1st Quarter Results
Intec Telecom Systems PLC
19 February 2001
Intec Telecom Systems PLC
Unaudited results for the three months ended
31st December 2000 - Q1
Intec remains on course for sustained growth and performance.
Intec Telecom Systems PLC ('Intec' or 'the Company'), a leading provider of
telecoms Operations Support Systems ('OSS'), today announces its unaudited
results for the three months ended 31 December 2000, the first quarter of its
2001 year ('Q1'). The Company is pleased to report Q1 performance in line with
the Directors' expectations, and that the current trading environment meets
the Director's expectations for both the core Intec business and new
acquisitions.
HIGHLIGHTS
* Turnover for Q1 over the equivalent period (3 months ended 31 December
1999) increased by 66% to £4.4m (including US acquisition turnover of £
476,000).
* Ongoing investment in business development combined with expected Q1
revenue unevenness produced a loss before interest, tax, depreciation, and
amortisation ('EBITDA') of £1.4m (three months ended 31 December 1999:
profit of £7,000). Loss before tax was £1.61 million (1999 - Loss of £0.12
million), after amortisation of goodwill and intangible assets of £0.4m.
The goodwill arising on the acquisition of Computer Generation ('CompGen')
amounts to £171.3m.
* Eight new contract wins in Australia, Mexico, Jamaica, Holland, Germany,
UK, Italy, and Switzerland.
* Acquisition of CompGen transforms business with entry to US market and
worldwide sales opportunities for convergent mediation product.
* Acquisitions of CHA and i2i adds new US intercarrier product line and
doubles presence and capability in Asia-Pacific region.
* Strongest ever order book and prospect list gives of meeting Directors'
expectations.
For further information:
Kevin Adams, CEO
Intec Telecom Systems PLC
+44 (0) 1483 745800
kevin.adams@intec-telecom-systems.com
Andrew Rodaway
Intec Telecom Systems PLC
+44 (0) 7768 808082
andrew.rodaway@intec-telecom-systems.com
Cubitt Consulting
Fergus Wylie/Serra Balls
+44 (0) 20 7367 5100
serra.konuralp@cubitt.com
The company will be hosting a conference call to discuss the 1st quarter
results on Monday, 19th February, 2001 at 10.30 GMT. The dial in number is:
+44 (0)20 8240 8241
A taped recording will be available approximately 1 hour after the call ends
for 48 hours. The dial in number is:
+44 (0) 20 8288 4459 (Access code:636672)
Chairman's and CEO's Statement
Intec Telecom Systems PLC - 1st Quarter Results 2001
Overview
In the first quarter of its 2001 year, Intec Telecom Systems continued to
demonstrate the ability to generate excellent revenue growth. Increased
investment in business expansion and typical Q1 sales lumpiness resulted in a
loss-making quarter. With an order book and prospect list that is stronger
than ever we continue to have confidence that both the core Intec business and
our new acquisitions will deliver against future performance targets. Ten new
orders already taken in the current period (Q2), for both our InterconnecT and
Inter-mediatE product lines, underline that confidence.
Operations and New Products
On the operating front, we added 8 new companies to our customer base in Q1,
including important wins in Australia, Mexico, Jamaica, Holland, Germany, the
UK, Italy, and Switzerland. New contracts were won for all our major product
lines, including InterconnecT, InterconnecT ITU and Inter-mediatE. Intec staff
numbers at 31 December were 132 in the UK, and 135 based outside the UK,
giving a total of 267, up from 242 at September 2000, with additions mainly in
sales & support. This number grew by 110 on the acquisition of CompGen. With
post-Q1 acquisitions, numbers now stand at over 450 people.
We continue to invest in developing our core InterconnecT product family, both
for current market requirements and for anticipated developments within the
global communications business. The production of Version 7.0 remains on track
for release in Q1 2002. We will be launching Maxi-routE, an important new
internally-developed product at the GSM World conference in Cannes this week.
A separate announcement on this product is being made today. Maxi-routE is a
Least Cost Routing and Margin Analysis product which allows carriers to
identify automatically from billing data the most cost effective routes for
their interconnect traffic, to analyse route profitability, and to automate
switch reconfiguration with minimal engineering effort. Maxi-routE will be
installed at its first customer this month. We have several other products,
including two resulting from technical synergies with CompGen mediation
products, in the final stages of readiness for launch. In line with our
accounting policy, all product development cost has been expensed.
