Interim Results

Mondas PLC 14 December 2000 MONDAS PLC INTERIM RESULTS FOR THE SIX MONTHS TO 31 OCTOBER 2000 Mondas PLC, the e-Business software house specialising in the securities and banking markets and in Internet software, today announces results for the six months ended 31 October 2000 Financial * Revenue increased 37.3% to £881,263 (1999: £641,678) including a three week contribution from DSR Holdings of £111,421 * Revenue from the underlying Mondas business grew revenues by 20% to £ 769,842 * EBITDA of (£136,998) (1999: (£123,787)) after incurring £45,000 legal fees resolving the Reality warranty claim * Loss per share 3.4p (1999: 3.1p) * Cash balances at the end of the period total £2,503,609 (1999: £117,377) * Deferred income £678,816 (1999: £73,144) Highlights * Strategic alliances have been signed with Exchange Data International ('EDI') and NetStore, a leading European ASP * Mondas continues its development of financial sector securities and investment solutions including Corporate Actions Processing and Client Fund Management * Resource 32000 accounting and management information system provides a strategic addition to the Mondas technology portfolio. * Major new business orders for Resource 32000 * Strengthened operational management team with Director of Technical Operations, and the appointment of a new Director of Sales * Two new non-executive directors join the Board * Agreement, in principle, to settle the warranty claim against Reality vendors. Tim Simon, Chairman of Mondas commented: ' Mondas has never been better positioned to exploit the opportunity provided by technological change in the securities market. We now have a suite of software products and skills that together can deliver a total e-Business solution. With the focus on marketing and sales this will enable a continued growth in revenues and creation of shareholder value.' 14 December 2000 ENQUIRIES: Mondas PLC Tim Simon, Chairman Tel: 01932 334600 College Hill Associates Matthew Smallwood Camilla Glen Tel: 020 7457 2020 Mondas PLC Interim Results for the Six Months to 31 October 2000 Chairman's Statement Financial Results We are pleased to report interim results for the six months ended 31 October 2000. During the period under review turnover increased to £881,263 (1999: £ 641,678) of which £769,842 was attributed to the core Mondas PLC ('Mondas', 'the Company' or 'the Group') business, a 20% underlying increase over the previous period. DSR Holdings Limited ('DSR'), which we acquired on 9 October 2000, contributed £111,421 in revenue and £35,927 in operating profit in the three-weeks up to the period end. The Group recorded an operating loss (EBITDA) of £136,998 after charging £45,000 of legal costs in relation to the warranty claim against the vendors of Reality Communications Scandinavia AS ('Reality'). Loss before tax for the period was £466,426 (1999: £390,090). Cash balances at the end of the period totalled £2,503,609 including monies raised in October 2000. Approximately £575,000 of fees and expenses relating to the acquisition became due for payment in the early part of the second half. Deferred income at the end of the period was £678,816 (1999: £73,144) including £126,683 (1999: £48,000) arising from our Norwegian business. Dividend The directors are not recommending the payment of a dividend in respect of the period under review. DSR At the EGM on 3 October the shareholders voted to approve the acquisition of DSR and the raising of £3,153,000 by the issue of equity and a further £ 3,000,000 by the issue of 8% convertible unsecured loan stock. The directors are delighted with this acquisition which has a strong record of profitability and cash generation. It is showing a good trading momentum including recent contracts with TFG (The Facilities Group Limited) a division of Saatchi & Saatchi plc, worth about £80,000 and an order from a consortium of 13 higher education colleges in Hampshire and Surrey, worth over £170,000. This latter deal was awarded towards the end of the period and will benefit the second half. Sales & Marketing The Group has continued to develop its existing clients. Our new Corporate Actions Processing Solution ('CAPS'), which uses workflow technologies to manage the processes triggered by Stock Exchange Corporate Event Notices, has been successfully rolled out across more than 370 users in 27 office locations at Brewin Dolphin Securities Limited. We are currently carrying out a consultancy projects with Stock Exchange member firms and are in detailed discussions with others. We have enhanced the capability of the intranet and extranet solutions delivered to Added Value Group and CIA MediaNetworks, both subsidiaries of the Tempus Group plc, and Ingersoll Rand Inc. Strategic alliances have been signed during this reporting period with Exchange Data International Limited ('EDI') and NetStore PLC, a leading European Application Service Provider ('ASP'). We are marketing our CAPS solution jointly with EDI who have already provided us with a number of opportunities. EDI provides the information from the Stock Exchange in electronic form for direct input into CAPS. This information triggers the actions managed by our software. The relationship with NetStore will provide leads for in-house solutions that are required alongside the software provided via the ASP