan and borrowings current: Recognition of short-term lease 
  liability                                                              (3,167) 
                                                                  -------------- 
 Impact at 1 March 2019                                                        - 
                                                                  ============== 
 

The adoption of IFRS 16 has also impacted the classification of associated cash flows in the consolidated cash flow statement - lease cash flows previously presented as operating cash flows are presented as financing cash flows split into payments of principal and interest (payment of finance lease liabilities and interest paid respectively).

   2.    Operating and business segments 

Information about reportable segments

 
                         Managed services 
                           and consulting          Software                 Total 
                       --------------------  --------------------  ---------------------- 
                            2020       2019       2020       2019        2020        2019 
                         GBP'000    GBP'000    GBP'000    GBP'000     GBP'000     GBP'000 
---------------------  ---------  ---------  ---------  ---------  ----------  ---------- 
 Revenue by industry 
 Revenue                  89,389     86,463    148,401    130,888     237,790     217,351 
 Cost of sales          (69,458)   (66,594)   (67,184)   (59,465)   (136,642)   (126,059) 
---------------------  ---------  ---------  ---------  ---------  ----------  ---------- 
 Gross profit             19,931     19,869     81,217     71,423     101,148      91,292 
---------------------  ---------  ---------  ---------  ---------  ----------  ---------- 
 

Geographical location analysis

 
                       Revenues         Non-current assets 
                  ------------------  --------------------- 
                      2020      2019        2020       2019 
                   GBP'000   GBP'000     GBP'000    GBP'000 
----------------  --------  --------  ----------  --------- 
 UK                 66,878    63,309      56,485     42,800 
 Rest of Europe     42,862    38,090      15,218     11,739 
 North America     100,596    94,511     142,476    129,584 
 Australasia        27,454    21,441       1,067        141 
----------------  --------  --------  ----------  --------- 
 Total             237,790   217,351     215,246    184,264 
----------------  --------  --------  ----------  --------- 
 

Disaggregation of revenue

 
                                   Managed services 
                                    and consulting         Software              Total 
                                 -------------------  ------------------  ------------------ 
                                      2020      2019      2020      2019      2020      2019 
                                   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
-------------------------------  ---------  --------  --------  --------  --------  -------- 
 Revenue by industry 
 FinTech                            89,389    86,463    89,398    80,239   178,787   166,702 
 MarTech                                 -         -    47,299    41,355    47,299    41,355 
 Industry                                -         -    11,704     9,294    11,704     9,294 
-------------------------------  ---------  --------  --------  --------  --------  -------- 
                                    89,389    86,463   148,401   130,888   237,790   217,351 
-------------------------------  ---------  --------  --------  --------  --------  -------- 
 Type of good or service 
 Sale of goods - perpetual               -         -    11,856    13,348    11,856    13,348 
 Sale of goods - recurring               -         -    59,789    48,615    59,789    48,615 
 Rendering of services              89,389    86,463    76,756    68,925   166,145   155,388 
-------------------------------  ---------  --------  --------  --------  --------  -------- 
                                    89,389    86,463   148,401   130,888   237,790   217,351 
-------------------------------  ---------  --------  --------  --------  --------  -------- 
 Timing of revenue recognition 
 At a point in time                      -         -    11,856    13,348    11,856    13,348 
 Over time                          89,389    86,463   136,545   117,540   225,934   204,003 
-------------------------------  ---------  --------  --------  --------  --------  -------- 
                                    89,389    86,463   148,401   130,888   237,790   217,351 
-------------------------------  ---------  --------  --------  --------  --------  -------- 
 
   3.    Dividends 
 
                                                  2020      2019 
                                               GBP'000   GBP'000 
--------------------------------------------  --------  -------- 
 Dividends paid to the owners of the parent 
 Final dividend relating to the prior year       5,084     4,383 
 Interim dividend paid                           2,269     2,001 
--------------------------------------------  --------  -------- 
                                                 7,353     6,384 
 Dividends paid to NCI                               -         - 
--------------------------------------------  --------  -------- 
                                                 7,353     6,384 
--------------------------------------------  --------  -------- 
 

The dividends recorded in each financial year represent the final dividend of the preceding financial year and the interim dividend of the current financial year. The final dividend relating to the prior year amounted to 19.30p (previous year: 17.00p) per share and the interim dividend paid during the year amounted to 8.50p (previous year: 7.70p) per share. The cumulative dividend paid during the year amounted to 27.80p (previous year: 24.70p) per share.

