Final Results
Telme.Com PLC
14 June 2000
TELME.COM PLC
Preliminary Results for the Year Ended 31 March 2000
Highlights
* Strong organic growth and growth by acquisition resulted
in turnover and gross profit increasing by 40% and 46% to
£14 million and £11 million respectively. Over the last
two years turnover has grown by over 300%.
* Growth was particularly strong in the second half when
losses were much reduced and cash of £0.2 million was
generated from operations. Established operations were
strongly cash generative.
* Operating losses for the full year before the amortisation
of goodwill and intangibles were £1.4 million (1999: £3.1
million). The Group remained committed to Research and
Development during the year with expenditure of £1.6
million.
* The Group launched Telme Global Traveller (www.Telme.com),
an internet travel service. This service saw gross sales
increase to an annualised £5 million in May 2000 from an
annualised £1 million in November 1999.
* The Group acquired the profitable content and technology
provider, Farebase Limited, bringing the number of
acquisitions over the last two years to four. This
proactive acquisition strategy will continue in the coming
year where synergies exist.
* The Customer Information and Database Management division
saw particularly strong expansion of its database
outsourcing business with business wins at Nestle, London
Electricity, WH Smith and Demon Internet.
* Cash balances at 31 March 2000 were £4 million (1999: £4
million). Short-term borrowings were £1.4 million (1999:
£1.1 million) giving net cash balances available to the
Group of £2.6 million (1999: £2.9 million).
* The Group is a well balanced business with excellent
prospects. It is the Group's expectation that increasing
performance in the year ahead from its established and
leading edge businesses will create a Group of stability
and strength.
For further information, please contact:
TelMe.com plc
Graham Ramsey, Chief Executive 020 7240 2640
Richard Law, Finance Director 0151 608 0205
Ludgate Communications
Richard Hews 020 7253 2252
Chairman's Statement
Overview
During the year your company has made significant progress.
The financial highlights of the year were:
* The Group operating loss for the year before the
amortisation of goodwill and other intangibles was £1.4
million (1999: £3.1 million).
* Cash absorbed by operations for the full year was £0.7
million (1999: £1.8 million). In the last six months the
Group moved towards profitability and generated cash of £0.2
million from operations.
* Gross sales increased to £51.6 million (1999: £31.7 million)
and turnover was £14 million (1999: £10 million).
* Cash balances at 31 March 2000 were £4 million (1999: £4
million). Short-term borrowings were £1.4 million (1999:
£1.1 million) giving net cash balances available to the
Group of £2.6 million (1999: £2.9 million).
Group Review
The Group has three operating divisions:
* Customer Information & Database Management (CIDM)
* Online Services
* Corporate Travel
CIDM
This division is represented by GB Information Management and
Datacare. It provides name address & telephone number data
capture, management and enhancement software and services and
is used by businesses to validate names, addresses and
telephone numbers. Bureau & data analysis services are also
provided which enable the analysis and creation of databases
for improved consumer targeting. Customer database outsourcing,
a rapidly growing service, allows corporates with large
databases to outsource the management and interpretation of
their customer databases. The division is performing well and
profitably.
Online Services
This division provides the operations and development for the
electronic commerce activities of the Group. The division
provides online business information and travel services in
both business-to-business and business to consumer markets
under the Online brand TelMe. It also licenses electronic
commerce systems both in the UK and overseas. Under the
Farebase brand it distributes information and technology to the
UK travel trade.
In August 1999 the Group launched Telme Global Traveller, an
Internet travel service, which has been developed using the
Ticket Window Technology, acquired a year earlier. This
service has achieved significant success. In November 1999
annualised gross sales were £1million and by May this year,
they had grown to £5million. This division is currently loss
making as a result of the investment in research and
development and promotional expenditure needed to establish the
new products.
Corporate Travel
Corporate Travel is represented by Seaforth's Travel Limited
which is one of the top 15 business travel agents in the UK.
The division's performance earlier in the year was
disappointing but in recent months we have seen a significant
improvement and the division has now moved into profit.
Seaforth's plays a vital role in the booking fulfillment
process and in providing content for Telme Global Traveller.
Acquisitions
In November 1999 the Group acquired Farebase Limited, an
information provider to the travel industry. The company also
sells software to travel agents and is an important element in
our plans to become a leading Internet travel service provider.
The Farebase data was combined with that of Telme Global
Traveller in mid May to create a one-stop leisure and business
travel service. Farebase is profitable and growing.