In the prospectus dated 23 November 2000 in relation to the acquisition of
CompGen, we highlighted a number of key management objectives for the
immediate future. These included merging acquired product lines, to grow the
installed base to 85-90 sites, and building a strong US sales force. I am
pleased to report that these objectives are going to be met. Our contracted
InterconnecT installed base at the time of writing approaches 83 sites, and we
have hired three capable business people from within the industry for senior
sales and marketing positions in the US. On the product front, we have
effectively integrated and rebranded the mediation products, including the
creation of some new product opportunities from synergy between InterconnecT
and Inter-mediatE. We are also actively developing a new generation of billing
products, using certain technology and expertise acquired from i2i in
Malaysia.
Q1 Results
In the three months to December 31 2000, revenues were £4.39 million, an
increase of 66% on the same period in 1999. This figure includes revenues of £
476,000 from Computer Generation, as the acquisition was concluded ten days
before the end of the period. Revenues have been derived from new software
licences (40% of turnover) for our market-leading InterconnecT and
newly-acquired Inter-mediatE product families; from recurring revenues (39% of
turnover) attributable to both upgrades within our volume-based pricing model
and from support contracts (including our Application Service Provision (ASP)
product); and from Professional Services (21% of turnover).
With the growth in the company and the expansion of our cost base, it is
always likely that we will make a loss in our less buoyant quarters, and this
is the case in Q1, with a loss before interest, tax, depreciation and
amortisation of £1.44 million, compared to a profit of £7,000 for the
corresponding period in 1999. The increase in costs is primarily due to
investment in business expansion, the revenue benefits of which will be seen
in subsequent quarters. We have opened new offices in Mexico and the
Middle-East and substantially expanded our offices in Brazil and Asia, as well
as investing in sales, marketing and support in all our existing operations.
The operating loss of £2.0m compares with a loss of £58,000 in the equivalent
first quarter in the previous year.
Analysis of results
The gross margin on Intec's core business was 44%, some way below last year's
margin of 58%, the margin decrease reflecting necessary increases in staffing
levels in the implementation capability in Europe and Brazil which will be
productive in future quarters. It was also impacted by cost of the
Inter-mediate Prep products sold during the quarter. The gross margin for the
10 days of CompGen trading was 58%, giving an overall gross margin of 45%.
Distribution costs have risen from £1.28 million in Q4 2000 to £1.87million in
Q1, an increase of 46% reflecting the continuing expansion of Intec's
distribution capabilities, with 16 new staff being added and increased
expenditure in Marketing.
Administration costs excluding depreciation have reduced slightly from £1.56
million in Q4 2000 to £1.53 resulting in small reduction between the quarters.
The administration cost include, £0.1m of one-off costs associated with the
recent acquisition activity and £0.08m for the 10 days of CompGen business.
Depreciation and Goodwill amortisation charges have increased from £0.25
million in Q4 2000 to £0.58million in Q1 with £0.34 million of goodwill
amortisation being charged in respect of the CompGen acquisition, the cost of
which is being amortised over a period of fifteen years.
At 31 December 2000 Intec's annualised debtor-days was 222 days, compared with
194 days at 30 September. Collections during December were slow because of the
holiday season. However, as at 16 February we have made collections of £4.5
million, substantially reducing annualised debtor days to 116 days. Only 14%
of the remaining debtor balance is outside current terms. There were no bad
debts in the period.
Acquisition progress
During the quarter we concluded the acquisition of CompGen of Atlanta for $245
million. CompGen is a leader in convergent mediation, a field that we believe
is pivotal in the future of telecoms OSS. Having a strong mediation product in
our portfolio brings both excellent cross-selling and incremental sales
opportunities, and we are already seeing the benefits of that in our expanded
sales pipeline and current revenue stream. The immediate impact of this deal
is to effectively double the size of the Group in terms of revenue, product
line and customer base. The convergent mediation technology developed by
CompGen, now renamed Inter-mediatE, is technically outstanding, and highly
complementary to our own market-leading InterconnecT product.
Inter-mediatE is a proven performer in customer sites alongside InterconnecT,
and we now have the opportunity to sell a 'one-stop' solution for collecting,
mediating, rating and billing all kinds of network traffic, including both
switched and unswitched (IP) events. The combination also opens some
incremental technical opportunities, by allowing us to create combined product
offerings that are greater than the sum of the parts. We will release more
details of these new products in the near future.