After the respective reporting dates, the following dividends were proposed by the Directors. The dividends have not been provided for and there are no income tax consequences.

 
                                               2020      2019 
                                            GBP'000   GBP'000 
----------------------------------------  ---------  -------- 
 Nil p per ordinary share (2019: 19.3p)           -     5,049 
----------------------------------------  ---------  -------- 
 
   4.    a) Earnings per ordinary share 

Basic

The calculation of basic earnings per share at 29 February 2020 was based on the profit attributable to ordinary shareholders of GBP14,893k (2019: GBP13,175k), and a weighted average number of ordinary shares in issue of 26,628k (2019: 25,909k).

 
                                   2020         2019 
                                  Pence        Pence 
                              per share    per share 
--------------------------  -----------  ----------- 
 Basic earnings per share          55.9         50.9 
--------------------------  -----------  ----------- 
 

Weighted average number of ordinary shares

 
                                                                2020     2019 
                                                              Number   Number 
                                                                '000     '000 
-----------------------------------------------------------  -------  ------- 
 Issued ordinary shares at 1 March                            26,162   25,641 
 Effect of share options exercised                               437      243 
 Effect of shares issued as purchase consideration                27       24 
 Effect of shares issued as remuneration                           2        1 
-----------------------------------------------------------  -------  ------- 
 Weighted average number of ordinary shares at 29 February    26,628   25,909 
-----------------------------------------------------------  -------  ------- 
 

Diluted

The calculation of diluted earnings per share at 29 February 2020 was based on the profit attributable to ordinary shareholders of GBP14,893k (2019: GBP13,175k) and a weighted average number of ordinary shares after adjustment for the effects of all dilutive potential ordinary shares of 27,502k (2019: 27,523k).

 
                                     2020         2019 
                                    Pence        Pence 
                                per share    per share 
----------------------------  -----------  ----------- 
 Diluted earnings per share          54.2         47.9 
----------------------------  -----------  ----------- 
 

Weighted average number of ordinary shares (diluted)

 
                                                           2020     2019 
                                                         Number   Number 
                                                           '000     '000 
------------------------------------------------------  -------  ------- 
 Weighted average number of ordinary shares (basic)      26,628   25,909 
 Effect of dilutive share options in issue                  874    1,614 
------------------------------------------------------  -------  ------- 
 Weighted average number of ordinary shares (diluted) 
  at 29 February                                         27,502   27,523 
------------------------------------------------------  -------  ------- 
 

At 29 February 2020 18,885 shares (2019: 75) were excluded from the diluted weighted average number of ordinary shares calculation as their effect would have been anti-dilutive. The average market value of the Group's shares for the purposes of calculating the dilutive effect of share options was based on quoted market prices for the year during which the options were outstanding.

4. b) Earnings before tax per ordinary share

Earnings before tax per share are based on profit before taxation of GBP18,250k (2019: GBP16,677k). The number of shares used in this calculation is consistent with note 4(a) above.

