TIDMMAI
RNS Number : 7796K
Maintel Holdings PLC
02 September 2019
Maintel Holdings Plc
("Maintel", the "Company" or the "Group")
Interim results for the six months to 30 June 2019
Maintel Holdings Plc, a leading provider of communications cloud
and managed services, announces its interim results for the six
months to 30 June 2019.
Key highlights are:
-- Revenue down 3% to GBP64.5m (H1 2018: GBP66.5m) with
recurring revenue at 69% (H1 2018: 70%)
-- Gross margin at 29% (H1 2018: 27%)
-- Adjusted EBITDA ([5]) up 28% to GBP6.5m (H1 2018: GBP5.0m),
including IFRS 16 adjustment of GBP0.5m
-- Adjusted earnings per share ([1]) at 30.0p (H1 2018: 25.9p), an increase of 16%
-- Strong cash performance with underlying cash conversion of
94% of adjusted EBITDA ([2]) (H1 2018: 80%)
-- Net debt at GBP24.2m ([3]) reduced from GBP25.5m at 31 December 2018
-- Interim dividend per share proposed at 15.1p (H1 2018: 15.0p)
Operational highlights
-- Maintel's successful transition to a cloud and managed
services business continues, with revenues from cloud and software
customers now at GBP13m, 20% of revenue (H1 2018: 15% of
revenue)
-- Cloud UCaaS seats increased 32% to c.66,000 (H1 2018: c.50,000)
-- Investment into strategic and higher growth areas
Board change
The Board announces that its Chief Executive Officer Eddie
Buxton will be leaving the Company on 31(st) December 2019 by
mutual agreement. The Board is keen to record its thanks to Eddie
for his strong leadership of the business for over ten years and to
wish him well for the future.
Key Financial Information
Unaudited results for 6 months Increase/
ended 30 June: 2019 2018 (decrease)
Group revenue GBP64.5m GBP66.5m (3)%
Profit/(loss) before tax GBP1.5m (GBP0.3m) -
Adjusted profit before tax ([4]) GBP4.9m GBP4.2m 17%
Basic earnings/(loss) per share 10.6p (2.6p) -
Adjusted earnings per share ([1]) 30.0p 25.9p 16%
Interim dividend per share proposed 15.1p 15.0p 1%
Commenting on the Group's results, John Booth, Chairman
said:
"Performance in the first six months of the year marks continued
progress towards our goal of transforming Maintel into a cloud and
managed services business and demonstrates the benefits we are
receiving from investment in our cloud and software capability,
notably improved margins and higher cash conversion. Our ICON
platform continues to attract new customers from both public and
private sectors with contracted seats growing at 32% to over
66,000. Gross margin increased to 29%, and underlying data revenues
have grown 6% as customers transition to cloud.
Notwithstanding this significant progress, Group revenue in the
period was impacted by the continued market transition to new
technologies driving both a change in the revenue profile for
project implementation and the revenue of our support business. In
addition, we have seen some delays in the award of public sector
contracts as the new Public Sector framework goes live."
Notes
[1] Adjusted earnings per share is basic earnings/(loss) per
share of 10.6p (H1 2018: loss of (2.6p)), adjusted for acquired
intangibles amortisation, exceptional items, share based payments
and deferred tax charges related to loss reliefs from previous
acquisitions of Datapoint and Azzurri (note 3). The weighted
average number of shares in the period was 14.3m (H1
2018:14.2m).
[2] Cash conversion is adjusted EBITDA to operating cash
flow.
[3] Interest bearing debt (excludes IFRS 16 liabilities and
issue costs of debt) minus cash.
[4] Adjusted profit before tax of GBP4.9m (H1 2018: GBP4.2m) is
basic profit/(loss) before tax, adjusted for intangibles
amortisation, exceptional items and share based payments.
[5] Adjusted EBITDA is calculated as shown in note 4.
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014
For further information please contact:
Mark Townsend, Chief Financial Officer 0344 871 1122
Rufus Grig, Chief Technology and
Strategy Officer
finnCap
Jonny Franklin-Adams / Anthony Adams
(Corporate Finance)
Richard Chambers (Corporate Broking) 020 7220 0500
Oakley Advisory, (Financial Advisors)
Christian Maher / Victoria Boxall 020 7766 6900
Chairman's statement
Maintel continues its transformation into a cloud and managed
services provider with growth of 32% in unified communications
seats on our ICON cloud platform and revenues from cloud and
software customers now representing 20% of overall turnover.
We have combined our software and cloud teams into a single
division based at the new Maintel Technology Centre in Fareham to
accelerate the pace of investment and development in our own
intellectual property, supporting both our cloud platforms and our
Customer Experience software offer which is focused on further
improving customer satisfaction and retention. Developments are
focused on automation and the self-service capabilities that
customers are increasingly seeking, and which have the added
benefit of reducing our cost base. In our contact centre platform,
we are continuing to drive towards increased cloud adoption and the
incorporation of Artificial Intelligence (AI) into our chat and
self-service modules.
