Interim Results

Manpower Software PLC 06 February 2008 MANPOWER SOFTWARE PLC UNAUDITED INTERIM FOR THE SIX MONTHS ENDED 30 NOVEMBER 2007 Company 2814942 Registrars Capita IRG plc registration Bourne House number: 34 Beckenham Road Beckenham Kent BR3 4TU Registered office: The Communications Building Solicitors: Taylor Wessing 48 Leicester Square Carmelite London 50 Victoria Embankment WC2H 7LU Blackfriars London EC4Y 0DX Directors: I J Bowles Auditors: Grant Thornton UK LLP J I Lang Registered Auditors M J S Loveland Chartered Accountants R J Morgan-Evans Grant Thornton House T H Osborne Melton Street A R D Pringle Euston Square S C Thorne London NW1 2EP Secretary: S C Thorne Website: www.manpowersoftware.com Bankers: HSBC Bank plc 65 Packhorse Road Gerrards Cross Buckinghamshire SL9 8PH Financial adviser: Numis Securities Limited 10 Paternoster Square London EC4M 7LT Broker: Numis Securities Limited 10 Paternoster Square London EC4M 7LT INDEX PAGE Chairman's statement 3 Operational review 7 Independent review report 11 Condensed consolidated income statement 13 Condensed consolidated balance sheet 14 Condensed consolidated statement of changes in equity 15 Condensed consolidated cash flow statement 16 Notes to the financial statements 17 Introduction Manpower Software plc, the leading provider of workforce management solutions, today announces its interim results for the six months ended 30 November 2007. I am pleased to report the continued progress of the company towards achieving its objective of becoming a world class software company. The strategy, which the company adopted two years ago, continues to deliver in line with expectations. Results Revenue in the first half of the financial year advanced 31% to £5.3m (2006: £4.05m), resulting in a net trading profit of £0.6m (2006: £0.55m). Licence revenue grew 17% in comparison to the first half of 2006/7, while Services revenue grew by 48%. By sector, Healthcare revenue increased 171%, reflecting the company's rapid expansion within the NHS and its position as the supplier of choice for nurse rostering products. Maritime revenues also increased by a healthy 47%. Defence revenues were 42% less than the prior period which included the sale to the Royal Australian Navy. Excluding this, like for like Defence revenues show a 3% increase. Cost of sales increased from £2.7m to £3.7m as the company developed its services business and we continued to add to our existing sales capability. General and Administrative ("G&A") costs increased from £0.77m to £1.0m, primarily reflecting the strengthening of the Company's management structure and appointment of our new CEO. Net operating margin was 11% (2006: 14%) reflecting the greater weighting of Services revenues in the period and the increase in G&A costs. Cash at the period-end increased to £2.66m. Significant Activity The following significant activity occurred during the period. • Healthcare. We added a further twelve NHS Trusts to our customer base, making a total at the period-end of 27, in addition to the contract with the independent healthcare provider, HCA International. We also maintained our competitive position and developed a strong pipeline for the second half. • Defence. We received significant new contracts to extend the use of MAPS in the British Army's HQ Land Command and The Royal Fleet Auxiliary. In addition, NATO Supreme Headquarters Allied Powers Europe (SHAPE) invested in MAPS Defence Suite to address a new requirement for the NATO Special Forces Coordination Centre (NSCC), the focal point for NATO Special Operations. This is the third deployment of MAPS into NATO • Maritime. The Company secured its first French customer when CMA CGM, the largest French shipping company, purchased MAPS Maritime Suite. AP Moller-Maersk extended its existing contract and purchased additional licences. • Service and Support. Revenues grew 48%, driven both by deliveries to new customers and by growth in the installed base in the three principal vertical markets. International Financial Reporting Standards ("IFRS") The company has prepared these interim results in accordance with the recognition and measurement principles of IFRS in issue and as adopted by the European Union. The adoption of IFRS does not result in any material changes to the Group's accounting practices, although the policy framework under IFRS has changed. There are no adjustments to the income statement as a consequence of the first time adoption of IFRS, and there are no material differences between the cash flow statement presented under IFRS and the cash flow statement presented under UK GAAP. The charge for share-based payments is shown separately on the face of the income statement, as previously. It is an accounting adjustment, which has no impact on the company's trading position. Strategy The management team continues to focus on the four core structural elements of a successful software business, as set out in the 2006/7 annual report. Achievement of these