TIDMCNS
RNS Number : 6525Z
Corero Network Security PLC
20 March 2012
Corero Network Security plc (AIM: CNS)
("Corero", the "Company" or the "Group")
Full year results
Corero Network Security plc,the AIM listed network security and
business software provider, is pleased to announce its full year
audited results for the year ended 31 December 2011.
Financial highlights
-- Consolidated revenue GBP11.3million (2010: GBP3.0 million)
-- Consolidated operating profit* GBP287,000 (2010: GBP333,000)
-- Adjusted consolidated loss before tax** GBP260,000 (2010: loss GBP32,000)
-- Loss per share 2.75p (2010: 0.68p)
-- Cash of GBP4.3 million at 31 December 2011 (2010: GBP7.2 million)
-- Raised GBP4.56 million (before costs) on 6 March 2012 by way
of a placing to support the growth of the Corero Network Security
business
* before depreciation, amortisation, acquisition and
restructuring costs and financing
** excluding acquisition and restructuring costs and
amortisation of acquired intangible assets
Operating highlights
-- Corero Network Security division
-- Acquired Top Layer Networks in March 2011, renamed Corero Network Security
-- Repositioned through investments in product development and a
new international sales organisation
-- 78 new customers in 2011 with an average order value of GBP36,000
-- Sales order intake up on the previous year
-- Management team reshaped
-- Launch of DDoS Defence System ('DDS'), a network-layer and
application-layer Distributed Denial of Service ('DDoS') defence
product
-- Corero Business Systems division
-- Revenue up 45% on 2010
-- 36% operating profit margin (2010: 34%)
-- Won contracts from 192 Academies (2010:70)
-- Reseller agreement signed with Serco Learning, part of FTSE 100 Serco plc
-- Management team strengthened
Jens Montanana, Corero Chairman said: "The progress in the
Corero Network Security division since the Top Layer acquisition,
and strong performance of Corero Business Systems, has been very
encouraging.
"Corero Network Security and Corero Business Systems are well
placed to capitalise on the opportunities in their respective
markets and deliver growth with a strong sales pipeline of
opportunities going into 2012.
"The placing in March 2012 which raised GBP4.3 million after
costs will allow Corero to further penetrate the network security
market and ensure that it is well placed to fully exploit
opportunities in network security, an area which is becoming ever
more relevant to businesses in light of increasing cyber
attacks."
Enquiries:
Corero Network Security plc
Andrew Miller, Group Chief Operating Tel: 01923 897 333
Officer
finnCap
Sarah Wharry / Henrik Persson Tel: 020 7220 0500
Stephen Norcross (Corporate Broking)
Walbrook PR Tel: 020 7933 8780
Fiona Henson (Media Relations) Mob: 07886 335 992 or fiona.henson@walbrookpr.com
Paul Cornelius (Investor Relations) Mob: 07827 879 460 or paul.cornelius@walbrookir.com
About Corero Network Security
Corero Network Security plc, is a software focused business with
a leading position in its two markets: network security and
business management solutions.
-- Corero Network Security is an international network security
company and the leading provider of Distributed Denial of Service
(DDoS) defence and Intrusion Prevention System (IPS) solutions.
Corero's products and services provide comprehensive, integrated,
high-performance protection against constantly evolving
network-borne cyber threats. Customers include enterprises, service
providers and government organisations worldwide. Corero's
appliance-based solutions are highly adaptive and pre-emptively
respond to modern cyber attacks, known and unknown, protecting
critical information and online assets. Corero's products have
superior performance, are highly scalable, and feature the lowest
latency and best reliability in the industry
-- Corero Business Systems is a leading provider of powerful and
dynamic modular accounting, human resources, payroll and learner
management information software to the schools (including
academies) and further education sectors in the UK and
internationally.
Overview
2011 was a transformational year for Corero with the acquisition
and successful integration of Top Layer Networks, Inc. ("Top
Layer") coupled with the continuing growth of the Corero Business
Systems division ("CBS"). The Top Layer acquisition closed on 2
March 2011 and Top Layer was rebranded Corero Network Security
("CNS") in June 2011.
Corero plc was also renamed as Corero Network Security plc on 29
June 2011.