The period saw an increase in adjusted EBITDA ([5]) of 28% to
GBP6.5m, (H1 2018: GBP5.0m), including GBP0.5m of IFRS16
adjustments, supported by an improvement of 2 percentage points in
Gross Margin to 29.3% (H1 2018:27.3%). Revenue, at GBP64.5m, was
down 3% on the prior year (H1 2018: GBP66.5m), driven by a number
of factors, principally the market move to newer technologies and
some price erosion in the support component of our managed service
base.
There was strong cash generation in the period with underlying
cash conversion of 94% ([2]) of adjusted EBITDA and net debt
reducing to GBP24.2m ([3]) reduced from GBP25.5m at 31 December
2018.
High margin professional services revenues grew as a result of
an increase in software and consultancy engagements, while lower
margin technology revenue fell as anticipated as the project mix
continues its shift from one-off on-premise projects to a recurring
revenue model as customers move to cloud-based platforms.
Our managed services base declined by 3% in the period driven by
the transition of customers from on-premise into cloud-based
platforms with associated revenue now reflected in our data
numbers. As anticipated, we have seen some erosion in the support
base due to customers down-sizing their estates as working patterns
change, and the upgrading of some of our larger support customers
from older legacy platforms to more modern software-based solutions
where support revenues are lower with a correspondingly lower cost
base.
Although network services revenues have shown a small decline at
GBP19.5m (H1 2018: GBP20.6m), the underlying story is of a 6%
growth in data revenues, the decline being due to the run off of
previously announced legacy contracts which gave notice to cease in
2017. The Group has won several new voice and data contracts,
typically in support of cloud-based unified communications
projects.
We continue to invest in our people with a full programme of
learning and development, ensuring that our talented and committed
staff are equipped with the skills required as the market migrates
to digital and cloud.
Reflecting our confidence in the underlying cash flow of the
Group and its longer term prospects, we propose to pay an interim
dividend of 15.1p, a 1% increase on the 2018 figure, in line with
our previously stated intention to pay out at least 40% of adjusted
earnings to shareholders.
On behalf of the Board, I would like to take this opportunity to
thank all our employees for their continued hard work and
commitment.
Finally, I announce the resignation of our Chief Executive
Officer, Eddie Buxton. Since joining us in 2009 Eddie has overseen
a period of significant growth for the Company and has led the
transformation of Maintel into a cloud and managed services
business. The Board would like to thank Eddie for his strong
leadership during this time and wish him well for the future. The
search for a replacement is well under way and we expect to be able
to announce a successor shortly. During the interim period, the
Executive Directors, with the support of the rest of the Board,
will lead the business and Eddie will remain with the Company to
ensure an orderly handover to his successor.
J D S Booth
Chairman
30 August 2019
New IFRS implementation
Maintel has adopted IFRS 16 - Leases for the financial year
ending 31 December 2019, and it has chosen to use the modified
retrospective approach to adoption which means there are no
restatements to the prior year figures.
IFRS 16 introduces a single lessee accounting model, where-by
the Group will recognise a lease liability and a right of use asset
at 1 January 2019 for leases previously classified as operating
leases. Within the income statement rent expense is replaced by
depreciation and interest expense.
The adoption of IFRS 16 has resulted in a right of use asset of
GBP4.3m, with a corresponding liability of GBP4.1m, being
recognised as at 30 June 2019.
In order to allow users of the accounts to see how the impact of
IFRS 16 has affected adjusted EBITDA ([5]) , we present a
reconciliation below.
Adjusted EBITDA
6 months
to 30 6 months
June to 30
2019 June 2018
GBP000 GBP000 Growth
Consistent with 2018 presentation
and accounting policy 6,008 5,042 19%
Changes due to accounting
policy - IFRS 16 464 -
--------- ----------- -------
Consistent with 2019 presentation
and accounting policy 6,472 5,042 28%
The changes to accounting policy and presentation have improved
the percentage growth of EBITDA driven by the effect of IFRS 16
which has adjusted the current period (favourably) and not the
comparator as this is not restated; if the effect of IFRS 16 were
to be removed the percentage growth would be 19%.
Business review
Results for the 6 month period to 30 June 2019
The Group has seen a small decrease in revenue in the period of
3% to GBP64.5m (H1 2018: GBP66.5m), driven by customers
transitioning from on-premise up-front sales replaced by a
recurring multi-year cloud service model. In addition, we have seen
some price reduction as customers upgrade from older platforms with
significant hardware support elements to modern, software-based
platforms.
Recurring revenue (being all revenue excluding one-off projects)
remained high at 69% (H1 2018: 70%).
An adjusted profit before tax (adjustments explained below) of
GBP4.9m was generated (H1 2018: GBP4.2m).
