TIDMING

RNS Number : 5864F

Ingenta PLC

29 July 2016

Ingenta plc interim results

Ingenta plc (AIM: PTO), ("Ingenta", the "Company" or the "Group") a leading provider of world-class software and services to the global publishing industry, today announces its unaudited interim results for the six months to 30 June 2016.

The Board believes the business is on track to meet market expectations for the year.

Financial Key Points

   --      Group revenues GBP7.57m (2015: GBP7.59m) 
   --      Costs before tax GBP6.8m (2015: GBP8.5m) 
   --      EBITDA  GBP345K (2015: loss GBP(320)K) 
   --      Profit before tax GBP368K (2015: loss before tax GBP(1.15)m) 
   --      Profit per share 2.08p (2015: loss per share (6.76)p) 
   --      Cash at 30 June 2016: GBP1.3m (as at 30 December 2015: GBP2.1m) 

Operational Key Points

   --      Restructuring in second half of 2015 reduced the cost base by GBP1.6m year on year. 

-- Signed 3 new contracts in 2016 across Ingenta CMS, Ingenta CMS GO! and Ingenta Commercial Contracts and Rights worth an aggregate of GBP1.5m, contrasting with no new wins in 2015.

   --      Business returned to profitability at both EBITDA and pre-tax levels. 
   --      Cash consumption significantly reduced as working capital cycle normalised 

Post Balance Sheet Events

   --      Agreed to acquire 5 fifteen Limited to extend the Group's product set into advertising. 

o The acquisition is expected to return positive EBITDA in 2016 and 2017 and be cash generative and earnings enhancing from 2017.

o Details of the acquisition are contained in a separate market announcement.

   --      Two new Non-Executive Directors to be appointed to the Board. 

David Montgomery, Chief Executive of Ingenta plc, commented:

Since I became Chief Executive Officer in September 2015 we have moved decisively to put Ingenta on to a stronger footing. Within weeks we removed GBP1.6m of annual costs and reorganised some key staff and management positions within the Group while at the same time maintaining our momentum to deliver on existing contracts and make new sales.

I am delighted that at the half year we have returned the Group to profitability with a GBP0.7m improvement in EBITDA and a GBP1.5m improvement in profit before tax. We have also improved our sales performance with three new wins, and significantly reduced our cash outflows which now reflect the normal trading pattern across the year.

Furthermore, we have announced today the acquisition of 5 fifteen which not only is a business I know well, but which I also view from both a market expansion and technology standpoint as an important strategic step.

Our priorities now focus on building our sales pipeline, fully exploiting the potential that 5 fifteen gives us, continuing to control our costs and building further on our profitability.

In recognition of our expanding horizons and to bring greater depth of experience to the management of the business, I am delighted to welcome Max Royde and Henrik Holmström to the Board as Non-Executive Directors with effect from the beginning of August.

This has been a challenging but exciting time during which I believe the balance and momentum of the business has been fundamentally shifted and the true potential of the Company to become a growing and profitable world class software and services provider to the content industries has begun to be demonstrated. I look forward to the future with confidence.

For further information please contact:

   Ingenta plc                                            Tel: 01865 397 800 

David Montgomery / Alan Moug

   Cenkos Securities plc                            Tel: 0207 397 8900 

Nicholas Wells / Elizabeth Bowman

Chief executive's statement

I am pleased to report our first half results for the year to 31 December 2016. The first 6 months of the financial year are marked by stable revenue and a significantly reduced cost base leading to a return to profitability for the Group.

Our strategy has been to restore profitability, move the business quickly to cash generation and then use our unique position within the media industry to acquire complimentary businesses to strengthen the Group for the future.

I am therefore pleased to announce today the purchase of 5 fifteen Limited, a software development company which owns the 'AdDEPOT' advertising workflow software for publishers. The addition of the 5 fifteen products to the Ingenta stable enhances our offering to existing customers and extends the Group's reach into the wider media market including newspapers and magazines with a cloud based software as a service (SaaS) model.

After an initial down payment the consideration for 5 fifteen is staggered to reflect its future performance for the remainder of 2016 and 2017. The purchase is expected to be immediately earnings enhancing and expected to generate a positive cash flow from 2017 after a short term working capital requirement in 2016.