should enable us to optimise growth and financial returns to shareholders over the long term. • Linearity of licence revenues through consecutive periods. Revenue growth is driven principally by the sale of new licences. Linear growth is therefore at the heart of management's objectives and the company's determination to drive shareholder value. First half licence revenues increased versus both the previous first half and, importantly, the second half of 2006/7, while a strong forward pipeline exists for the second half of 2007/8. • Appropriate margins in service and support. Management continues to focus on client delivery, support and customer satisfaction. There was high growth in Services revenue while profitability was maintained at the best industry standards. • Investment. The company continues to target financial returns commensurate with the best software companies worldwide. We continue to invest in our people, the product, services and support, as well as new markets. This focus on improving productivity at all levels continues to underpin the long term development of the company. We use appropriate incentive structures, rigorous quarterly targets and demanding criteria for all investment, thereby driving revenue growth and optimising operating margins and free cash flow. While the Company is growing and actively investing in new products and markets, we continue to be profitable across all parts of the business. • Strict financial management. We continue to measure and monitor carefully all financial ratios, maintaining a strict emphasis on achieving agreed operating plans. Outlook The Directors note that, in the first half of this financial year, there has been strong performance across all sectors of the business with a strong pipeline entering the second half. As a result, the Directors are confident of meeting current market expectations for the year. Finally, I would like to thank and recognise all Manpower Software's people for their total commitment to the Company's continuing success. Terry Osborne CHAIRMAN 6 February 2008 Operational Review Healthcare Healthcare is now our fastest growing market sector. MAPS Healthroster continues to be the leading product within the NHS for rostering systems. During the period we signed contracts with twelve new NHS trusts, making a total of twenty-seven contracts with NHS trusts at the period-end, and we increased the number of NHS wards where MAPS Healthroster is live to over 300. MAPS Healthroster has developed a reputation within the NHS for delivering effective staff rostering, which benefits staff and patients while delivering significant cost savings to hospital management. In addition to the twenty-seven contracted acute and mental health trusts, we are now also working with primary care trusts. This considerably expands our market for rostering software within the NHS. Defence We continue to sell software and services to our existing customer base, while looking to expand the deployment of the core MAPS Defence Suite into other Defence customers in the UK and overseas. HQ Land Command of the British Army are using MAPS to manage their Operational Commitments over time, and to review and compare those commitments with their supporting Training events. The consequent end-user training demand for MAPS is now so great that a second full-time trainer has been appointed under contract from MSW, with capacity for over 300 military personnel to be trained every month. The Royal Fleet Auxiliary (RFA), our longest standing Defence customer, recognised that MAPS has become the most business-critical application in support of their on-going operations. As a result they are in the process of a major and full scale migration up to the latest version of the MAPS Defence Suite, to manage effectively all of their 17 ships and the associated manpower planning and deployment requirements. NATO's operational military headquarters, Supreme Headquarters Allied Powers Europe ("SHAPE"), based in Mons, Belgium, has contracted MSW to supply an integrated software solution to help manage its Special Operations Force (SOF) requirements. Maritime During the period, A. P. Moller-Maersk, the world's largest shipping company, extended its existing contract and invested in additional licences of MAPS Maritime Suite, taking their user population to more than 300 active users worldwide. CMA-CGM, the world's third largest shipping company headquartered in France, purchased MAPS Maritime Suite and will use it as a complete crew planning and scheduling system. This emphasises the suitability of MAPS for the shipping industry generally. Building on the successful deployments of MAPS Maritime Suite at A. P. Moller-Maersk, Acergy and CMA CGM, we will focus our efforts for new licence sales in the off-shore and shipping market sector over the coming months. Client Services Client Services has continued to grow revenues rapidly and improve profitability in line with management targets. Quality projects continue