On an unadjusted basis, the Group generated a profit before tax
of GBP1.5m (H1 2018: loss of GBP0.3m) and an earnings per share of
10.6p (H1 2018: loss per share of 2.6p). This includes GBP12,000 of
exceptional income (H1 2018: exceptional costs of GBP1.3m) (refer
note 6) and intangibles amortisation of GBP3.3m (H1 2018:
GBP3.0m).
Adjusted earnings per share (EPS) increased by 16% to 30.0p (H1
2018: 25.9p) based on a weighted average number of shares in the
period of 14.3m (H1 2018: 14.2m).
6 months 6 months
to 30 to 30 June
June 2019 2018
Increase
GBP000 GBP000 / (decrease)
Revenue 64,504 66,537 (3)%
----------- ------------- --------------
Profit /(loss) before
tax 1,549 (256)
Add back intangibles
amortisation 3,326 3,039
Exceptional items (note
6) (12) 1,251
Share based remuneration 69 188
Adjusted profit before
tax 4,932 4,222 17%
----------- ------------- --------------
Adjusted EBITDA(a) 6,472 5,042 28%
----------- ------------- --------------
Basic earnings / (loss)
per share 10.6p (2.6p) -
Diluted 10.4p (2.6p) -
----------- ------------- --------------
Adjusted earnings per
share(b) 30.0p 25.9p 16%
Diluted 29.5p 25.4p 16%
----------- ------------- --------------
(a) Adjusted EBITDA is EBITDA of GBP6.4m (H1 2018: GBP3.6m) less
exceptional items and share based remuneration (note 4).
(b) Adjusted profit after tax divided by weighted average number
of shares (note 3).
Review of operations
ICON is Maintel's suite of cloud services, the main services
being ICON Communicate (enterprise grade managed unified
communications), ICON Now (Unified Communications as a Service),
ICON Secure (network security) and ICON Connect (managed WAN).
Elements of cloud services revenues are currently accounted for in
both the managed services and technology division (under both
managed services related and technology revenue lines), and the
network services division (under the data connectivity services
revenue line).
The following table shows the performance of the three operating
segments of the Group.
6 months 6 months
to 30 June to 30 June
2019 2018
Revenue analysis GBP000 GBP000 Decrease
Managed services related 22,474 23,166 (3)%
Technology(c) 19,859 19,999 (1)%
---------------------------- ------------ ------------ ---------
Managed services and
technology division 42,333 43,165 (2)%
Network services division 19,539 20,608 (5)%
Mobile division 2,632 2,764 (5)%
Total Group 64,504 66,537 (3)%
============================ ============ ============ =========
(c)Technology includes revenues from hardware, software,
professional services and other sales.
Managed services and technology division
The managed services and technology division provides the
management, maintenance, service and support of unified
communications, contact centres and local area networking
technology, on a contracted basis, on customer premises and in the
cloud. This is across the UK and internationally. It also supplies
and installs project-based technology, professional and consultancy
services to our direct clients and through our partner
relationships.
6 months 6 months
to 30 June to 30 June
2019 2018
GBP000 GBP000 Decrease
Divisional revenue 42,333 43,165 (2)%
Divisional gross profit 11,396 11,882 (4)%
Gross margin (%) 27% 28%
========================== ============ ============ =========
Revenue in this division decreased by 2% to GBP42.3m, and gross
profit by 4% to GBP11.4m. Reductions in technology and managed
services, as highlighted earlier in the report, are largely driven
by the transition of customers from on-premise into cloud-based
platforms.
This led to the anticipated reduction in technology revenue;
however, it was offset to an extent, by an increase in professional
services revenue as we gained contract wins in our software and
consultancy practice, including the development and rollout of a
multilingual IVR across multiple countries for a global enterprise
organisation.
Our managed services base declined by 3% in the period partly as
a result of customers moving to the cloud model, where traditional
"support" is replaced by a managed services element, which is
reported in network services. In addition, revenues have been
impacted by the upgrading of some of our larger support customers
from older legacy platforms to more modern software-based solutions
where the support revenues are lower, offset by a naturally lower
cost base to support this new technology.
In the period, one of our channel partners lost a major contract
that Maintel serviced on their behalf, which will impact the H2
2019 support revenues.
Gross margin within the division reduced slightly to 27% (H1
2018: 28%).
Network services division
The network services division sells a portfolio of connectivity
and communications services, including managed MPLS networks,
SD-WAN services, security as a service, internet access services,
dedicated access to public cloud services, SIP telephony services,
inbound and outbound telephone calls and hosted IP telephony
solutions. These services complement the on-premises and cloud
solutions offered by the managed service and technology division
and the mobile division's services.