CNS has made significant progress post acquisition, with the
establishment of an international sales team and considerable
investment into product development, leading to increased sales
momentum and order intake. In addition, CBS has experienced strong
growth during the period.
In the year ended 31 December 2011 the Group reported revenues
of GBP11.3 million (2010: GBP3.0 million) and operating profit
before depreciation, amortisation, acquisition and restructuring
costs and financing of GBP287,000 (2010: GBP333,000).
Business strategy
The strategy for the Corero Network Security division is to
drive organic revenue growth through increased marketing and
industry visibility of the business' approach and product
capabilities. In addition, Corero will continue to develop its
international, channel focused sales model to access new markets
and customers. The division will also invest in product
development, with the emphasis on Cyber defence/attack solutions
with its IPS and DDoS protection product offerings and services.
The business will continue to explore opportunities that can
complement its buy and build strategy.
The strategy for the Corero Business Systems division will be to
continue to invest for growth. The focus will remain on the
education sector where CBS has a strong market position,
particularly in the further education college and academy markets
in England. Development will continue on Resource Financials &
HR and Resource EMS with additional modules to meet customer
requirements. Opportunities in new customer segments and in
international markets will also be evaluated.
The Group will continue to manage and operate Corero as two
separate divisions with a small central overhead.
Operational Review
Corero Network Security review
Corero's acquisition of Top Layer marked the first step in the
Company's stated strategy to build an international network
security business delivering software and hardware solutions to
mid-market and enterprise customers, telecommunication service
providers and government agencies, through an international network
of distributors, integrators and specialised channels partners.
CNS reported revenue of GBP6.9 millionand an operating
lossbefore depreciation, amortisation, acquisition and
restructuring costs and financing of GBP550,000 in the period since
the 2 March 2011 acquisition date.
CNS sales order intake (bookings) in the year ended 31 December
2011 was $12.0 million (GBP7.5 million) with an average value per
customer of $47,000 (GBP29,000). This compared to $11.7 million
(GBP7.6 million) in 2010 with an average value per customer of
$32,000 (GBP21,000). The increase in order intake along with the
increase in the average value per customer was encouraging,
particularly in the light of the restructuring of the US sales team
post the acquisition and establishing the international team in the
second half of 2011.
CNS secured 78 new customers in 2011 with an average order value
per customer of $57,000 (GBP36,000). This added new customers in
the core vertical markets of finance and banking, education,
defence, on-line gaming and e-Retail. New customer wins included
significant orders from: bwin (one of the world's largest on-line
gaming companies); City of Baltimore; a leading spread betting and
CFD provider; an award winning developer and publisher of online
games; and Bridgepoint Education (an on-line & campus based
Higher Education provider). Particularly pleasing was new business
wins with major telecommunications service providers in France and
Spain.
In addition, material upgrade orders were secured from existing
customers including Party Gaming (which was acquired by bwin in
2011); a Texas based clinical healthcare provider;
one of the largest health insurance associations in the United
States; one of the largest insurers in the United States; and an
agency of the United States Department of Defense.
In 2011, CNS secured maintenance and Threat Update Service
renewals of $2.8 million (GBP1.75 million) including material
renewals from a leading US based insurer and one of the world's
largest energy companies.
In the period since the acquisition closed, a number of
important milestones have been achieved:
-- Management team reshaped with the appointment of new CEO, VP
of Engineering, Chief Marketing Officer, VP Sales North America and
VP of Finance.
-- Launch of DDoS Defence System ('DDS'), a network-layer and
application-layer Distributed Denial of Service ('DDoS') defence
product.
-- Launch of DDoS defence support services, SecureWatch Plus, a
comprehensive suite of DDoS defence, configuration optimisation,
monitoring and response services.
-- Significant new investment and progress made in growing the product development team.
-- Sales teams recruited in France, Italy, Malaysia, Spain and Taiwan.
-- The rebranding of Top Layer to "Corero Network Security".
-- Licensing agreement with Kaspersky Lab, a leading developer
of threat management solutions, to augment Corero's Intrusion
Prevention ("IPS") solution.
-- Appointment of over 30 new channel partners.
The security market dynamics and opportunity for Corero Network
Security
The network security market is forecast to continue to grow
strongly, fuelled by escalating cyber threats, economic disruption
and associated costs as cyber attacks multiply, and growing
security compliance and business continuity requirements (Gartner
forecast cumulative annual growth of over 8% in the period to
2014).