to be delivered to clients, providing tangible operational benefits and maintaining high levels of customer satisfaction. Our use of partners to complement our own services capabilities in the UK (Healthcare) and Asia Pacific (Defence) has worked well and will continue to be a cornerstone of our services delivery strategy going forward. There is a strong services pipeline across all sectors from both our existing client base wishing to expand the use of the MAPS software within their operations and from new clients undertaking first time implementations. Research and Development Products continue to be developed both on the core MAPS platform and, where appropriate, in web-based technologies. In Healthcare, a new version of the MAPS Healthroster suite was released, which enhanced the functionality of the Bank (temporary staffing) module and added support for rolling rosters to enable NHS staff groups on fixed shift patterns to be rostered within the system. The web-based management dashboard, which enables NHS Trust executives to monitor the effectiveness of ward rostering, was also released. In Maritime, enhancements to the standard MAPS maritime platform (version 5.5) were released, alongside a new standard configuration, MAPS Maritime Suite, for use in off-shore and shipping. Our defence product offering, MAPS Defence Suite, was enhanced with a modelling capability and the introduction of the capability to interact between MAPS systems on differing security-classified domains. Partnerships In addition to the management focus on the four disciplines of a successful software company, we are increasing our focus on developing key partnerships with organisations which can help us achieve our objective of becoming the foremost supplier of workforce optimisation applications to our chosen markets. Presently, we have partnership agreements with ST Electronics (Info-Software Systems) Pte. Ltd in Singapore and Alphawest Services Pty Limited (part of Optus, Australia's second largest Telco) in Australia. These and other partnerships will help to expand the breadth and depth of our capability in our vertical markets, as well as expanding our geographical reach. Outlook Our strategy is to become the leading provider of workforce management solutions within our chosen markets and a world class software company. The elements of strategic vision, customer satisfaction, an integrated solution, multiple growth drivers and a committed management team are in place across the business. The foundations for profitable growth, to which we have referred in previous statements, are firmly in place and enabling encouraging progress. We have a direct sales organisation and a services business capable of fulfilling the increasing demands of our target markets. There is a strong sales pipeline and the capability to deliver profitable services growth. We are also actively seeking new partnerships to assist with sales and delivery in our markets. In Defence, we have opportunities to supply further products and support services to the UK Armed Forces and to government authorities in Asia Pacific. The latest version of MAPS Defence Suite has been enthusiastically received by other organisations which have viewed it. We are seeking to generate further interest from other European, Commonwealth and NATO nations, partly driven by the extension of MAPS into member nations by NATO itself. In Healthcare, there is an increasing focus throughout the NHS on improving productivity by controlling staff and agency spend and on improving patient care. The quality of our product offering and strong competitive position, together with our investment in sales capability should enable substantial further sales of MAPS Healthroster to other NHS Trusts. While we continue to focus our efforts on the UK NHS, we will seek opportunities to expand our market for MAPS Healthroster overseas. In Cruise and Maritime, we have opportunities to sell additional licences and services for MAPS Maritime Suite to our established customers, as well as the mid-range cruise fleets and in the broader shipping and off shore markets. In Services, there is now a strong pipeline of work to be delivered which stretches into next financial year. Although we have reported previously that the Company is highly dependent on a small number of large contracts in markets where the sales cycles are often long and complex, the cumulative effect of the sales of MAPS Healthroster to the NHS Trusts and our growing base of services and support is having a smoothing effect, providing more predictable and reliable revenue and profit growth. Overall, there has been strong performance in the first half of the year across all sectors of the business and we have a strong pipeline entering the second half. As a result, the Directors are confident of meeting current market expectations for the year. Ian Bowles CHIEF EXECUTIVE OFFICER 6 February 2008 INDEPENDENT REVIEW report to MANPOWER SOFTWARE PLC INTRODUCTION