6 months 6 months
to 30 June to 30 June
2019 2018
(Decrease)
GBP000 GBP000 / increase
Call traffic 2,551 2,837 (10)%
Line rental 4,566 4,953 (8)%
Data connectivity services 12,245 12,648 (3)%
Other 177 170 4%
----------------------------- ------------ ------------ ------------
Total division 19,539 20,608 (5)%
Division gross profit 6,206 4,945 25%
Gross margin (%) 32% 24%
============================= ============ ============ ============
Network services revenue decreased by 5% in the period, with
gross margins in the division growing by 8% to 32% (H1 2018: 24%),
reflecting the significantly richer contributions from cloud
service revenues.
Traditional fixed line revenues (shown above under call traffic
and line rental) decreased by 9% to GBP7.1m (H1 2018: GBP7.8m),
which is a reflection of the overall market decline and a shift in
focus of the Group to meet the higher demand for margin rich cloud
and SIP services.
Data connectivity revenues declined by 3% over the prior period,
as a result of the diminishing tail of previously announced legacy
contract terminations, but the progress in cloud services is
driving an underlying growth of 6% in data. This growth is set to
continue as we rollout 2 significant data network contracts in H2
2019. The launch of our SD-WAN proposition has positioned Maintel
as a credible data network provider and it has been well received
by our customers.
ICON cloud services
In H1 2019 there was an acceleration in the take-up of our cloud
managed unified communications services over H1 2018 resulting in
growth of 32% to more than 66,000 contracted seats. Revenue from
cloud and software customers now stands at GBP12.9m in H1 2019 -
20% of revenue (H1 2018: 15% of revenue).
We are continuing to see larger and more mission critical
communications installations move to the cloud, with new ICON
Communicate deals across all our vendors. H2 2019 will see the
rollout of our largest cloud UCaaS customer with c.8000 seats for a
public sector organisation.
We continue to invest in our growth areas of cloud and software
and have brought those teams together in our Technology Centre in
Fareham, Hampshire. Key developments on the ICON platform include
adding new capabilities to our customer-facing portal, enhancements
to our ICON Connect platform in terms of additional capacity and
more SD-WAN capability, and enhancements to our ICON Secure
platform.
Interest in our recently launched mid-market focussed UCaaS
offer, ICON Now, is encouraging. We have already closed a
significant contract which will roll out in H2 and the prospect
pipeline continues to grow. Our software capability is gaining
traction with recent contract awards of 2 major software
integration projects delivered by our in-house software integration
team. We have increased our investment in Callmedia, our
omni-channel contact centre - focussing on user experience and AI
capabilities.
Mobile division
Maintel's mobile division derives its revenue primarily from
commissions received under its dealer agreements with O2 and from
value added services such as mobile fleet management and mobile
device management.
6 months 6 months
to 30 June to 30 June
2019 2018
GBP000 GBP000 Decrease
Revenue 2,632 2,764 (5)%
Gross profit 1,285 1,359 (5)%
Gross margin (%) 49% 49%
=================== ============ ============ =========
Number of connections 31,528 35,996 (12)%
======================== ======= ======= ======
We have continued to focus on the mid-market and low end
enterprise segments where our full managed service wrap is
particularly well suited. Consequently, while we have seen a
reduction in the number of connections there has been a significant
increase in average revenue per connection of 9%.
As previously highlighted, we introduced a wholesale proposition
to better serve a segment of the mid-market and have won two
significant new customers as a result.
Revenue fell 5% to GBP2.6m (H1 2018: GBP2.8m) with gross margin
being maintained at 49%. The reduction in revenue was caused by one
large contract implementation and subsequent revenue recognition
being delayed into H2. The mobile market is highly competitive, but
our prospect pipeline remains healthy.
Dividends and adjusted earnings per share
An interim dividend for 2018 of 15.0p (GBP2.1m) was paid on 4
October 2018 and a final dividend for 2018 of 19.5p per share
(GBP2.8m) was paid on 16 May 2019, taking the total dividend paid
in respect of 2018 to 34.5p per share.
As previously highlighted, the board's intention is to have a
dividend pay-out ratio of at least 40% of adjusted net income and,
on this basis, we expect that the total dividend paid annually will
remain progressive in absolute terms.
As a result, the board will pay an interim dividend of 15.1p in
respect of 2019 on 4 October to shareholders on the register at the
close of business on 13 September, a 1% increase on H1 2018
reflecting our confidence in delivering growth in profitability on
a year on year basis. The corresponding ex-dividend date will be 12
September.
Cash flow
The Group had net debt (excluding IFRS 16 liabilities and issue
costs of debt) of GBP24.2m at 30 June 2019, compared with GBP25.5m
at 31 December 2018, a reduction of GBP1.3m in the period.