The purchase will be satisfied in cash, and the Directors are please to say that we are undertaking a subscription with institutional investors through the issue of 388,450 new ordinary 10p shares at 130p. In addition, Directors Martyn Rose and Neil Kirton intend to subscribe GBP275,015 in total for new shares on the same basis. The subscription is within the authority granted by resolutions passed at our AGM in May and I am delighted that a number of our existing shareholders have taken this opportunity to acquire more stock.

A more detailed announcement regarding this acquisition is being made separately today.

Ingenta business

Revenue for the first half of 2016 has improved compared to the same period last year for Ingenta CMS (previously known as pub2web) and Ingenta Commercial (previously known as advance), our enterprise level replacement for the Vista product suite. The uplift in Ingenta Commercial in particular has more than covered the anticipated reduction in Vista revenue.

In the last 6 months, we have launched Ingenta CMS GO!, an out of the box content management solution which uses standard functionality to roll out a fast and efficient solution for mid- sized publishers. We have already had some success in selling the concept with 2 ongoing implementations and a number of other sales opportunities in the pipeline.

We intend to roll out the concept of a GO! implementation which has no development or bespoke elements to the Ingenta Commercial suite in the next few months. Ingenta Commercial has four ongoing projects currently and we expect to go live on two of these around the end of 2016, with the others maintaining time based revenues into 2017.

We have closed three new deals in 2016 so far aggregating around GBP1.5m of future revenue. These include:

-- signing a new multi-year deal with the OECD to build their next generation web presence on Ingenta CMS which will allow, not just the OECD, but also other International Government Organisations, to host their content with their own branding and domain through the site;

   --      an Ingenta CMS GO! for Sabinet, a South African publisher; and, 
   --      an Ingenta Commercial contract and rights sale to SAGE publishers. 

This contrasts with no new deals in 2015.

Vista still remains almost 50% of the Group's revenue and produces a 50% profit before tax margin and will remain core to the Group's activities for a number of years to come.

Elsewhere there was a small reduction in the first half of 2016 against the same period in 2015 for PCG and Ingenta Connect revenues, with Ingenta Connect expected to grow into 2017 and with PCG expected to recover in the second half with 2016 revenue expected to exceed 2015.

Ingenta Connect is about to launch 'Ingenta Open' an online portal for open access data. This has so far had a good response among customers and will fully launch in October 2016. In addition, from the end of Q3, Ingenta Connect will charge libraries for previously free access services under a Library Memberships scheme. This is expected to improve the Ingenta Connect results in 2017 and bring this division back to growth.

PCG has undergone significant change in 2016, with a re-emphasis on the elements of the business which earn the highest margin, concentrating on the sales representation parts of the business model and has been PCG win new clients across US, Latin America and India.

Financial review

First half revenue was stable from the first half of 2015, with the expected decrease in revenue from the Vista product being replaced by revenue from the new Ingenta Commercial product suite. Other revenues remained relatively stable.

The cost base before interest, tax and foreign exchange has reduced by GBP1.6m on an annualised basis.

The cost base realignment has returned the Group to profit with a first half Profit before tax of GBP368K.

Cash Flow

Cash reduced by GBP0.8m in the 6 months to 30 June 2016 as part of the expected cash flow. The working capital cash cycle is now normalising after 18 months of restructuring and amortising provisions associated with the beta implementations of Ingenta Commercial.

Compared to the same period in 2015, working capital cash movements are similar, the main cash variances are the differential on the trading account and the capital raising in June 2015. Interest paid in the first half of 2016 was GBP13K (2015: GBP331K).

As in the prior year, the R&D tax credit of GBP405K (2015: GBP467K) was received in July and did not impact the first half cash flow.

D R Montgomery

Chief Executive Officer

Condensed Consolidated Interim Statement of Comprehensive Income

 
                                                 Unaudited     Unaudited 
                                                Six months    Six months 
                                                     ended         ended 
                                                   30 June       30 June 
                                                      2016          2015 
                                        Note       GBP'000       GBP'000 
 
 Group revenue                                       7,573         7,587 
 Less: revenue from equity 
  accounted investment                     4           398           300 
                                              ------------  ------------ 
 Group revenue excluding equity 
  accounted investment                               7,175         7,287 
 Cost of sales                                     (4,614)       (5,119) 
                                              ------------  ------------ 
 Gross profit                                        2,561         2,168 
 
 Sales and marketing expenses                        (665)         (835) 
 Administrative expenses                           (1,555)       (2,214) 
 
 Profit / (loss) from operations                       341         (881) 
 Share of profit from equity 
  accounted investment                     4            40            20 
 