The nature, frequency and sophistication of cyber attacks
continue to increase across all spectrums:
-- Cyber-crime driven by financial motivation of cyber criminals.
-- Cyber-activism which in 2011 saw hacktivism (the convergence
of hacking and activism) activities increase significantly with the
exploits of groups such as Anonymous and Lulzsec.
-- Cyber-espionage and cyber-warfare impacting both government
and commercial organisations targeting national security
information, trade secrets and intellectual property assets.
Cyberspace is increasingly being regarded as the new frontline of
warfare - the fifth domain along with land, sea, air and space.
-- Cyber-terrorism which US intelligence agencies consider is
likely to overtake terrorism as the number one threat facing the
US.
According to independent research recently commissioned by
Corero, DDoS attacks are becoming increasingly prevalent with 31%
of organisations having suffered an attack in the past 12 months.
The research, conducted by VansonBourne, questioned 300 mid to
large-sized enterprises in the UK and US and found US companies
were twice as likely to be attacked as those in the UK, with 63% of
US and 29% of UK IT directors concerned over future attacks.
Political and ideological motivation was cited as the largest
source of DDoS attacks among UK companies with the retail sector
most concerned. In the US 52% of attacks were caused by competitors
seeking unfair business advantages.
The security market is fragmented, with Gartner estimating that
only 44% of the market share belongs to the top five vendors. In
this fragmented and ever changing market many established leaders
are losing market share to smaller players with new offerings to
meet new threats.
CNS's products and services offer an effective first line of
defence against cyber attacks. With a strong software centric
platform, Corero has the flexibility and performance to address the
challenges of customers today and into the future.
Corero Business Systems review
Revenues for the CBS division increased by 45% in 2011 to GBP4.4
million(2010: GBP3.0 million). CBS sales order intake in the year
to 31 December 2011 was GBP5.1 million (compared to GBP3.4 million
in 2010).
CBS reported an operating profit before depreciation,
amortisation, acquisition and restructuring costs and financing of
GBP1.6 million (2010: GBP1.0 million).
The CBS division won new contracts from 192 Academies in the 12
months ended 31 December 2011, compared with 70 in 2010, underlying
its strong position in this growth market. In addition, despite the
tight Public Sector spending environment, CBS won four new
contracts with sixth form colleges in 2011. These included three
colleges, St John Rigby in Wigan, Joseph Chamberlain in Birmingham
and St Dominic's in Harrow for the Resource EMS solution, CBS'
Learner Management Information System and one new college,
Blackpool Sixth Form, for its Resource Financials solution.
Key achievements in 2011 include:
-- Reseller agreement signed with Serco Learning, part of FTSE 100 Serco plc.
-- Strategic partnerships with two schools and academy groups:
o The School Partnership Trust - a Leeds based educational
charity, awarded 'Accredited Schools Group Status' in 2010, with 20
schools and Academies.
o The Kemnal Academies Trust - a Kent based multi-Academy Trust
with 26 secondary and primary Academies, who are establishing one
of the first new Teaching Schools.
-- Strengthening of the management team by appointment of Sales
Director, HR Manager, Product Manager and Service Delivery
Manager.
-- Additional sales talent recruited - sales team increased from
6 at 31 December 2010 to 10 at 31 December 2011.
-- Launch of Resource Financials v7, CBS' next generation financial software solution.
Financial performance
For the year ended 31 December 2011, the Group reported an
operating profit before depreciation, amortisation, acquisition and
restructuring costs and financing of GBP287,000 (2010: GBP333,000)
and a loss after taxation of GBP1.2 million(2010: profit
GBP404,000). This included an unrealised exchange gain of GBP73,000
arising on intercompany balances.
Central costs were GBP756,000 (2010: GBP693,000). Central costs
relate to the Group finance and administration functions as well as
the costs associated with the Company's listing on AIM. Central
costs in 2011 include a full year of costs of the management team
and directors appointed in August 2010.