6 months 6 months
to 30 June to 30 June
2019 2018
GBP000 GBP000
Cash generated by operating activities 6,052 4,061
Taxation - (12)
Capital expenditure less proceeds
of sale (1,070) 714
Finance cost (net) (617) (490)
------------- ------------
Free cashflow 4,365 4,273
Dividends (2,790) (2,712)
Proceeds from borrowings 2,000 -
Lease liability repayments (414) -
Payments in respect of business
combination (142) -
Issue of ordinary shares 235 -
Increase in cash and cash equivalents 3,254 1,561
Cash and cash equivalents at start
of period (3,988) 3,311
Cash and cash equivalents at end
of period (734) 4,872
Bank borrowings (23,500) (31,000)
------------- ------------
Net debt excluding issue costs of
debt (24,234) (26,128)
Adjusted EBITDA (note 4) 6,472 5,042
============= ============
The Group generated GBP6.1m of cash from operating activities
(H1 2018: GBP4.1m), with a GBP0.2m working capital consumption in
the period (H1 2018: working capital benefit GBP0.3m). The H1 2019
cash generation was underpinned by a strong cash conversion rate of
94% of adjusted EBITDA to operating cash flow.
Ongoing investment in our cloud and software platforms and
upgrading of our internal IT systems drove the capital expenditure
outlay of GBP1.1m in the period. This is compared to the prior
period where a capital receipt of GBP0.8m was incurred as a result
of the sale of a freehold property generating proceeds of
GBP1.5m.
Finance cost of GBP0.6m includes GBP139k of interest costs as a
result of adopting IFRS 16 and the recognition of notional finance
costs associated with the deferred consideration resulting from the
acquisition of certain UK customer contracts from Atos in July
2018. Excluding these items, on a comparable restated basis,
finance cost is down 2% against H1 2018.
Outlook
The 28% growth in adjusted EBITDA, which includes a positive
IFRS 16 adjustment of GBP0.5m in the period is pleasing, as we
continue the transformation of our business, carefully managing our
revenue mix and gross margin. We have seen cloud customers grow to
represent 20% of our total revenue, up from 15% in 2018, and this
is expected to continue to grow in H2 supported by our recently
launched ICON Now and Insight Secure propositions.
Underlying demand for our services remains high and our new
business pipeline remains strong with some significant project
opportunities, however, we are seeing more customers expressing
their concerns about the economy and the uncertainty around the
prospect of a disorderly exit from the EU. This economic
uncertainty is causing some contract close dates to move out, as
organisations give more scrutiny to their larger investment
decisions, resulting in longer sales cycles.
As such, whilst 2019 adjusted EBITDA is expected to show year on
year growth versus 2018's level on a like for like basis, the Board
now expects to deliver full year FY 2019 adjusted EBITDA (excluding
IFRS 16 adjustments) in the range of GBP13-14 million.
On behalf of the board
M V Townsend
Chief Financial Officer
30 August 2019
Maintel Holdings Plc
Consolidated statement of comprehensive income (unaudited)
for the 6 months ended 30 June 2019
6 months 6 months
to 30 June to 30 June
2019 2018
Note GBP000 GBP000
(Unaudited) (unaudited)
Revenue 2 64,504 66,537
Cost of sales (45,623) (48,351)
------------ ----------------
Gross profit 18,881 18,186
Other operating income 77 76
Administrative expenses
------------------------------------- ----- ------------ ----------------
Intangibles amortisation (3,326) (3,039)
Exceptional items 6 12 (1,251)
Share based payments (69) (188)
Other administrative expenses (13,362) (13,520)
------------------------------------- ----- ------------ ----------------
(16,745) (17,998)
Operating profit 2,213 264
Net financial costs (664) (520)
Profit / (loss) before taxation 1,549 (256)
Income tax expense (39) (116)
------------ ----------------
Profit / (loss) for the period
and attributable to owners
of the parent 1,510 (372)
Other comprehensive expense
for the period
Exchange differences on translation
of foreign operations 3 -
------------ ----------------
Total comprehensive income
for the period attributable
to the owners of the parent 1,513 (372)
============ ================
Earnings / (loss) per share
from continuing operations
attributable to the ordinary
equity holders of the parent
Basic 3 10.6p (2.6p)
Diluted 3 10.4p (2.6p)
============ ================
Maintel Holdings Plc
Consolidated statement of financial position (unaudited)
at 30 June 2019
30 June 31 December
2019 2018
Note GBP000 GBP000
(Unaudited) (Audited)
Non-current assets
Intangible assets 66,272 69,389
Right-of-use assets 4,300 -
Property, plant and equipment 2,062 2,046
72,634 71,435
------------ ------------
Current assets
Inventories 4,524 8,267
Trade and other receivables 30,729 34,352
35,253 42,619
------------ ------------
Total assets 107,887 114,054
Current liabilities
Trade and other payables 51,310 57,725
Short-term borrowings 7 734 3,988
Current tax liabilities 1,268 814
Total current liabilities 53,312 62,527
Non-current liabilities
Other payables 6,774 4,943
Deferred tax liability 2,892 3,307
Borrowings 7 23,339 21,295
------------ ------------