We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 November 2007, which comprises the condensed consolidated income statement, condensed consolidated balance sheet, condensed consolidated statement of changes in equity and condensed consolidated cash flow statement. We have read the other information contained in the interim report which comprises only the Chairman's statement and considered whether it contains any apparent misstatements or material inconsistencies with the financial information. This report is made solely to the company in accordance with guidance contained in ISRE (UK and Ireland) 2410, "Review of Interim Financial Information performed by the Independent Auditor of the Entity". Our review work has been undertaken so that we might state to the company those matters we are required to state to them in a review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our review work, for this report, or for the conclusion we have formed. DIRECTORS' RESPONSIBILITIES The half-yearly financial report is the responsibility of, and has been approved by, the directors. The AIM rules of the London Stock Exchange require that the accounting polices and presentation applied to the interim figures are consistent with those which will be adopted in the annual accounts having regard to the accounting standards applicable for such accounts. As disclosed in Note 1, the annual financial statements of the group are prepared in accordance with the basis of preparation. OUR RESPONSIBILITY Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review. SCOPE OF REVIEW We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. CONCLUSION Based on our review, nothing has come to our attention that causes us to believe that the financial information in the half-yearly financial report for the six months ended 30 November 2007 is not prepared, in all material respects, in accordance with the basis of accounting described in Note 1. GRANT THORNTON UK LLP AUDITOR London 6 February 2008 6 months to 6 months to Year to 30 November 30 November 31 May 2007 2006 2007 £'000 £'000 £'000 Note Revenue 5,325 4,053 8,306 Selling and operational expenses (3,743) (2,728) (5,680) --------- -------- -------- Gross profit 1,582 1,325 2,626 -------------------------------------------------------------------------------------------------------- Administrative expenses (967) (731) (1,556) --------- -------- -------- Profit before share-based payment, interest and tax 615 594 1,070 Share-based payment (56) (38) (75) -------------------------------------------------------------------------------------------------------- Total administrative expenses including share-based payments (1,023) (769) (1,631) --------- -------- -------- Operating profit 559 556 995 Finance charge - (4) (4) Finance income 53 2 19 --------- -------- -------- Net interest 53 (2) 15 --------- -------- -------- Profit for the period before taxation 612 554 1,010 Tax on profit for the period 3 - - --------- -------- -------- Profit for the period 615 554 1,010 ========= ======== ======== Earnings per share 5 Basic (pence per share) 1.38p 1.25p 2.27p Diluted (pence per share) 1.29p 1.24p 2.20p --------- -------- -------- 30 November 30 November 31 May 2007 2006 2007 £'000 £'000 £'000 Non-current assets Property, plant and equipment 176 123 153 Trade and other receivables - - 102 --------- -------- -------- Total non-current assets 176 123 255 Current assets Trade and other receivables 2,290 2,944 1,738 Cash and cash equivalents 2,661 277 2,410 --------- -------- -------- Total current assets 4,951 3,221 4,148 --------- -------- -------- Total assets 5,127 3,344 4,301 ========= ======== ======== Equity and liabilities Equity Share capital 2,234 2,223 2,227 Share premium account 6,492 6,456 6,465 Share-based payment reserve 266 173 210 Retained earnings (6,188) (7,326) (6,808) --------- -------- -------- Total equity 2,804 1,526 2,094 Current liabilities Trade and other payables 2,323 1,818 2,207 --------- -------- -------- Total current liabilities 2,323 1,818 2,207 --------- -------- -------- Total equity and liabilities 5,127 3,344 4,301 ========= ======== ======== The financial statements were approved by the Board of Directors on 5 February 2008. I J Bowles - Director S C Thorne - Director Share capital Share premium Share Retained earnings Total equity based payment reserve £'000 £'000 £'000 £'000 £'000 At 1 June 2006 2,223 6,456 135 (7,893) 921 Exchange differences on opening reserves 13 13 --------- --------- --------- --------- --------- Net income recognised directly in equity 13 13 Result for the period 554 554 --------- --------- --------- --------- --------- Total recognised income and expense 567 567 Equity settled share options 38 38 --------- --------- --------- --------- --------- At 30 November 2006 2,223 6,456 173 (7,326) 1,526 Exchange differences on opening reserves 62 62 --------- --------- --------- --------- --------- Net income recognised directly in equity 62 62 Result for the