Interest costs were GBP224,000 (2010: GBP199,000) comprising
interest on the Loan Notes issued by Top Layer Networks, Inc
(subsequently renamed Corero Network Security, Inc) as part of the
purchase consideration for Top Layer and the Corero Network
Security working capital facility. The interest in 2010 relates to
interest on the Cumulative Unsecured Loan Stock ('CULS') which was
redeemed by the Company in the year ended 31 December 2010.
Interest received was GBP61,000 (2010: GBP32,000).
The loss per share was 2.75p (2010: 0.68p).
The Group's net assets at the year end were GBP11.5 million
(2010: GBP6.9 million).
The closing cash balance was GBP4.3million (2010: GBP7.2
million). The net reduction in cash and cash equivalents was
GBP931,000 (2010: net increase GBP768,000).
In 2011 the Company raised GBP2.3 million (before expenses) of
which the directors contributed GBP0.9 million.
Post balance sheet event
On 6 March 2012, the Company raised GBP4.56 million (before
issue costs), of which the directors and senior management
contributed GBP1.4 million, by way of a placing of 10,615,694 new
ordinary shares at a price of 43p per share. The money was raised
to support the growth of the Corero Network Security business by
investing in the sales of marketing functions of the business to
gain end-user customer and channel partner awareness, and investing
in its product development capabilities.
Outlook
Significant progress has been made in the Corero Network
Security business. The business and management team have been
reshaped and the groundwork laid to drive incremental business in
many exciting new international markets. This division is well
positioned to deliver growth in 2012.
Corero Business Systems performed strongly in 2011 and is
expected to continue its robust and profitable development into
2012. The early opportunities identified in this division's core
customer segment have enabled the business to build a strong
presence and annuity base in the UK education market.
Consolidated Statement of Comprehensive Income
for the year ended 31 December 2011
Existing continuing Acquired Continuing total Total
2011 2011 2011 2010(1)
GBP'000 GBP'000 GBP'000 GBP'000
Revenue 4,393 6,872 11,265 3,020
Cost of sales (857) (1,699) (2,556) (593)
-------------------- --------- ----------------- --------
Gross profit 3,536 5,173 8,709 2,427
-------------------------------------------------------- -------------------- --------- ----------------- --------
Operating expenses before highlighted items (2,699) (5,723) (8,422) (2,094)
- Depreciation and amortisation of intangible assets (219) (730) (949) (198)
- Acquisition and restructuring costs (306) (297) (603) (60)
-------------------------------------------------------- -------------------- --------- ----------------- --------
Operating expenses (3,224) (6,750) (9,974) (2,352)
Operating profit/(loss) 312 (1,577) (1,265) 75
Finance income 61 - 61 32
Finance costs - (224) (224) (199)
-------------------- --------- ----------------- --------
Profit/(loss) before taxation 373 (1,801) (1,428) (92)
Taxation - 192 192 -
-------------------- --------- ----------------- --------
Profit/(loss) for the year from continuing/acquired
operations 373 (1,609) (1,236) (92)
Profit from discontinued operations - - - 4
Profit from sale of discontinued operations - - - 492
-------------------- --------- ----------------- --------
Profit/(loss) for the year 373 (1,609) (1,236) 404
-------------------- --------- ----------------- --------
Total profit/(loss) for the year attributable to:
Equity holders of the parent 345 (1,609) (1,264) 404
Non-controlling interest 28 - 28 -
-------------------- --------- ----------------- --------
373 (1,609) (1,236) 404
-------------------- --------- ----------------- --------
Other comprehensive income
Difference on translation of foreign subsidiary - 25 25 -
-------------------- --------- ----------------- --------
Total comprehensive income/(expense) for the year 373 (1,584) (1,211) 404
-------------------- --------- ----------------- --------
Total comprehensive income/(expense) for the year
attributable to:
Equity holders of the parent 345 (1,584) (1,239) 404
Non-controlling interest 28 - 28 -
-------------------- --------- ----------------- --------
Total 373 (1,584) (1,211) 404
-------------------- --------- ----------------- --------
(1) restated for change in cost of sales accounting policy as
per Interim Results.
There were no acquisitions in 2010.