 
                                                         2020         2019 
                                                        Pence        Pence 
                                                    per share    per share 
------------------------------------------------  -----------  ----------- 
 Basic earnings before tax per ordinary share            68.5         64.4 
 Diluted earnings before tax per ordinary share          66.4         60.6 
------------------------------------------------  -----------  ----------- 
 

Reconciliation from earnings per ordinary share to earnings before tax per ordinary share:

 
                                                2020         2019 
                                               Pence        Pence 
                                           per share    per share 
---------------------------------------  -----------  ----------- 
 Basic earnings per share                       55.9         50.9 
 Impact of taxation charge                      12.6         13.5 
---------------------------------------  -----------  ----------- 
 Basic earnings before tax per share            68.5         64.4 
---------------------------------------  -----------  ----------- 
 Diluted earnings per share                     54.2         47.9 
 Impact of taxation charge                      12.2         12.7 
---------------------------------------  -----------  ----------- 
 Diluted earnings before tax per share          66.4         60.6 
---------------------------------------  -----------  ----------- 
 

Earnings before tax per share is presented to facilitate pre-tax comparison returns on comparable investments.

4. c) Adjusted earnings after tax per ordinary share

Adjusted earnings after tax per share is based on an adjusted profit after taxation of GBP21,283k (2019: GBP22,912k). The adjusted profit after tax has been calculated by adjusting for the amortisation of acquired intangibles after tax effect of GBP3,155k (2019: GBP3,370k), share based payment and related charges after tax effect of GBP2,526k (2019: GBP2,003k), acquisition costs after tax effect of GBP1,635k (2019: GBP3,838k), share of profit of associate after tax effect of GBP126k (2019: loss GBP23k), the gain on foreign currency translation after tax effect of GBP802k (2019: loss GBP503k). The number of shares used in this calculation is consistent with note 4(a) above.

 
                                                                 2020         2019 
                                                                Pence        Pence 
                                                            per share    per share 
--------------------------------------------------------  -----------  ----------- 
 Adjusted basic earnings after tax per ordinary share            79.9         88.4 
 Adjusted diluted earnings after tax per ordinary share          77.4         83.2 
--------------------------------------------------------  -----------  ----------- 
 
   5.   Property, plant and equipment 
 
                                      Leasehold    Plant and       Office 
                                   improvements    equipment    furniture       Lease      Total 
                                        GBP'000      GBP'000      GBP'000     GBP'000    GBP'000 
-------------------------------  --------------  -----------  -----------  ----------  --------- 
 Cost 
 At 1 March 2019                          5,092       16,151        1,201           -     22,444 
 Recognition of right-of-use 
  asset on initial application 
  of IFRS 16                                  -            -            -      24,964     24,964 
 Additions                                  124        1,767          404       5,612      7,907 
 Exchange adjustments                       742        (755)          158         338        483 
-------------------------------  --------------  -----------  -----------  ----------  --------- 
 At 29 February 2020                      5,958       17,163        1,763      30,914     55,798 
-------------------------------  --------------  -----------  -----------  ----------  --------- 
 Depreciation 
 At 1 March 2019                          2,099        9,425          758           -     12,282 
 Charge for the year                        657        1,848          288       3,498      6,291 
 Exchange adjustments                        95         (45)           50        (18)         82 
-------------------------------  --------------  -----------  -----------  ----------  --------- 
 At 29 February 2020                      2,851       11,228        1,096       3,480     18,655 
-------------------------------  --------------  -----------  -----------  ----------  --------- 
 
 
                             Leasehold    Plant and       Office 
                          improvements    equipment    furniture       Lease      Total 
                               GBP'000      GBP'000      GBP'000     GBP'000    GBP'000 
----------------------  --------------  -----------  -----------  ----------  --------- 
 Cost 
 At 1 March 2018                 3,622       12,840          869           -     17,331 
 Additions                       1,470        3,378          331           -      5,179 
 Exchange adjustments                -         (67)            1           -       (66) 
----------------------  --------------  -----------  -----------  ----------  --------- 
 At 28 February 2019             5,092       16,151        1,201           -     22,444 
----------------------  --------------  -----------  -----------  ----------  --------- 
 Depreciation 
 At 1 March 2018                 1,696        7,357          564           -      9,617 
 Charge for the year               419        2,132          193           -      2,744 
 Exchange adjustments             (16)         (64)            1           -       (79) 
----------------------  --------------  -----------  -----------  ----------  --------- 
 At 28 February 2019             2,099        9,425          758           -     12,282 
----------------------  --------------  -----------  -----------  ----------  --------- 
 Carrying amounts 
 At 1 March 2018                 1,926        5,483          305           -      7,714 
----------------------  --------------  -----------  -----------  ----------  --------- 
 At 28 February 2019             2,993        6,726          443           -     10,162 
----------------------  --------------  -----------  -----------  ----------  --------- 
 At 29 February 2020             3,107        5,935          667      27,434     37,143 
----------------------  --------------  -----------  -----------  ----------  --------- 
 