Total non-current liabilities 33,005 29,545
Total liabilities 86,317 92,072
------------ ------------
Total net assets 21,570 21,982
============ ============
Equity
Issued share capital 143 142
Share premium 24,588 24,354
Other reserves 73 70
Retained earnings (3,234) (2,584)
Total equity 21,570 21,982
============ ============
Maintel Holdings Plc
Consolidated statement of changes in equity (unaudited)
for the 6 months ended 30 June 2019
Share Other Retained
capital Share reserves earnings Total
premium
Note GBP000 GBP000 GBP000 GBP000 GBP000
At 31 December 2017 142 24,354 70 (178) 24,388
Total comprehensive
income for the period - - - (372) (372)
Dividend - - - (2,712) (2,712)
Share based payments - - - 188 188
-------------------------- ----- ---------- ---------- -----------
At 30 June 2018 142 24,354 70 (3,074) 21,492
-------------------------- ----- ---------- ---------- ----------- ----------- --------
Total comprehensive
income for the period - - - 2,415 2,415
Dividend paid - - - (2,129) (2,129)
Share based payments - - - 204 204
At 31 December 2018
(as previously reported) 142 24,354 70 (2,584) 21,982
Change in accounting
policy 1 - - - 561 561
-------------------------- ----- ---------- ---------- ----------- ----------- --------
Balance at 1 January
2019
(as restated) 142 24,354 70 (2,023) 22,543
Profit for the period - - - 1,510 1,510
Other comprehensive
income:
Foreign currency
Translation differences - - 3 - 3
-------------------------- ----- ---------- ---------- ----------- ----------- --------
Total comprehensive
income for the period - - 3 1,510 1,513
Dividend paid - - - (2,790) (2,790)
Issue of new ordinary
shares 1 234 - - 235
Share based payments - - - 69 69
-------------------------- ----- ---------- ---------- -----------
At 30 June 2019 143 24,588 73 (3,234) 21,570
========================== ===== ========== ========== =========== =========== ========
Maintel Holdings Plc
Consolidated statement of cash flows (unaudited)
for the 6 months ended 30 June 2019
6 months 6 months
to 30 June to 30 June
2019 2018
GBP000 GBP000
Operating activities
Profit/(loss) before taxation 1,549 (256)
Adjustments for:
Intangibles amortisation 3,326 3,039
Exceptional non-cash items (329) -
Share based payment charge 69 188
Depreciation of plant and equipment 455 300
Depreciation of right of use asset 421 -
Loss on disposal of property, plant
and equipment 52 19
Interest expense (net) 664 520
Operating cash flows before changes
in working capital 6,207 3,810
Decrease /(increase) in inventories 3,743 (143)
Decrease /(increase) in trade and
other receivables 3,395 (1,663)
(Decrease) / increase in trade and
other payables (7,293) 2,057
------------ ------------
Cash generated from operating activities 6,052 4,061
Tax paid - (12)
------------ ------------
Net cash flows generated from operating
activities 6,052 4,049
------------ ------------
Investing activities
Purchase of plant and equipment (523) (533)
Purchase of software (547) (253)
Payments in respect of business combination (142) -
Proceeds from the disposal of asset
held for sale - 1,500
Net cash flows (used by) / generated
from investing activities (1,212) 714
------------ ------------
Financing activities
Proceeds from borrowings 2,000 -
Lease liability repayments (414) -
Issue of ordinary shares 235 -
Interest paid (617) (490)
Equity dividends paid (2,790) (2,712)
Net cash flows generated from / (used
by) financing activities 1,586 (3,202)
-------- --------
Net increase in cash and cash equivalents 3,254 1,561
Cash and cash equivalents at start
of period (3,988) 3,311
Cash and cash equivalents at end of
period (734) 4,872
======== ========
Maintel Holdings Plc
Notes to the interim financial information
1. Basis of preparation
The financial information in these unaudited interim results is
that of the holding company and all of its subsidiaries (the
Group). It has been prepared in accordance with the recognition and
measurement requirements of International Financial Reporting
Standards as adopted for use in the EU (IFRSs) but does not include
all the disclosures that would be required under IFRSs. The
accounting policies applied by the Group in this financial
information reflect the adoption of IFRS 16 Leases which is
effective as of 1 January 2019. The adoption of this standard has
not resulted in a restatement of the prior year figures with any
resulting IFRS 16 transition adjustments being recognised in equity
at 1 January 2019.
Other than the adoption of IFRS 16 - Leases, the accounting
policies adopted in the interim financial statements are consistent
with those adopted in the last annual report for financial year
2018.
IFRS 16 - Leases
The Group has adopted IFRS 16 on a modified retrospective basis.
As disclosed in the Chairman's statement, upon transition, a lease
liability has been recognised based on future lease payments
discounted at an appropriate borrowing rate. Additionally, a right
of use asset has been recognised along with a related lease
liability. Within the income statement rent expense will be
replaced by depreciation and interest expense. This will result in
a decrease in operating expenses and an increase in finance
costs.