Basic and diluted (loss)/earnings per share
2011 2010
Pence Pence
Basic loss per share from continuing and acquired operations (2.75) (0.68)
Basic earnings per share from discontinued operations - 3.67
------- -------
Basic (loss)/earnings per share (2.75) 2.99
Diluted loss per share from continuing and acquired operations (2.58) (0.62)
Diluted earnings from discontinued operations - 3.35
Diluted (loss)/earnings per share (2.58) 2.73
======= =======
In the previous year the diluted earnings per share figure was
omitted from the approved financial statements in error. As a
result this has been calculated and included within the financial
statements this year. There was no difference between basic and
diluted earnings per share for the year ended 31 December 2009.
Consolidated Statement of Financial Position
as at 31 December 2011
2011 2010
GBP'000 GBP'000
Assets
Non-current assets
Goodwill 12,144 509
Acquired intangible assets 3,008 5
Capitalised development expenditure 1,484 591
Property, plant and equipment 655 36
17,291 1,141
Current assets
Inventories 241 -
Trade and other receivables - due in less than one year 3,266 818
Trade and other receivables - due in more than one year 158 2
Cash and cash equivalents 4,312 7,186
-------- --------
7,977 8,006
Liabilities
Current Liabilities
Trade and other payables (2,824) (735)
Borrowings (176) -
Deferred income (5,416) (1,485)
Provisions - (4)
(8,416) (2,224)
Net current (liabilities)/assets (439) 5,782
Non-current liabilities
Borrowings (3,557) -
Deferred income (808) -
Deferred taxation (1,012) -
-------- --------
(5,377) -
-------- --------
Net assets 11,475 6,923
-------- --------
Equity
Ordinary share capital 477 319
Deferred share capital 4,542 4,542
Shares to be issued 80 -
Share premium 19,846 14,341
Merger reserve - 1,023
Share options reserve 166 146
Non-controlling interest 28 -
Translation reserve 25 -
Retained earnings (13,689) (13,448)
-------- --------
Total surplus attributable to equity holders 11,475 6,923
-------- --------
Consolidated Statement of Cash Flows
for the year ended 31 December 2011
Cash flow from operating activities 2011 2010
GBP'000 GBP'000
Continuing operations
Loss before taxation (1,428) (92)
Adjustments for:
Amortisation of acquired intangible assets 576 7
Amortisation of capitalised development costs 201 168
Depreciation 172 22
Finance income (61) (32)
Finance expense 224 199
Decrease in provisions (4) (8)
Share based payment charge 20 131
Changes in working capital
Increase in inventories (94) -
Increase in trade and other receivables (1,729) (344)
Increase in payables 1,192 424
------- -------
Cash (used)/generated from continuing operations (931) 475
Net cash from discontinued operations - 293
------- -------
Net cash from operating activities (931) 768
Cash flows from investing activities
Acquisition of subsidiaries, net of cash acquired (2,283) -
Purchase of intangible assets (38) -
Capitalised development expenditure (1,094) (367)
Purchase of property, plant and equipment (629) (24)
------- -------
Net cash used in investing activities (4,044) (391)
Cash flows from financing activities
Net proceeds from issue of ordinary share capital 2,089 6,383
Term loan received 162 -
Finance income 61 32
Finance expense (10) (292)
Capital element of finance lease repayments (14) -
Repayment of credit facility (187) -
------- -------
Net cash from financing activities 2,101 6,123
Net (decrease)/increase in cash and cash equivalents (2,874) 6,500
Cash and cash equivalents at 1 January 7,186 686
------- -------
Cash and cash equivalents at 31 December 4,312 7,186
------- -------
Consolidated Statement of Cash Flows
continued
Significant non-cash transactions
a) The conversion of 50% of the convertible unsecured loan stock
to equity
b) Disposal proceeds of the sale of the Financial Markets
division
c) Part of the purchase consideration for the acquisition of Top
Layer Networks, Inc
Consolidated Statement of Changes in Equity
for the year ended 31 December 2011
2002 Ordinary
and
deferred Shares Share Share CULS Profit
share to be premium Merger options equity Non-controlling Translation and loss
capital issued account reserve reserve reserve interest reserve reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
1 January
2010 4,557 - 6,369 1,023 14 146 - - (13,898) (1,789)