Our strategy for the coming year will be to make further
acquisitions of profitable businesses where these have clear
synergies with our existing businesses.
Change of Name
In February the Group changed its name from PhoneLink plc,
which has ceased to be meaningful in the context of its new
activities. The new name, TelMe.com plc is also the Web
address of the Group's Internet trading platform.
Board Appointment
In April 2000 the company announced the appointment, as a Non-
Executive Director, of John Walker-Haworth. John had worked
with the Group as an advisor over a number of years at S.G.
Warburg. He is also Deputy Chairman of the Takeover Panel.
His experience and knowledge will be a great asset to the
business moving forward.
Prospects
TelMe.com is now a well-balanced business with excellent
prospects. The volatility in the market of Internet stocks has
affected the public perception of the company, however, our
Internet interests are growing impressively, operating
alongside our other profitable interests. It is our strong
expectation that our improving performance in the year ahead
will create a Group of stability and strength. We are grateful
to Graham Ramsey and his colleagues for their ongoing
dedication and contribution.
Sir Gordon Brunton
Chairman
Financial and Operating Review
As explained in the Chairman's statement, the Group further
consolidated its position in existing markets during the year
and expanded its activities through acquisition.
The Group's gross sales and turnover continued to grow.
Turnover reached £14 million compared to £10 million in 1999
and £3.2 million in 1998, representing an increase of 335% over
two years.
Gross profitability improved during the year and operating
expenses grew less quickly than turnover despite heavy
marketing costs for TelMe Global Traveller towards the year end
to yield an operating loss before the amortisation of goodwill
and other intangibles of £1.4 million (1999: £3.1 million).
The retained loss for the year was £2.1 million (1999: £3.4
million). The second half of the year saw performance continue
to improve compared to the first half. Turnover was 20% higher
than the first half, losses were much reduced and the Group's
operations generated cash of £0.2 million compared to cash
absorbed of £0.9 million in the first half.
The Group's cash position and liquidity remained encouraging
with cash balances of £4.0 million (1999: £4.0 million) and
short term borrowing of £1.4 million (1999: £1.1 million)
giving net cash balances available to the Group at 31 March
2000 of £2.6 million (1999: £2.9 million).
Gross Sales
Gross sales represent the value of goods and services invoiced
to customers for which the Group is responsible. This includes
the value of amounts invoiced for bought in services from
airlines and other operators which are charged on to customers
by the Corporate Travel division and the Online Services
division. The Group earns commissions and fees as a result of
generating gross sales. These are disclosed under turnover for
the Group.
Turnover
Turnover increased during the year by 40% to £14 million (1999:
£10 million). This was attributable to organic growth within
existing businesses, the inclusion of full year results for
acquisitions made part way through the previous year and to the
acquisition of Farebase Limited which took place in November
1999.
The components of turnover during the year were as follows:
Customer Information and Database Management (CIDM)
This division comprises the activities of GB Information
Management ('GB') and DataCare, both of which operate in the
Customer Relationship Management (CRM) and direct marketing
sectors. The DataCare business which was part of the Group
before the acquisition of GB was formally merged with GB during
the year. Synergies arising from the merger assisted the
seasonal upturn in the latter part of the year to yield
particularly strong growth in the second half with turnover up
23% compared to the first half.
The move towards generating a higher proportion of turnover,
from providing outsourcing services for the management of
customer databases continued with significant business wins
during the year. These arrangements with clients such as
Nestle, London Electricity, W H Smith and Demon Internet are
typically long term and high value and have had a positive
impact on the structure and quality of the CIDM divisions
income.
Online Services Division
This division comprises the Group's Internet and Technology
businesses which have been brought together during the year.
Turnover is derived principally from commission on the sale of
Internet travel services through TelMe Global Traveller
(www.Telme.com), the provision of online business information
through the TelMe business information product and the sale of
software and Internet booking engine licences for TelMe Ticket
Window.
Turnover in the year was £1.3 million (1999: £1.2 million),
including £0.3 million from Farebase. Turnover associated with
the TelMe business information product reduced during the year
by around 35%. This product, which makes use of proprietary
technology, retains a loyal following of customers but is no
longer actively sold as a core product within the Group. Sales
of all other products and services within the Online Services
division experienced organic growth during the period.