We announced the acquisition of Inception to Implementation (' i2i'), a
Malaysian competitor in November 2000, and this has been concluded after
quarter end. i2i brings us close to critical mass in the Asia-Pacific region,
with a doubling of our presence there. It also brings us substantial technical
capability from within the former i2i staff, and we are already leveraging
that strength in our new product development.
We closed our acquisition of CHA Systems of Dallas on the 1 February 2001. CHA
has a technically advanced Carrier Access Billing System (CABS) for the US
intercarrier market, which complements our existing InterconnecT and
InterconnecT ITU offerings for the non-US and international markets. We can
now offer a complete convergent mediation and intercarrier billing solution in
all world markets.
These acquisitions were funded from existing cash resources and from a placing
and open offer to raise approximately £180 million, before expenses.
The integration of the mediation business is moving ahead successfully,
particularly with the recent recruitment of the former head of ICL's telecoms
division, Gary Bunney, to spearhead the whole American operation. Gary's
experience of both our key billing and mediation markets will be particularly
valuable in developing the strong synergies between the businesses and product
offerings into revenue growth. We have already completed a very successful
trade show in the US under the Intec brand and recruitment to increase our US
sales and marketing team is moving towards completion.
Outlook
A great deal is being said about the slowdown in capital expenditure in the
global telecoms industry, as concerns grow over levels of indebtedness and
future revenue streams. While it is widely recognised that major capital
expenditure plans will be under greater scrutiny, we believe that investments
in technology that supports revenue assurance and operational efficiency will
continue to be made. Indeed, our pipeline of new business prospects has never
been stronger, and we have clear evidence of growing interest in our
solutions. In the seven weeks since the end of the quarter, we have signed 10
new customers, and we are confident that the OSS sector will demonstrate
continuing strength as the telecoms industry focuses on revenue generation
from its network investment. We see challenges ahead for some weaker or less
focused competitors in the OSS market, but we are optimistic that Intec will
benefit from customers seeking vendors with a solid financial position and
proven, high-performance products and support services.
Finally I would like to thank the Company's staff and Directors, and our
advisers, for their contributions to our success, and for their hard work in
an exceptionally busy period.
Mike Frayne, Executive Chairman & Kevin Adams, CEO.
Commenting on the results, Kevin Adams, Chief Executive Officer said:
'I am pleased that we have been able to sustain strong revenue growth over the
previous equivalent first quarter of our 2001 year. The new business coming in
after quarter end also indicates that the market for OSS solutions that can
deliver real financial benefits to carriers is as strong as ever, for both
mediation and intercarrier billing, and we look forward with confidence.
'On the operational side, it is important to note that we are continuing to
develop all our product lines vigorously, with the aim of sustaining the
technical leadership that we have already established. We have a number of new
products ready to launch, including Maxi-routE this week in Cannes, and these
will serve to consolidate our position as an innovator in the OSS market.
'Successful integration of our new acquisitions is now our number one
priority, and I am happy to report that this is going very well, with sales,
support, training, marketing and partnering initiatives all underway. The
opportunities for the enlarged group are excellent, and the logic of these
deals has already been proven by current trading. These are exciting times for
Intec, and I believe the opportunities we have will rapidly feed through into
enhanced shareholder value.'