 Profit / (loss) from operations 
  including equity accounted 
  investment                                           381         (861) 
 
 Analysis of profit / (loss) 
  from operations 
 Profit / (loss) before net 
  finance costs, tax, depreciation 
  and foreign exchange gains 
  and losses (EBITDA)                                  345         (320) 
 Depreciation                                         (90)         (124) 
 Foreign exchange gain / (loss)                        177         (117) 
 Restructuring costs                                  (51)         (300) 
                                              ------------  ------------ 
 Profit / (loss) from operations                       381         (861) 
 
 
 Finance costs                                        (13)         (290) 
                                              ------------  ------------ 
 
 Profit / (loss) before tax                            368       (1,151) 
 
 Tax                                                   (2)            49 
 
 Retained profit / (loss) 
  for the period                                       366       (1,102) 
                                              ------------  ------------ 
 
 Other comprehensive expenses 
  which will be reclassified 
  subsequently to profit or 
  loss: 
 Exchange differences on translating 
  foreign operations                                  (27)           (1) 
 
 Total comprehensive income 
  / (expense) for the period                           339       (1,103) 
                                              ------------  ------------ 
 
 Profit / (loss) attributable 
  to owners of the parent                              366       (1,102) 
                                              ============  ============ 
 
 Total comprehensive income 
  / (expense) attributable 
  to owners of the parent                              339       (1,103) 
                                              ============  ============ 
 
 Basic profit / (loss) per 
  share - pence                            5         2.08p       (6.76)p 
 Diluted profit / (loss) per 
  share - pence                            5         2.01p       (6.76)p 
 

Condensed Consolidated Interim Statement of Financial Position

 
                                        Unaudited   Unaudited 
                                          30 June     30 June 
                                             2016        2015 
                                 Note     GBP'000     GBP'000 
 Non current assets 
  Goodwill                                  3,737       3,737 
  Property, plant & equipment                 213         333 
  Investments accounted for 
   using the equity method          4         238         318 
                                       ----------  ---------- 
                                            4,188       4,388 
 Current assets 
  Trade and other receivables       6       3,711       3,750 
  Cash and cash equivalents         7       1,293       2,606 
                                            5,004       6,356 
 
 Total assets                               9,192      10,744 
                                       ----------  ---------- 
 
 Equity 
  Share capital                             1,632       1,632 
  Share Premium                             8,294       8,291 
  Merger reserve                           11,055      11,055 
  Reverse Acquisition reserve             (5,228)     (5,228) 
  Translation reserve                       (914)       (905) 
  Investment in own shares                    (1)         (6) 
  Share option reserve                         19           - 
  Retained earnings                      (10,873)    (10,909) 
                                            3,984       3,930 
 
 Current liabilities 
  Trade and other payables          8       5,208       6,814 
 
                                            5,208       6,814 
 
 Total liabilities                          5,208       6,814 
 
 Total equity and liabilities               9,192      10,744 
                                       ----------  ---------- 
 
 

Unaudited condensed consolidated interim statement of changes in equity

 
                    Share     Share    Merger       Reverse   Translation   Investment      Share   Retained     Total 
                  capital   premium   reserve   acquisition       reserve           in     option   Earnings 
                                                    reserve                        own    reserve 
                                                                                shares 
                  GBP'000   GBP'000   GBP'000       GBP'000       GBP'000      GBP'000    GBP'000    GBP'000   GBP'000 
 
 Balance 
  at 1 January 
  2016              1,632     8,294    11,055       (5,228)         (887)          (1)          -   (11,239)     3,626 
 
 Profit for 
  the period            -         -         -             -             -            -                   366       366 
 Share based 
  payment 
  expense               -         -         -             -             -            -         19          -        19 
 Other 
 comprehensive 
 income: 
 Exchange 
  differences 
  on 
  translation 
  of foreign 
  operations            -         -         -             -          (27)            -                     -      (27) 
                 --------  --------  --------  ------------  ------------  -----------  ---------  ---------  -------- 
 Total 
  comprehensive 
  income / 
  (expense) 
  for the 
  period                -         -         -             -          (27)            -         19        366       358 
 
 Balance 
  at 30 June 
  2016              1,632     8,294    11,055       (5,228)         (914)          (1)         19   (10,873)     3,984 
 
 
                                                              Reverse                 Investment 
                           Share      Share     Merger    acquisition   Translation       in own    Retained 
                         capital    premium    reserve        reserve       reserve       shares    Earnings     Total 
                         GBP'000    GBP'000    GBP'000        GBP'000       GBP'000      GBP'000     GBP'000   GBP'000 
 