   6.    Intangible assets and goodwill 
 
                                                                         Internally 
                                       Customer    Acquired      Brand    developed 
                            Goodwill      lists    software       name     software      Total 
                             GBP'000    GBP'000     GBP'000    GBP'000      GBP'000    GBP'000 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 Cost 
 Balance at 1 March 2019     107,390     12,897      28,668        751       59,559    209,265 
 Development costs                 -          -         541          -       10,431     10,972 
 Additions                         -          -           -          -            -          - 
 Exchange adjustments          3,249        362         699         18          290      4,618 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 At 29 February 2020         110,639     13,259      29,908        769       70,280    224,855 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 Amortisation 
 Balance at 1 March 2019           -      8,303      18,818        566       29,613     57,300 
 Amortisation for the 
  year                             -      1,315       2,315         54        8,693     12,377 
 Exchange adjustment               -        230         423         13           96        762 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 At 29 February 2020               -      9,848      21,556        633       38,402     70,439 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 
 
                                                                         Internally 
                                       Customer    Acquired      Brand    developed 
                            Goodwill      lists    software       name     software      Total 
                             GBP'000    GBP'000     GBP'000    GBP'000      GBP'000    GBP'000 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 Cost 
 Balance at 1 March 2018     103,903     12,539      27,375        738       51,293    195,848 
 Development costs                 -          -           -          -        8,573      8,573 
 Additions                         -          -         665          -            -        665 
 Exchange adjustments          3,487        358         628         13        (307)      4,179 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 At 28 February 2019         107,390     12,897      28,668        751       59,559    209,265 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 Amortisation 
 Balance at 1 March 2018           -      6,783      16,186        505       22,630     46,104 
 Amortisation for the 
  year                             -      1,308       2,437         54        7,214     11,013 
 Exchange adjustment               -        212         195          7        (231)        183 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 At 28 February 2019               -      8,303      18,818        566       29,613     57,300 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 Carrying amounts 
 At 1 March 2018             103,903      5,756      11,189        233       28,663    149,744 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 At 28 February 2019         107,390      4,594       9,850        185       29,946    151,965 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 At 29 February 2020         110,639      3,411       8,352        136       31,878    154,416 
-------------------------  ---------  ---------  ----------  ---------  -----------  --------- 
 

7. Loans and borrowings

 
 
                                                    2020      2019 
                                                 GBP'000   GBP'000 
----------------------------------------   ---  --------  -------- 
 Current liabilities 
 Secured bank loans                                6,337    34,909 
 Lease liabilities (2019: Finance lease            4,531         - 
  liabilities) 
----------------------------------------   ---  --------  -------- 
                                                  10,868    34,909 
  --------------------------------------------  --------  -------- 
 Non-current liabilities 
 Secured bank loans                               69,156         - 
 Lease liabilities (2019: Finance lease           25,155         - 
  liabilities) 
----------------------------------------------  --------  -------- 
                                                  94,311         - 
  --------------------------------------------  --------  -------- 
 
   8.   Report and accounts 

Copies of the Annual Report will be available as of 4 June 2020 on the Group's website, www.firstderivatives.com and from the Group's headquarters at 3 Canal Quay, Newry, BT35 6BP.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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May 19, 2020 02:00 ET (06:00 GMT)

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