Share based
payments - - - - 132 - - - 132
Redemption
of CULS - - - - - (146) - - 146 -
CULS fair
value adjustments - - - - - - - - 567 567
Issue of
share capital 304 - 7,972 - - - - - (667) 7,609
Profit for
year ended
31 December
2010 - - - - - - - - 404 404
--------- -------- -------- -------- -------- -------- ---------------- ------------ --------- --------
31 December
2010 4,861 - 14,341 1,023 146 - - - (13,448) 6,923
Share based
payments - - - - 20 - - - - 20
Issue of
share capital 158 - 5,505 - - - - - - 5,663
Merger reserve
transfer - - - (1,023) - - - - 1,023 -
Shares to
be issued - 80 - - - - - - - 80
Other comprehensive
income - - - - - - - 25 - 25
Loss for
the year
ended 31
December
2011 - - - - - - 28 - (1,264) (1,236)
--------- -------- -------- -------- -------- -------- ---------------- ------------ --------- --------
31 December
2011 5,019 80 19,846 - 166 - 28 25 (13,689) 11,475
--------- -------- -------- -------- -------- -------- ---------------- ------------ --------- --------
Notes
1. Segment reporting
Unallocated
Reportable Operating Segments Items
Business
Network Security Systems Central Costs Total
2011 2010 2011 2010 2011 2010 2011 2010
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Revenue
to external
customers
Product
and licence 3,042 - 1,233 556 - - 4,275 556
Professional
services 152 - 1,266 699 - - 1,418 699
Support 3,678 1,894 1,765 - - 5,572 1,765
--------- -------- -------- -------- -------- -------- -------- --------
Total 6,872 - 4,393 3,020 - - 11,265 3,020
Cost of
sales (1,699) - (857) (593) - - (2,556) (593)
--------- -------- -------- -------- -------- -------- -------- --------
Gross profit 5,173 - 3,536 2,427 - - 8,709 2,427
Operating
expenses (5,723) - (1,947) (1,406) (732) (557) (8,402) (1,963)
Share options
charge - - - - (20) (131) (20) (131)
--------- -------- -------- -------- -------- -------- -------- --------
Operating
(loss)/profit
before depreciation,
amortisation,
acquisition
and restructuring
costs and
financing (550) - 1,589 1,021 (752) (688) 287 333
Depreciation (146) - (22) (26) (4) (5) (172) (31)
Amortisation
of intangible
assets (584) - (193) (167) - - (777) (167)
--------- -------- -------- -------- -------- -------- -------- --------
Operating
(loss)/profit
before acquisition
and restructuring
costs and
financing (1,280) - 1,374 828 (756) (693) (662) 135
Acquisition
and restructuring
costs (297) - - - (306) (60) (603) (60)
--------- -------- -------- -------- -------- -------- -------- --------
(Loss)/profit
before financing (1,577) - 1,374 828 (1,062) (753) (1,265) 75
Finance
income - - - - 61 32 61 32
Finance
costs (224) - - - - (199) (224) (199)
--------- -------- -------- -------- -------- -------- -------- --------
(Loss)/profit
before taxation (1,801) - 1,374 828 (1,001) (920) (1,428) (92)
Taxation 192 - - - - - 192 -
--------- -------- -------- -------- -------- -------- -------- --------
(Loss)/profit
after taxation (1,609) - 1,374 828 (1,001) (920) (1,236) (92)
--------- -------- -------- -------- -------- -------- -------- --------
2. Sundry Information
The financial information set out above does not constitute the
Company's Annual Report and Financial Statements for the years
ended 31 December 2011 or 2010. The Annual Report and Financial
Statements for 2010 have been delivered to the Registrar of
Companies and those for 2011 will be delivered following the
Company's annual general meeting. The auditor's reports on both the
2011 and 2010 accounts were unqualified, did not draw attention to
any matters by way of emphasis and did not contain statements under
s498(2) or (3) of the Companies Act 2006. Whilst the financial
information included in this preliminary announcement has been
computed in accordance with International Financial Reporting
Standards (IFRSs) this announcement does not itself contain
sufficient information to comply with IFRSs.
Copies of the Annual Report and Financial Statements for the
year to 31 December 2011 will be posted to shareholders shortly and
will be obtainable from the Company's registered offices or
www.coreroplc.com when published.
The information in this preliminary announcement was approved by
the board on 19 March 2012.
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR BKCDBKBKBKND
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