service. Mondas PLC Interim Results for the Six Months to 31 October 2000 In August we launched our new web site (www.mondas.com), using our own content management solution, enabling the site to be continually updated. Solutions and Technologies The Group has continued to develop its financial sector securities and investment solutions including CAPS, and Client Fund Management. Our core intranet and workflow technologies have also been enhanced. Intralink ST is now available on the Microsoft SQL Server database, to provide greater scaleability and the new version of Radica, Version 4, has been successfully rolled out to existing customers, giving them more flexible modelling and workflow design facilities. Resource 32000 accounting and management information system provides a strategic addition to the Group's technology portfolio. Combined with the other Mondas core technology its innovative design enables us to offer financial sector clients a simpler and lower risk legacy migration strategy for the outdated settlement systems predominant in the London market. Previously, our legacy migration strategy included a third party accounting engine, now replaced with Resource 32000, giving us greater control over development and margin. Resource 32000 has been ported to use Oracle as its back-end database; so users now have the choice of Microsoft SQL Server, Sybase Adaptive Server, or Oracle 8i. We have an order for a major web-enabled timesheet entry system which we expect to deliver and implement on the customer's intranet in January 2001. We are in the process of obtaining industry accreditations such as ICAEW, EMU, and BASDA XML. The design of Resource 32000 allows all three Mondas technologies, intranet, workflow and accounting to integrate neatly and simply. Together they provide a comprehensive Straight Through Processing ('STP') solution for financial markets and e-Business. Reality Communications Scandinavia AS ('Reality') The May 2000 closure of the former Reality office in Highgate resulted in some staff attrition, but those whom we lost have been replaced by people with similar skills and, collectively, they have achieved much improvement to the product. We have also strengthened and renewed our alliance with Allaire upon whose product Intralink ST is based. Ephorma AS, a reseller of certain Mondas products in Norway, has, in correspondence, alleged a breach of the reseller agreement by Mondas. Mondas in turn is alleging breach of the agreement by Ephorma and is seeking a commercial solution to the dispute. Mondas PLC Interim Results for the Six Months to 31 October 2000 Settlement of Litigation Mondas has accepted, in principle, an out of court settlement with certain of the vendors of Reality, following the issue of Court proceedings by the Company in November 2000 for breach of certain warranties given to Mondas at the time of the acquisition of Reality. Under the terms of the settlement, a total of 573,722 Mondas ordinary shares will be delivered to the Company's solicitors, Garretts and thereafter Mondas will take all necessary steps to cancel or, at Mondas' discretion, arrange for the sale of the said shares. Any net sale proceeds shall be for the account of Mondas. The balance of shares issued to certain of the vendors of Reality as consideration for the acquisition of Reality and which were being held in an escrow account, will be released to such vendors under the terms of the settlement. Management Colin Peters & Bernard Fairman joined the Board on 31 October 2000 as non-executive directors. They bring a wealth of corporate and financial sector experience with them, which will benefit Mondas, both in the Boardroom and in its target financial markets. At the same time Ken Barnes resigned as non-executive director to enjoy his retirement. The Board thanks Ken for his contribution to the development of the Group. We have strengthened the operational management team with the following appointments. Just prior to the start of the reporting period, in March 2000, Graham Ross joined us as Director of Technical Operations. His responsibilities include product development, customer projects and technical support. On 4 December 2000 Jarlath McGee joined us as Director of Sales replacing Matthew Crook who left the company on 31 October 2000. Jarlath brings with him a successful track record of over twenty years in IT sales management in the financial services markets. He has been a Branch Sales Manager with Tandem Computers, Managing Director of workflow systems developer, WSO Limited, who provided EAI ('Enterprise Application Integration') and STP solutions for the securities industry. Latterly he was a General Sales Manager EMEA with Applied Communications, Systems Solutions providing transaction management systems to the finance sector. Jarlath is a graduate of Trinity College Dublin. All of DSR's staff, with the exception of the Chairman, Duncan Ritchie, who retired due to ill health, have joined the Mondas team. The directors believe that there is real commitment, across the Group, to building customer and shareholder value. The directors believe that the key to this is a highly motivated team and therefore Mondas offers incentive share options to all staff. Mondas PLC Interim Results for the Six Months to 31 October 2000 Future Prospects The acquisition of DSR