Corporate Travel
The Corporate Travel division saw recovery during the year in
its core markets. Progress was also made into new and growing
markets including computer services and financial services. A
presence in Covent Garden in Central London also assisted the
sales recovery and sales growth continued in the second half of
the year. This was despite an expected down turn because of
the seasonally slow Christmas period and fears of travelling
around the time of the millennium. Turnover for the year was
£3.5 million (1999: £2.4 million).
Gross Profit and Cost of Sales
Gross profit for the year increased from £7.5 million to £11
million. The increase was as a result of both higher turnover
and a richer sales mix resulting from quicker growth within our
higher margin businesses. Expressed as a percentage of
turnover, gross margin for the Group increased during the year
from 75% to 79%.
In terms of distribution, seasonal factors together with strong
performances from all divisions in later months meant that £6.3
million of the £11 million gross profit was generated in the
second half.
Other Operating Expenses
Other operating expenses excluding goodwill were £12.5 million
(1999: £10.7 million). On a like for like basis, excluding
exceptional costs, other operating expenses increased year on
year by 30%. This growth in operating expenses compares
favourably with the increase in turnover of 40% and increase in
gross profit of 46%. The Group maintained a high level of
commitment to Research and Development during the year with
expenditure of £1.6 million (1999: £1.5 million) on the
development of new products and services, and improvement of
existing products and services.
Goodwill Amortisation
The Group has followed Financial Reporting Standard 10 and
consequently purchased goodwill arising on consolidation in
respect of the acquisition during the year has been
capitalised. This goodwill is amortised to nil by equal annual
instalments over its useful economic life. For the acquisition
made during the year the Board has estimated the useful
economic life of the purchased goodwill to be ten years. The
goodwill amortisation charge for the year ending 31 March 2000
in respect of acquisitions made during the year and in previous
years was £0.6 million (1999: £0.4 million).
Operating Loss
The net operating loss for the year before the amortisation of
goodwill and other intangibles was £1.4 million (1999: £3.1
million). After the amortisation of goodwill and other
intangibles, the operating loss was £2.1 million. The
components of this balance were as follows:
Customer Information and Database Management
This division generated operating profits of £1.2 million
before goodwill amortisation (1999: £0.7 million) and £0.7
million after goodwill amortisation (1999: £0.4 million).
This business traditionally performs better in the second half
than the first half because of seasonality. This was magnified
in the current year as a result of particularly strong organic
growth in the second half of the year. Operating profits for
the second half were £1.0 million compared with a loss of £0.3
million in the first half.
Online Services
The Online Services division incurred an operating loss of £1.8
million (1999: £2.9 million). During the year, new products
were developed and launched, such as the Internet travel
service TelMe Global Traveller, and the scope of our online
travel activities were expanded by the acquisition of Farebase
Limited. The Ticket Window software product acquired last year
was further developed and adapted to be sold to small and
medium sized travel agents internationally in the form of
internet booking engines. This enables these agents to provide
their clients with cost effective internet access to their
services. With a significant number of potential customers
worldwide and with sales success already achieved, the early
signs for this business are promising.
Of the £1.8 million operating loss for the year, £1.3 million
was incurred in the second half. The increase in second half
losses was principally as a result of the marketing and staff
resource directed towards the launch and market testing of
TelMe Global Traveller. These have reduced since the year end
as the product has settled into its post launch marketing
cycle.
Corporate Travel
The Corporate Travel division continued to perform below
expectations particularly in the first half of the year because
of the ongoing impact of the low oil price on its oil services
industry customers. The underlying performance improved
significantly in the second half despite the seasonal downturn
at Christmas which was more marked than previously because of
fears of travelling at the time of the millennium. Of the loss
for the year of £246,000, £202,000 was attributable to the
first half and £44,000 was attributed to the second half year.
Central Costs
Central costs incorporate the costs of the Group's Head Office
and Board, and the costs of certain central functions and
services not allocated to the Group's divisions.
Interest receivable less payable
Interest is earned on cash balances which are invested in
accordance with the Group's Treasury Policy. Net interest
receivable during the year reduced from £219,000 to £39,000.
This was as a result of lower average cash balances and lower
prevailing interest rates throughout the year.
Taxation
The Group did not incur a taxation charge in the year in
respect of its ongoing businesses or its acquired Farebase
business. At 31 March 2000, the Group had losses available for
offset against the future trading profits of certain of its
business activities of £19.3 million (1999: £18.8 million).