period 456 456 --------- --------- --------- --------- --------- Total recognised income and expense 518 518 Issue of shares 4 9 13 Associated costs - - Equity settled share options 37 37 --------- --------- --------- --------- --------- At 31 May 2007 2,227 6,465 210 (6,808) 2,094 Exchange differences on opening reserves 5 5 --------- --------- --------- --------- --------- Net income recognised directly in equity 5 5 --------- --------- --------- --------- --------- Result for the period 615 615 --------- --------- --------- --------- --------- Total recognised income and expense 620 620 Issue of shares 7 27 34 Associated costs - - Equity settled share options 56 56 --------- --------- --------- --------- --------- At 30 November 2007 2,234 6,492 266 (6,188) 2,804 ========= ========= ========= ========= ========= 6 months to 6 months to Year to 30 November 30 November 31 May 2007 2006 2007 £'000 £'000 £'000 Cash flow from operating activities Profit for the period 615 554 1,010 Adjustments for: Finance charges (53) 2 (14) Income tax charge / (credit) (3) - - Depreciation 47 38 82 Share option charges 56 38 75 Decrease / (increase) in trade and other receivables (549) (725) 481 (Decrease) / increase in trade and other payables 130 105 465 --------- --------- --------- Net cash (used in) / generated from operations 243 12 2,099 Finance charges - (4) (4) Income tax (paid) / refunded - - - --------- --------- --------- Net cash (used in) / generated by operating activities 243 8 2,095 Cash flows from investing activities Interest received 53 2 18 Payments for property, plant and equipment (69) (73) (149) --------- --------- --------- Net cash (used in) / generated by investing activities (16) (71) (131) Cash flows from financing activities Proceeds from the issue of equity shares 34 - 13 Issue costs - - - --------- --------- --------- Net cash (used in) / generated by financing activities 34 - 13 Net increase in cash and cash equivalents 261 (63) 1,977 Foreign exchange differences (9) (15) 77 Cash and cash equivalents at the start of the period 2,409 355 355 --------- --------- --------- Cash and cash equivalents at the end of the period 2,661 277 2,409 ========= ========= ========= 1. Basis of preparation These unaudited consolidated interim financial statements have been prepared in respect of the six month period ended 30 June 2007. They have been prepared in accordance with the accounting policies set out below, which are based on the recognition and measurement principles of International Financial Reporting Standards (IFRS) in issue as adopted by the European Union (EU) and effective at 31 May 2008, or expected to be adopted and effective at 31 May 2008, the company's first reporting date at which it is required to use IFRS accounting standards adopted by the EU. The interim financial information does not include all of the information required for full annual financial statements. From 1 June 2006 the group has adopted IFRS in the preparation of its consolidated financial statements. Comparative financial information previously published under UK Generally Accepted Accounting Principles (UK GAAP) has been restated on an IFRS basis for the opening balance sheet as at 1 June 2006, interim accounts as at 30 November 2006 and for the year ended 31 May 2007. The change in the group's reported performance and financial position on adopting IFRS is fully disclosed in these interim consolidated financial statements. The interim financial statements have not been audited, nor have they been reviewed under ISRE 24/10 of the Auditing Practices Board. The financial information set out herein does not constitute statutory accounts as defined in Section 240 of the Companies Act 1985. The group's statutory financial statements for the year ended 31 May 2007 prepared under UK GAAP have been filed with the Registrar of Companies. The auditor's report on those financial statements was unqualified and did not contain a statement under Sections 237(2) or 237(3) of the Companies Act 1985. 2. First time adoption The opening IFRS balance sheet as at the date of transition on 1 June 2006 has been prepared in accordance with the measurement and recognition rules of IFRS. It should be noted that: • The adoption of IFRS does not result in any material changes to the Group's accounting practices although the policy framework under IFRS has changed. • There are no adjustments to the balance sheet or income statement as a consequence of the first time adoption of the IFRS other than purely presentational changes. • There are no other material differences between the cash flow statement presented under IFRS and the cash flow statement presented under UK GAAP, other than to reclassify certain cash movements between categories of cash flows. 