Results for the Three months ended 31 December 2000
FINANCIAL Unaudited Unaudited Audited
HIGHLIGHTS
Quarter Quarter Year
ended ended Ended
31 31 30
December December September
Notes 2000 1999 2000
£000 £000 £000
TURNOVER 4,388 2,643 20,279
EBITDA before
exceptional
flotation
costs (1,419) 7 4,520
Operating (i)
(loss)/profit (2,017) (58) 3,313
Adjusted (loss) /
profit before
Tax (1,611) (120) 4,416
(Loss)/earnings per
share - basic (0.81) p - p 2.17 p
- diluted (ii) (0.81) p - p 2.16 p
Adjusted (loss)/
earnings
per share (iii) (0.84) p - p 2.67 p
Notes to the Financial Highlights
(i) Group operating
(loss)/profit (1,997) (58) 3,160
- Share of operating
(loss)/profit of associate (20) - 153
Operating (loss)/profit (2,017) (58) 3,313
(ii) (Loss)/profit on ordinary
activities before taxation (1,611) (120) 3,837
- Amortisation of goodwill
and other intangible assets 393
- Exceptional flotation costs - - 579
Adjusted (loss)/profit before tax (1,218) (120) 4,416
(iii) Adjusted (loss)/earnings
per share calculation based
on the following adjusted (loss)/earnings after tax
- (Loss)/earnings after tax (1,664) (120) 2,880
- Amortisation of goodwill and other
intangible assets 393 - 100
- Exceptional flotation costs - - 579
- Tax effect on exceptional
flotation costs - - (23)
Adjusted (loss)/earnings after tax (1,271) (120) 3,536
KEY CUSTOMER DATA - Independent Technology Systems Limited only
Period Ended: 3 months ended 31 12 months ended 30 3 months ended 31
December 1999 September 2000 December 2000
Cumulative:
Contracted customer 42 56 61
base
Contracted
installations
InterconnecT 44 62 66
InterconnecT ITU 4 7 8
InterconnecT ASP 4 4 4
InterconnecT PREP 3
Total 52 73 81
Consolidated profit and loss account
Unaudited Unaudited Audited
31 31 30
December December September
Note 2000 1999 2000
£000 £000 £000
TURNOVER
Continuing 3,912 2,643 19,988
operations
Acquisitions 476 - 291
Total 2 4,388 2,643 20,279
turnover
Development
expenditure (532) (482) (2,013)
Other cost of
sales (1,874) (951) (6,514)
Total cost of
sales (2,406) (1,433) (8,527)
GROSS PROFIT 1,982 1,210 11,752
Distribution (1,872) (936) (4,274)
costs
Administrative
expenses
- Amortisation of goodwill and (393) - (100)
other intangible assets
- Exceptional - - (579)
flotation costs
- Other administrative (1,714) (332) (3,739)
expenses
Total (2,107) (332) (4,318)
administrative
expenses
OPERATING (LOSS) /
PROFIT
Continuing (1,818) (58) 3,441
operations
Acquisitions (179) - (281)
GROUP OPERATING (LOSS)/ (1,997) (58) 3,160
PROFIT
Share of operating (20) - 153
(loss)/profit in
associate
Interest receivable and 420 2 642
similar income
Interest payable and (14) (64) (118)
similar charges:
(LOSS)/PROFIT ON (1,611) (120) 3,837
ORDINARY
ACTIVITIES BEFORE
TAXATION
Tax charge on (loss)/profit on (53) - (957)
ordinary activities
RETAINED (LOSS)/PROFIT ON
ORDINARY
ACTIVITIES AFTER (1,664) (120) 2,880
TAXATION
(Loss) / earnings per 3 (1.10) p - p 2.17 p
share - basic
(Loss) / earnings per 3 (0.81) p - p 2.67 p
share - adjusted
(Loss) /earnings per 3 (0.81) p - p 2.16 P
share - diluted
(Loss)/ profit for (1,664) (120) 2,880
the period
Exchange translation
differences arising
on foreign currency net 77 - 17
investments
Total recognised gains and (1,587) (120) 2,897
losses during the period
Consolidated balance sheet
Unaudited Unaudited Audited
31 December 31 30
September
December
2000 1999 2000
£000 £000 £000
FIXED ASSETS
Intangible 172,337 - 1,863
assets
Tangible 2,254 756 1,692
assets
Investments 645 - 665
175,236 756 4,220
CURRENT ASSETS
Stocks 91 - -
Debtors 18,450 4,358 13,794
Investments 24,325 - 18,970
Cash at bank 9,063 196 12,495
and in hand
51,929 4,554 45,259
CREDITORS: falling
due within one year
(7,382) (1,952) (5,827)
NET CURRENT 44,547 2,602 39,432
ASSETS
ASSETS LESS CURRENT 219,783 3,358 43,652
LIABILITIES
CREDITORS:
falling due
after more
than one year (125) (3,570) (125)
DEFERRED (4,833) (1,273) (1,977)
INCOME
TOTAL NET 214,825 (1,485) 41,550
ASSETS /
(LIABILITIES )
CAPITAL AND 214,825 (1,485) 41,550
RESERVES
Reconciliation Unaudited Unaudited Audited
of movements in
consolidated 30 December 30 30 September
shareholders' December
Funds 2000 1999 2000