and the associated fundraising gives Mondas the opportunity to accelerate its expansion into the securities sector whilst establishing a strong presence in the business systems market. We will provide STP and e-Business solutions to financial markets and e-Business solutions to certain other vertical markets, predominantly through Resource 32000. We are exploring alternative routes to market, particularly focusing on an indirect channel for Resource 32000 and ASP opportunities. Our focus in the second half of this year will be on sales and marketing, integration of products with Resource 32000 and the further development of our financial sector applications. We shall continue to strengthen our staff with securities professionals (new recruits are scheduled to join in January 2001) and the integration of the DSR/Resource business unit. Planned investments in people, product and marketing should enable greater revenue growth during the next financial year. The Company is focused on creating shareholder value and taking full advantage of this very real opportunity. Our expertise in financial and securities markets combine with the quality Resource 32000 offering to give Mondas the opportunity to continue to develop and exploit the real changes that are necessary to give Mondas customers competitive edge in the UK securities markets. D.T.A. Simon Chairman INDEPENDENT REVIEW REPORT TO MONDAS PLC Introduction We have been instructed by the company to review the financial information set out on pages 7 to 12. We have also read the other information contained in the interim report and considered whether it contains any apparent misstatements or material inconsistencies with the financial information. Directors' responsibilities The interim report (including the financial information contained therein) is the responsibility of, and has been approved by, the directors. Review work performed We conducted our review in accordance with guidance contained in Bulletin 1999 /4 issued by the Auditing Practices Board. A review consists principally of making enquiries of group management and applying analytical procedures to the financial information and underlying financial data, and, based thereon, includes an assessment of whether the accounting policies and presentation have been consistently applied, unless otherwise disclosed. A review excludes audit procedures such as tests of controls and verification of assets, liabilities and transactions. It is substantially less in scope than an audit performed in accordance with Auditing Standards and therefore provides a lower level of assurance than an audit. Accordingly we do not express an audit opinion on the financial information. Review conclusion On the basis of our review we are not aware of any material modifications that should be made to the financial information as presented for the six months ended 31 October 2000. RSM Robson Rhodes Chartered Accountants London 13th December 2000 CONSOLIDATED PROFIT AND LOSS ACCOUNT for the six months ending 31 October 2000 6 months 6 months 6 months 6 months 12 months ended 31 ended 31 ended 31 ended 31 ended October October October October 30 April 2000 2000 2000 1999 2000 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited) Acquisitions Continuing Total operations £ £ £ £ £ Turnover 111,421 769,842 881,263 641,678 1,358,811 Cost of sales (18,918) (344,549) (363,467) (244,756) (499,281) Gross profit 92,503 425,293 517,796 396,922 859,530 Distribution and administrative (116,380) (857,940) (974,320) (792,761) (1,725,309) expenses Analysis of group operating losses Operating profit/ (loss) before goodwill amortisation and depreciation (EBITDA) 35,927 (172,925) (136,998) (123,787) (330,183) Amortisation of (56,518) (252,811) (309,329) (258,000) (503,797) goodwill Depreciation of tangible fixed assets (3,286) (6,911) (10,197) (14,052) (31,799) Group operating loss (23,877) (432,647) (456,524) (395,839) (865,779) Net interest (payable)/receivable (9,902) 5,749 8,206 Loss before taxation (466,426) (390,090) (857,573) Taxation - - - Loss for the period (466,426) (390,090) (857,573) Basic and diluted (3.4)p (3.1)p (6.8p) loss per share There are no recognised gains or losses for the above periods other than those stated above. BALANCE SHEET at 31 October 2000 At At At 31 October 31 October 30 April 2000 1999 2000 (Unaudited) (Unaudited) (Audited) £ £ £ Fixed assets Intangible assets 5,954,325 1,782,481 1,536,684 Tangible assets 109,335 43,728 25,741 6,063,660 1,826,209 1,562,425 Current assets Stocks 5,762 4,132 1,810 Debtors 498,498 290,647 318,166 Cash at bank and in hand 2,503,609 117,377 8,742 3,007,869 412,156 382,718 Creditors: Amounts falling due within one year (1,728,772) (262,013) (382,275) Net current assets/ 1,279,097 150,143 (53,557) (liabilities) Total assets less current 7,342,757 1,976,352 1,508,868 liabilities Creditors: Amounts falling due after more than one year (2,862,662) - - Net assets 4,480,095 1,976,352 1,508,868 Capital and reserves Called up share capital 2,001,344 1,261,185 1,261,185 Share premium account 5,228,342 2,530,849 2,530,848 Profit and loss account (2,749,591) (1,815,682) (2,283,165) Equity shareholders' funds 4,480,095 1,976,352 1,508,868 The interim accounts were approved by the Board of Directors on 13 December 2000 and signed on its behalf by: D T A Simon