3. Accounting policies Revenue recognition Revenue is the fair value of the total amount receivable by the group for supplies of products and services which are provided in the normal course of business. VAT or similar local taxes and trade discounts are excluded. The group licenses software under non-cancellable licence agreements and provides services which include installation, consulting, training and product support. Licence fee revenues are generally recognised when a non-cancellable licence agreement has been signed, there are no uncertainties surrounding product acceptance, there are no significant vendor obligations, the fees are fixed and determinable and collection is considered probable. Where licence fees are attributable to contracts extending over more than one period, revenue is taken based upon the stage of completion when the outcome of the contract can be foreseen with reasonable certainty and after allowing for costs to completion. Where appropriate, the group allocates a portion of contracted fees to post-contract activities covered under the contract, which may include installation assistance, training services and first year maintenance. Revenues for training or consulting services are recognised as the services are performed. Revenues from support agreements are recognised rateably over the support period. Intangible assets An internally generated intangible asset arising from the development of software is recognised only if all of the following conditions are met: • it is probable that the asset will create future economic benefits; • the development costs can be measured reliably; • the technical feasibility of completing the intangible asset can be demonstrated; • there is the intention to complete the asset and use or sell it; • there is the ability to use or sell the asset; and • adequate technical, financial and other resources to complete the development and to use or sell the asset are available. Intangible assets are amortised over their estimated useful lives, which is between 3-6 years. Where no intangible asset can be recognised, development expenditure is charged to the income statement in the period in which it is incurred. Research expenditure is recognised as an expense in the period in which it is incurred. Subsequent to initial recognition, intangible assets are reported at cost less accumulated amortisation and accumulated impairment losses. Segmental reporting A business segment is a group of assets and operations engaged in production that is subject to risks and returns that are different from those of other business segments. A geographical segment is also a group of assets and operations engaged in production but in a particular economic environment that is different from those of other economic environments. The group's primary reporting analysis is by business stream. The group's principal activities are: a) the provision of software under a licence agreement; and b) the provision of services such as installation, consulting, training and product support. The group's secondary reporting analysis is geographical. As the activities of the group are predominantly all within the UK, the directors do not provide additional analysis. 4. Segmental analysis The group's primary reporting analysis is by business stream based on products, as follows: Revenue 30 November 30 November 31 May 2007 2006 2007 £'000 £'000 £'000 Licences 2,476 2,123 3,787 Services 2,849 1,930 4,519 --------- -------- -------- --------- -------- -------- 5,325 4,053 8,306 ========= ======== ======== Under IAS 14 there is a requirement to show operating profit for the primary segmental analysis on the basis of the business stream as above. However, the directors are unable to allocate costs on a reasonable basis to the segments. As a result the segmental analysis is limited to the group revenue. In addition to the requirements of IAS 14 the directors present a schedule of revenue analysed by vertical business sector: Revenue 30 November 30 November 31 May 2007 2006 2007 £'000 £'000 £'000 Defence 1,296 2,229 3,861 Healthcare 2,934 1,081 2,454 Maritime 1,095 743 1,991 --------- -------- -------- --------- -------- -------- 5,325 4,053 8,306 ========= ======== ======== 5. Earnings per share 30 November 30 November 31 May 2007 2006 2007 £'000 £'000 £'000 Profit/(loss) for the year 615 554 1,010 ========= ======== ======== Earnings/(loss) per share Basic (pence per share) 1.38p 1.25p 2.27p Diluted (pence per share) 1.29p 1.24p 2.20p Weighted average number of shares Number Number Number of shares of shares of shares Shares in issue at opening 44,539,813 44,463,086 44,463,086 Shares issued during the period 144,812 - 76,727 --------- -------- -------- Shares at closing 44,684,625 44,463,086 44,539,813 Weighted average shares for basic earnings per share 44,547,831 44,463,086 44,539,813 Effect of dilutive potential ordinary shares 2,963,195 290,592 1,304,372 --------- -------- -------- Weighted average shares for diluted earnings per share 47,511,026 44,753,678 45,844,185 ========= ======== ======== This information is provided by RNS The company news service from the London Stock Exchange
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