£'000 £'000 £'000
(Loss)/profit
for the
financial (1,664) (120) 2,880
period
Other
recognised
gains and 77 - 17
losses
relating to
the period
Issue of share capital net of 174,862 - 40,018
associated expenses
Increase / (decrease) in 173,275 (120) 42,915
shareholders' funds
Opening
shareholders'
funds/ 41,550 (1,365) (1,365)
(deficit)
Closing
shareholders'
funds/ 214,825 (1,485) 41,550
(deficit)
Consolidated cash flow statement
Unaudited Unaudited
Notes 31 31 30
December December September
2000 1999 2000
£000 £000 £000
Net cash (outflow) / inflow from operating
Activities (i) (4,048) 260 (4,889)
Returns on investments and servicing of
finance
Interest received 420 2 628
Interest element of finance lease rental (3) (5) (19)
payments
Interest paid - (59) (120)
417 (62) 489
Taxation
Overseas taxation paid - - (53)
- - (53)
Capital investment
Payments to acquire tangible fixed assets (277) (53) (1,458)
Payment to acquire Intellectual Property - - (1,872)
Rights
Proceeds on disposal of fixed assets - - 25
(277) (53) (3,305)
Acquisitions
Investment in associated undertakings - - (5)
Investment in subsidiary (170,496) - (5)
Costs of acquisition (825) - -
Net cash acquired in subsidiary 2,319 - 14
(169,002) - 4
Cash (outflow) / inflow before management
of liquid resources and financing
(172,910) 145 (7,754)
Use of liquid resources
Increase in term deposits (5,355) - (18,291)
Escrow account - - (679)
Financing
Issue of ordinary share capital 180,021 - 43,090
Share issue costs charged to the share (5,159) - (3,839)
premium account
Capital element of finance lease rental (29) (28) (111)
payments
(Decrease) / increase in cash in the (ii), (3,432) 117 12,416
period (iii)
Notes to the consolidated cash flow
statement
Unaudited Unaudited Audited
31 December 31 December 30
September
2000 1999 2000
£000 £000 £000
(i) Reconciliation of operating (loss) /
profit to net cash (outflow) / inflow
from operating activities
Operating (loss) / profit (1,997) (58) 3,160
Shares gifted to employees 214
- -
Depreciation 186 65 528
Amortisation of goodwill and other 393 - 100
intangible assets
Profit on disposal of fixed assets - - (1)
Decrease in stocks 17 - -
Decrease / (increase) in debtors 18 (252) (9,475)
(Decrease) / increase in creditors (2,665) 505 585
Net cash (outflow)/inflow from operating (4,048) 260 (4,889)
activities
(ii) Reconciliation of net cash flow to
movement in net (debt) / funds
(Decrease) / increase in cash in the (3,432) 117 12,416
period
Cash outflow from decrease in lease 29 28 111
financing
Cash outflow from increase in term 5,355 - 18,970
deposits resources
Change in net funds / (debt) resulting
from cash flows 1,952 145 31,497
Amounts owed to former parent company - 27 3,382
Movement in net funds 1,952 172 34,879
Net funds / (debt) at 1 October 1999/2000 31,221 (3,546) (3,658)
Net funds / (debt) at 31 December 33,173 (3,374) 31,221
Audited Unaudited
30 September Cash Flow 31
December
2000 2000
£000 £000 £000
(iii) Analysis of movement in net funds/
(debt)
Cash in hand and at bank 12,495 (3432) 9,063
Finance leases (244) 29 (215)
Term Deposits 18,970 5,355 24,325
Total 31,221 1,952 33,173
NOTES TO THE UNAUDITED INTERIM FINANCIAL INFORMATION
1. Basis of Preparation
The interim financial information of Intec Telecom Systems PLC for the three
months ended 31 December 2000 has been prepared in accordance with the
accounting policies set out in, and is consistent with, the audited final
statements of Intec Telecom Systems PLC for the year ended 30 September 2000
except that the taxation charge for the period is based on the estimated
charge for the year ending 30 September 2001.
The interim financial information is neither audited nor reviewed and does not
comprise statutory accounts for purposes of Section 240 of the Companies Act
1985. The abridged information for the year ended 30 September 2000 has been
extracted from the statutory financial statements of Intec Telecom Systems
PLC for that year which have been filed with the Registrar of Companies. The
Auditors report on those accounts was unqualified and did not contain a
statement under Section 237(2) or 237(3) of the Companies Act 1985.