Amounts transferred from reserves
The amount transferred from reserves to cover trading losses
was £2.1 million down from £3.4 million in the previous year.
Financial Instruments
The Group's principal financial instruments comprise bank
loans, finance leases and hire purchase contracts, cash and
short term deposits. The main purpose of these financial
instruments is to finance the Group's operations. The Group
has other financial instruments such as trade debtors and trade
creditors, that arise directly from its operations.
Balance sheet and liquidity
Explanations of the most significant movements in the balance
sheet during the year are as follows:
Intangible assets
The carrying value of intangible assets at 31 March 2000 was
£11.8 million (1999: £12.4 million). During the year
additional goodwill arose on the acquisition of Farebase
Limited resulting in an increase in the value of goodwill of
£0.4 million. A provision for goodwill which arose last year
in respect of earn out arrangements for the acquisition of
Seaforths of £0.2 million was reversed which reduced the
accrued cost of the acquisition and therefore goodwill by £0.2
million in the Group's books. The carrying value of goodwill
on acquisitions and other intangible assets was further reduced
by amortisation in accordance with the Group's accounting
policies by £0.6 million and £0.2 million respectively.
The accrual for goodwill arising on the acquisition of GB in
relation to the earn out arrangements remains in the accounts
at £3.4 million representing the estimate of earn out which may
be due at the end of the earn out period in August 2000. This
estimate is based on the actual performance of GB to the end of
March 2000 in conjunction with the forecast performance to the
end of the earn out period. The amount of actual earn out due
at the end of August 2000 will be paid as follows:
* The first 35% of any earn out amount due will be paid by
the issue of new ordinary shares at the average market
price over the 28 dealing days preceding the end of the
earn out period.
* The balance of 65% of any earn out amount due will be paid
either by the issue of new ordinary shares, the price being
determined in the same way as above, or by the payment of
cash.
The method of payment adopted will be at the option of the
board and will be influenced by factors such as alternative
uses for Group cash.
In accordance with Financial Reporting Standard (FRS) 7, the
balance sheet at 31 March 2000 shows that the total amount due
under the earn out will be paid by the issue of new ordinary
shares. In order to be consistent this treatment has also been
adopted for the comparative figures for the year to 31 March
1999.
Debtors
Debtors at the year end were £6.8 million (1999: £6 million)
comprising £6 million of trade debtors and £0.8 million of
other debtors. The level of trade debtors is a function of the
value of gross sales for travel services within the Corporate
Travel and Online Services divisions. The full value of gross
sales is reflected in trade debtors.
Cash and short term deposits and liquidity
At 31 March 2000 the Group had cash and short term deposits of
£4 million (1999: £4 million). The Group also had overdrafts
of £1.4 million (1999: £1.1 million) giving net cash balances
available to the Group of £2.6 million (1999: £2.9 million).
During the year the Group raised £1 million net of costs by way
of placing to fund the marketing of its TelMe Global Traveller
product. The principle uses of cash during the year were the
investment in Group fixed assets of £0.5 million, the repayment
of the capital element of loans of £0.1 million and the payment
of corporation tax in relation to a pre-acquisition tax
liability of GB of £0.1 million. Operating activities,
including the marketing of TelMe Global Traveller, absorbed
£0.9 million of cash in the first half of the year but
generated £0.2 million of cash in the second half of the year
giving net cash consumed by operations for the year of £0.7
million.