Chairman CONSOLIDATED CASH FLOW STATEMENT for the six months ended 31 October 2000 Six months Six months 12 months ended Ended Year ended 31 October 31 October 30 April 2000 1999 2000 (Unaudited) (Unaudited) (Audited) £ £ £ Reconciliation of operating loss to net cash outflow Operating loss (456,524) (395,839) (865,779) Amortisation of goodwill 309,329 258,000 503,797 Depreciation of tangible fixed 10,197 14,052 31,799 assets Increase in stocks (1,550) (2,955) (633) Increase in debtors (73,117) (47,926) (77,591) Decrease/(increase) in creditors (308,738) 36,795 103,670 Net cash outflow from operating (520,403) (137,873) (304,737) activities Cash flow statement Net cash outflow from operating (520,403) (137,873) (304,737) activities Returns on investments and servicing (132,117) 5,749 8,205 of finance Taxation paid - - 2,146 Capital expenditure and financial (9,034) 3,181 3,421 investment Acquisitions and disposals (2,526,933) - - Cash outflow before financing and (3,188,487) (128,943) (290,965) liquid resources Management of liquid resources (2,125,000) - - Financing - issue of shares (net of 2,736,741 1,034 1,034 costs) - issue of convertible unsecured loan stock 3,000,000 - - (Increase)/decrease in cash 423,254 (127,909) (289,931) NOTES TO THE INTERIM FINANCIAL INFORMATION 31 October 2000 1. INTERIM REPORT This interim report was approved by the Board on 13 December 2000. It has been prepared using accounting policies that are consistent with those adopted in the statutory accounts for the year ended 30 April 2000. The figures for the year to 30 April 2000 were derived from the statutory accounts for that year. The statutory accounts for the year ended 30 April 2000 have been delivered to the Registrar of Companies and received an audit report which was unqualified and did not contain statements under s237(2) or (3) of the Companies Act 1985. 2. DIVIDENDS The directors are not declaring a dividend for the six months ended 31 October 2000. 3. LOSS PER SHARE Basic loss per share is based on the loss attributed to the members of Mondas Plc and on the weighted average number of shares outstanding throughout the six months ended 31 October 2000 of 13,057,860 (1999: 12,577,963). Diluted loss per share is the same as the basic loss per share because the options and convertible unsecured loan stock have no dilutive effect. 4. RECONCILATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT Six months Six months 12 months Ended Ended Ended 31 October 31 October 30 April 2000 1999 2000 £ £ £ Change in cash 423,254 (127,909) (289,931) Cash inflow from increase in debt (3,000,000) - - Cash outflow from increase in 2,125,000 - - liquid resources Change in net debt from cash flows (451,746) (127,909) (289,931) Opening net (debt)/funds (229,869) 60,062 60,062 Closing net debt (681,615) (67,847) (229,869) 5. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS Six months Six months 12 months Ended Ended Ended 31 October 31 October 30 April 2000 1999 2000 £ £ £ Total recognised losses relating to (466,426) (390,090) (857,574) the period Net proceeds of share issue 3,437,653 1,034 1,034 Increase/(decrease) in shareholders' 2,971,227 (389,056) (856,540) funds Opening shareholders' funds 1,508,868 2,365,408 2,365,408 Closing shareholders' funds 4,480,095 1,976,352 1,508,868 6. ACQUISITION OF SUBSIDAIRY Mondas PLC acquired the entire share capital of DSR Holdings Limited on 9 October 2000. The Directors have conducted a provisional fair value exercise and on that basis purchased goodwill of £4,726,970 arose on acquisition. The fair values will be finalised when the statutory financial statements for the year ending 30 April 2001 are prepared. Goodwill for this acquisition is being amortised over five years. Provisional fair values and book values £ Tangible fixed assets 84,757 Stock 2,402 Trade debtors 87,658 Other debtors 19,557 Cash at bank and in hand 725,350 834,967 Creditors: amounts falling due after more than one (1,693,499) year Net current liabilities (858,532) Net assets (773,775) 7. COPIES OF THE INTERIM REPORT Copies of the interim report are being sent to all shareholders of the Company and are available to the public from the Company's registered office: Rosemount House, Rosemount Avenue, West Byfleet, Surrey KT14 6LB and the offices of John East & Partners Ltd, Crystal Gate, 28-30 Worship Street, London EC2A 2AH until 30 December 2000. 8. POST BALANCE SHEET EVENT The interim report has not been adjusted for the following: Mondas has accepted, in principle, an out of court settlement with certain of the vendors of Reality following the issue of Court proceedings by the Company in November 2000 for breach of certain warranties given to Mondas at the time of the acquisition of Reality. Under the terms of the settlement, a total of 573,722 Mondas ordinary shares will be delivered to the Company's solicitors, Garretts thereafter Mondas will take all necessary steps to cancel or, at Mondas' discretion, arrange for the sale of the said shares. Any net sale proceeds shall be for the account of Mondas. The balance of shares issued to certain of the vendors of Reality as consideration for the acquisition of Reality and which were being held in an escrow account, will be released to such vendors under the terms of the settlement.
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