2. Turnover and segmental reporting
Unaudited Unaudited Audited
30 December 30 30September
December
2000 1999 2000
£000 £000 £000
By Origin : Turnover
United Kingdom 3,849 2,643 19,977
Continental Europe 63 - 288
Asia -Pacific - - 14
North America 476 - -
South America - - -
4,388 2,643 20,279
By origin : (Loss)/profit before tax
United Kingdom (312) (120) 4,541
Continental Europe (497) - (276)
Asia -Pacific (394) - (428)
North America (169) - -
South America (292) - -
(1,664) (120) 3,837
By origin : Net assets/(liabilities)
United Kingdom 215,099 (1,273) 41,638
Continental Europe (330) - (121)
Asia -Pacific (344) - 33
North America 644 - -
South America (244) - -
214,825 (1,273) 41,550
2. Turnover and segmental reporting (continued)
Unaudited Unaudited Audited
30 December 30 December 30 September
2000 1999 2000
£000 £000 £000
Turnover by activity
Licence Sales 1,640 1,138 11,413
Recurring income:
ASP Service 158 16 138
Volume upgrade licences 568 258 1,934
Support and maintenance fees 1,002 480 2,397
Professional services income:
Implementation and migrations 749 587 3,374
Consulting and training income 191 164 1,023
Hardware 80 - -
Total Turnover 4,388 2,643 20,279
Turnover by destination
United Kingdom 903 587 2,319
Continental Europe 1,462 1,032 8,731
Eastern Europe 564 383 3,516
Africa 113 128 1,411
Asia Pacific 569 314 2,384
North America 350 17 73
South America 427 182 1,845
Total Turnover 4,388 2,643 20,279
3. (Loss)/earnings per share
Basic (loss) / earnings per share is based on the weighted average number of
shares in issue of 151,045,075 (1999:125,142,692) and a loss on ordinary
activities after taxation of £1,664,000 (1999: December - Loss of £ 120,000).
Adjusted (loss)/earnings per share is based on the weighted average number of
shares in issue of 151,045,075 (1999:125,142,692) and adjusted earnings
after tax of £1,271,000 (1999: December - Loss of £120,000) which exclude the
amortisation of goodwill and other intangible assets of £393,000.
Diluted earnings per share is based on a weighted average number of shares in
issue, as adjusted by the dilutive effect of share options, of 151,045,075
(1999: 125,142,692 ).
Note 4 (i) Acquisitions
On 21st December 2000 the group acquired Computer Generation Incorporation for
a
consideration of £170.5million plus the financing and legal costs of
acquisition of £825,000. Goodwill arising on the acquisition of Computer
Generation Incorporation has been
disclosed as an intangible asset and will be amortised over 15 years.
Analysis of the acquisition of Computer Generation Inc. :-
Net Assets at date of Provisional
acquisition
and provisional fair value Alignment of Fair
Book accounting Value
Value policies to group
£000 £000 £000
Tangible fixed assets 471 - 471
Stocks 108 - 108
Debtors 4,676 - 4,676
Cash 2,319 - 2,319
Deferred taxation 35,514 (35,514) -
Creditors due within one year (7,120) - (7,120)
35,968 (35,514) 454
Goodwill arising on 170,867
acquisition
171,321
Cash Consideration 170,496
Costs of the 825
acquisition
171,321
Note 4 (ii)
The acquisition of CHA was completed on 1 February 2001, the consideration
comprising US$9.6m (£6.5m) in cash and the issue of 1,336,173 new ordinary
shares in the capital of Intec (£4.8m). In addition, deferred consideration
with a value up to $14.4m (approx. £9.8m) may be payable, calculated by
reference to CHA's gross revenue and EBIT targets for the calendar year ending
31 December 2001. Any deferred consideration payable will be in the ratio 55
per cent. cash and 45 per cent. in shares.
Note 4 (iii)
The acquisition of i2i was completed on 14 February 2001, the consideration
comprising US$12.5m (£8.6m) in cash and the issue of 1,983,274 new ordinary
shares in the capital of Intec (£9.1m). A further US$7.5m of Intec shares may
be issued by way of deferred consideration over the next two years, based on
specific criteria related to the winning of existing i2i business prospects.
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