Richard Law
Group Finance Director
Group profit and loss account
Year ended 31 March 2000
Continuing Acquisitions
Note Operations
2000 2000 2000 1999
£'000 £'000 £'000 £'000
Gross Sales
Customer Information
and Database
Management 9,181 - 9,181 6,398
On-line Services 2,197 301 2,498 1,238
Corporate Travel 39,917 - 39,917 24,079
------- ------- ------- -------
51,295 301 51,596 31,715
Turnover
Customer Information
and Database Management 9,181 - 9,181 6,398
On-line Services 1,005 301 1,306 1,238
Corporate Travel 3,487 - 3,487 2,378
------- ------- ------- -------
13,673 301 13,974 10,014
Cost of sales (2,950) (15) (2,965) (2,492)
------- ------- ------- -------
Gross profit 10,723 286 11,009 7,522
Other operating
expenses (excluding
goodwill amortisation) (12,303) (237)(12,540) (10,708)
Goodwill amortisation (596) (17) (613) (411)
------- ------- ------- -------
Operating (loss) / profit
Customer Information
and Database Management 745 - 745 383
On-line Services (1,850) 32 (1,818) (2,896)
Corporate Travel (246) - (246) (310)
Central Costs (825) - (825) (774)
------- ------- ------- -------
(2,176) 32 (2,144) (3,597)
Loss from interest in
associated undertakings - (3)
Interest receivable
less payable 39 219
------- -------
Loss on ordinary
activities before taxation (2,105) (3,381)
Taxation - -
------- -------
Loss on ordinary
activities after taxation (2,105) (3,381)
Dividend - -
------- -------
Amount transferred
from reserves (2,105) (3,381)
------- -------
Loss per 2.5p ordinary
share (pence) 2 (3.0)p (5.4)p
------- -------
Loss per 2.5p ordinary
share (pence) - diluted (3.0)p (5.4)p
------- -------
Adjusted loss per 2.5p
ordinary share (pence) -
before goodwill
amortisation and
exceptional items (2.1)p (3.0)p
------- -------
Group balance sheet
As at 31 March 2000
2000 1999
£'000 £'000
Fixed assets
Intangible assets 11,838 12,388
Tangible assets 2,178 2,273
------- -------
14,016 14,661
------- -------
Current assets
Stocks 1 11
Debtors 6,752 5,996
Cash and short term deposits 4,036 4,033
------- -------
10,789 10,040
Creditors : amount falling due within
one year (7,745) (6,616)
------- -------
Net current assets 3,044 3,424
------- -------
Total assets less current liabilities 17,060 18,085
Creditors : amounts falling due after
more than one year (443) (743)
------- -------
16,617 17,342
------- -------
Capital and reserves
Called up share capital 1,805 1,718
Share premium account 31,219 30,294
Merger reserve 7,757 7,389
Shares not yet issued 3,400 3,400
Profit and loss account (27,564) (25,459)
------- -------
Shareholders funds attributable to
equity interests 16,617 17,342
------- -------
Group statement of cash flows
Year ended 31 March 2000
2000 2000 1999 1999
£'000 £'000 £'000 £'000
Net cash outflow from (653) (1,793)
operating activities
Returns on investments and
servicing of finance
Interest received 199 390
Interest paid (154) (157)
Interest element of finance
lease rental payments (6) (14)
------- -------
39 219
Taxation
Corporation tax paid (92) (237)
Capital expenditure
Payments to acquire tangible
fixed assets (470) (575)
Receipts from the sale of
tangible fixed assets 54 213
------- -------
(416) (362)
Acquisitions and disposals
Disposal of associated
undertaking - 2
Acquisitions of subsidiary
undertakings (42) (2,557)
Net cash / (overdrafts)
acquired with subsidiary
undertakings 29 (194)
------- -------
(13) (2,749)
------- -------
Cash outflow before use of
management of liquid
resources and financing (1,135) (4,922)
Management of liquid
resources
Cash withdrawn from short
term deposits 1,997 5,714
Financing
Proceeds from issue of
ordinary shares 990
Share issue costs (10) (250)
Repayment of capital element
of finance leases (100) (60)
Repayment of capital element
of loans (44) -
------- -------
836 (310)
------- -------
Increase in cash 1,698 482
------- -------
Notes to the accounts:
1. Reconciliation of net cash flow to movement in
net funds
2000 1999
£000 £'000
At the beginning of the period 2,277 8,144
Finance leases arising on acquisition (12) (289)
Loans arising on acquisition - (406)
Decrease in debt 144 60
Increase in cash 1,698 482
Movement in short term deposits with
banks (1,997) (5,714)
------- -------
At the end of period 2,110 2,277
------- -------
2. Earnings per share has been calculated in accordance with
Financial Reporting Standard No. 14 by reference to a loss
of £2,105,000 (1999: £3,381,000) and a weighted average
number of shares in issue of 70,080,556 (1998:
62,768,440).
3. The above financial information does not constitute
statutory accounts as defined in Section 240 of the
Companies Act 1985. The financial information for the
year ended 31 March 2000 has been extracted from the
statutory accounts on which an unqualified audit opinion
has been issued. Statutory accounts for the year ended 31
March 2000 will be delivered to the Registrar in due
course. The comparative financial information is based on
the statutory accounts for the financial year ended 31
March 1999. Those accounts, upon which the auditors
issued an unqualified opinion, have been delivered to the
Registrar of Companies.