The comparative financial information presented herein for the
year ended 31 December 2018 does not constitute full statutory
accounts for that period. The Group's annual report and accounts
for the year ended 31 December 2018 have been delivered to the
Registrar of Companies. The Group's independent auditor's report on
those statutory accounts was unqualified, did not draw attention to
any matters by way of emphasis, and did not contain a statement
under 498(2) or 498(3) of the Companies Act 2006.
The financial information for the half-years ended 30 June 2019
and 30 June 2018 does not comprise statutory financial information
within the meaning of s434 of the Companies Act 2006 and is
unaudited.
In preparing the interim financial statements the directors have
considered the Group's financial projections, borrowing facilities
and other relevant financial matters, and the board is satisfied
that there is a reasonable expectation that the Group has adequate
resources to continue in operational existence for the foreseeable
future. For this reason, the directors continue to adopt the going
concern basis in preparing the financial statements.
2. Segmental information
For management reporting purposes and operationally, the Group
consists of three business segments: (i) telecommunications managed
service and technology sales, (ii) telecommunications network
services, and (iii) mobile services. Each segment applies its
respective resources across inter-related revenue streams which are
reviewed by management collectively under these headings. The
businesses of each segment and a further analysis of revenue are
described under their respective headings in the business
review.
The chief operating decision maker has been identified as the
board, which assesses the performance of the operating segments
based on revenue and gross profit.
Six months to 30 June 2019 (unaudited)
Managed
service Network
and technology services Mobile Total
GBP000 GBP000 GBP000 GBP000
Revenue 42,333 19,539 2,632 64,504
================ =========== ========= =========
Gross profit 11,390 6,206 1,285 18,881
---------------- ----------- ---------
Other operating income 77
Other administrative
expenses (13,362)
Share based payments (69)
Intangibles amortisation (3,326)
Exceptional items 12
---------
Operating profit 2,213
Interest (net) (664)
---------
Profit before taxation 1,549
Income tax expense (39)
Profit after taxation 1,510
=========
Further analysis of revenue streams is shown in the business
review.
The board does not regularly review the aggregate assets and
liabilities of its segments and accordingly, an analysis of these
is not provided.
Managed Central/
service Network inter-
and technology services Mobile company Total
GBP000 GBP000 GBP000 GBP000 GBP000
Intangibles amortisation - - - 3,326 3,326
Exceptional items (12) - - - (12)
================ ========== ========= ========= =======
Six months to 30 June 2018 (unaudited)
Managed
service Network
and technology services Mobile Total
GBP000 GBP000 GBP000 GBP000
Revenue 43,165 20,608 2,764 66,537
================ =========== ========= =========
Gross profit 11,882 4,945 1,359 18,186
---------------- ----------- ---------
Other operating income 76
Other administrative
expenses (13,520)
Share based payments (188)
Intangibles amortisation (3,039)
Exceptional costs (1,251)
---------
Operating profit 264
Interest (net) (520)
---------
Loss before taxation (256)
Income tax expense (116)
Loss after taxation (372)
=========
Further analysis of revenue streams is shown in the business
review.
The board does not regularly review the aggregate assets and
liabilities of its segments and accordingly, an analysis of these
is not provided.
Managed Central/
service Network inter-
and technology services Mobile company Total
GBP000 GBP000 GBP000 GBP000 GBP000
Intangibles amortisation - - - 3,039 3,039
Exceptional costs 1,251 - - - 1,251
================ ========== ========= ========= =======
3. Earnings per share
Earnings per share is calculated by dividing the profit / (loss)
after tax for the period by the weighted average number of shares
in issue for the period, these figures being as follows:
6 months 6 months
to 30 June to 30 June
2019 2018
GBP000 GBP000
(unaudited) (unaudited)
Earnings used in basic and diluted
EPS, being profit / (loss) after tax 1,510 (372)
Adjustments: Amortisation of intangibles
acquired on business combinations 3,069 3,039
Exceptional items (note 6) (12) 1,251
Tax relating to above adjustments (657) (804)
Deferred tax charge on Datapoint profits - 200
Share based payments 69 188
Interest charge on deferred consideration 68 -
Increase in deferred tax liability 45 -
of intangible assets
Deferred tax charge on Azzurri capital
allowances 180 177
Adjusted earnings used in adjusted
EPS 4,272 3,679
============ ============
The adjustments above have been made in order to provide a
clearer picture of the trading performance of the Group.
Datapoint have brought forward historic tax losses, which the
Group will benefit from in respect of its 2019 taxable profits. On
acquisition in 2013 and in subsequent periods, a deferred tax asset
was recognised in respect of its tax losses, and a deferred tax
charge has been recognised in the income statement in respect of
the period's profits. As this does not reflect the reality and
benefit to the Group of the non-taxable profits, the deferred tax
charge is adjusted above.
Azzurri has brought forward historic tax capital allowances,
which the Group will benefit from in respect of its 2019 taxable
profits. On the acquisition of Azzurri in 2016, a deferred tax
asset was acquired in respect of its capital allowances, and a
deferred tax charge has been recognised in the income statement in
respect of the period's profits. As this does not reflect the
reality and benefit to the Group of the non-taxable profits, the
deferred tax charge is adjusted above.
6 months 6 months
to 30 June to 30 June
2019 2018
Number Number (000s)
(000s)
Weighted average number of ordinary
shares of 1p each 14,258 14,197
Potentially dilutive shares 203 296
------------ --------------
14,461 14,493
============ ==============
Profit / (loss) per share
Basic 10.6p (2.6p)
Diluted 10.4p (2.6p)
Adjusted - basic after the adjustments
in the table above 30.0p 25.9p
Adjusted - diluted after the adjustments
in the table above 29.5p 25.4p
====== =======
In calculating diluted earnings per share, the weighted average
number of ordinary shares in issue is adjusted to assume conversion
of all potentially dilutive ordinary shares. The Group has one
category of potentially dilutive ordinary share, being those share
options granted to employees where the exercise price is less than
the average price of the Company's ordinary shares during the
period.
4. Earnings before interest, tax, depreciation and amortisation (EBITDA)
The following table shows the calculation of EBITDA and adjusted
EBITDA:
6 months 6 months
to 30 June to 30 June
2019 2018
GBP000 GBP000
(unaudited) (unaudited)
Profit / (loss) before tax 1,549 (256)
Net interest payable 664 520
Depreciation of property, plant and
equipment 455 300
Depreciation of right of use asset 421 -
Amortisation of intangibles 3,326 3,039
------------ ------------
EBITDA 6,415 3,603
Share based payments 69 188
Exceptional items (note 6) (12) 1,251
Adjusted EBITDA 6,472 5,042
============ ============
5. Dividends
6 months 6 months Year to
to 30 June to 30 June 31 December
2019 2018 2018
GBP000 GBP000 GBP000
(unaudited) (unaudited) (audited)
Dividends paid
Final 2017, paid 11 May 2018
- 19.1p per share - 2,712 2,712
Interim 2018, paid 4 October 2018
- 15.0p per share - - 2,129
Final 2018, paid 16 May 2019
- 19.5p per share 2,790 - -
2,790 2,712 4,841
============ ============ =============
The directors propose the payment of an interim dividend for
2019 of 15.1p (2018: 15.0p) per ordinary share, payable on 4
October 2019 to shareholders on the register at 13 September 2019.
The cost of the proposed dividend, based on the number of shares in
issue as at 30 August 2019, is GBP2.2m (2018: GBP2.1m).
6. Exceptional items
6 months 6 months
to 30 June to 30 June
2019 2018
GBP000 GBP000
(unaudited) (unaudited)
Staff restructuring related costs 96 835
Costs relating to an onerous property
lease - 245
Remeasurement of deferred consideration (746) -
to fair value
Impairment of customer relationship
asset 339
Other 299 171
(12) 1,251
============ ============
7. Borrowings
30 June 31 December
2019 2018
GBP000 GBP000
(unaudited) (audited)
Current bank overdraft - secured 734 3,988
Non-current bank loan - secured 23,339 21,295
============ ============
On 8 April 2016, the Group entered into new facilities with the
Royal Bank of Scotland plc to support the acquisition of Azzurri.
These consisted of a revolving credit facility totalling GBP36.0m
(the "RCF") in committed funds on a reducing basis for a five year
term (with an option to borrow up to a further GBP20.0m in
uncommitted accordion facilities).
On 1 August 2017, the acquisition of the entire share capital of
Intrinsic Technology Limited (ITL) was completed for a
consideration of GBP4.9m on a cash-free, debt-free basis. The
acquisition was funded by an extension to, and drawdown under, the
Company's existing RCF with the Royal Bank of Scotland plc. As a
result, the RCF increased by GBP6.0m to GBP42.0m. However,
following the sale of the Burnley freehold property for GBP1.5m on
23 February 2018, the RCF was reduced by a corresponding amount to
GBP40.5m.
Under the terms of the master facility agreement, the RCF
reduces to GBP31.0m on the three year anniversary, and to GBP26.0m
on the four year anniversary from the date of signing.
As of 30 June 2019, the Group's available committed facilities
amount to GBP36.8m, comprising the GBP31m RCF plus GBP5.7m
allocated from the accordion facility which was used to acquire ITL
in 2017.
The non-current bank loan above is stated net of unamortised
issue costs of debt of GBP0.2m (31 December 2018: GBP0.2m).
8. Post balance sheet events.
There have been no events subsequent to the reporting date which
would have a material impact on the interim financial results.
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
IR EBLFXKVFZBBQ
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