 Balance at 
  1 January 
  2015                       841          -     11,055        (5,228)         (904)          (6)     (9,807)   (4,049) 
 
 Loss for the 
  period                       -          -          -              -             -            -     (1,102)   (1,102) 
 Share issue                 791      8,291          -              -             -            -           -     9,082 
 Other comprehensive 
  income: 
 Exchange differences 
  on translation 
  of foreign 
  operations                   -          -          -              -           (1)            -           -       (1) 
                       ---------  ---------  ---------  -------------  ------------  -----------  ----------  -------- 
 Total comprehensive 
  expense for 
  the period                 791      8,291          -              -           (1)            -     (1,102)     7,979 
 
 Balance at 
  30 June 2015             1,632      8,291     11,055        (5,228)         (905)          (6)    (10,909)     3,930 
                       ---------  ---------  ---------  -------------  ------------  -----------  ----------  -------- 
 

Condensed Consolidated Interim Statement of Cash Flows

 
                                               Unaudited     Unaudited 
                                              Six months    Six months 
                                                   ended         ended 
                                                 30 June       30 June 
                                                    2016          2015 
                                      Note       GBP'000       GBP'000 
 
 Profit / (loss) before tax                          368       (1,151) 
 
 Adjustments for: 
  Share of profit from equity 
   accounted investment                  4          (40)          (20) 
  Depreciation                                        90           124 
  Share based payment expense                         19             - 
  Interest expense                                    13           291 
  Unrealised foreign exchange 
   differences                                      (27)           (1) 
  Decrease in trade and other 
   receivables                                       961         1,064 
  Decrease in trade and other 
   payables                                      (2,056)       (2,081) 
 
 Cash (outflow) from operations                    (672)       (1,774) 
 
  Tax Paid                                           (2)           (1) 
 Net cash (outflow) from operating 
  activities                                       (674)       (1,775) 
 
 Cash flows from financing 
  activities 
  Share issue                                          -         9,082 
  Payment of finance leases                         (90)          (86) 
  Loans received                                       -           400 
  Loans repaid                                         -       (2,950) 
  Interest paid                                     (13)         (331) 
                                            ------------  ------------ 
 Net cash used in financing 
  activities                                       (103)         6,115 
 
 Cash flows from investing 
  activities 
  Purchase of property, plant 
   and equipment                                     (7)           (6) 
 Net cash used in investing 
  activities                                         (7)           (6) 
 
 Net (decrease) / increase 
  in cash and cash equivalents                     (784)         4,334 
 
 Cash and cash equivalents 
  at beginning of period                           2,077       (1,728) 
 
 Cash & cash equivalents at 
  end of period                          7         1,293         2,606 
                                            ------------  ------------ 
 

Notes to the Unaudited Interim Report for the six months ended 30 June 2016

   1.   Nature of operations and general information 

Ingenta plc (the "Company") and its subsidiaries (together 'the Group') is a provider of technology and supporting services to content providers and publishers. The nature of the Group's operations and its principal activities are set out in the full annual financial statements.

The Company is incorporated in the United Kingdom under the Companies Act 2006. The Company's registration number is 837205 and its registered office is 8100 Alec Issigonis Way, Oxford OX4 2HU. The condensed consolidated interim financial statements were authorised for issue by the Board of Directors on 28 July, 2016.

The financial information set out in this interim report does not constitute statutory accounts as defined in section 404 of the Companies Act 2006. The Group's statutory financial statements for the year ended 31 December 2015, prepared under IFRS as adopted by the European Union, 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 section 498 (2) or section 498 (3) of the Companies Act 2006.

   2.   Basis of preparation 

These unaudited condensed consolidated interim financial statements are for the six months ended 30 June 2016. They have been prepared following the recognition and measurement principles of IFRS as adopted by the European Union. They do not include all of the information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements of the Group for the year ended 31 December 2015.

These condensed consolidated interim financial statements have been prepared on the going concern basis under the historical cost convention and have been prepared in accordance with the accounting policies adopted in the last annual financial statements for the year ended 31 December 2015.

The accounting policies have been applied consistently throughout the Group for the purposes of preparation of these consolidated interim financial statements.

A detailed set of accounting policies can be found in the annual accounts available on our website, www.ingenta.com or by writing to the Company Secretary at the registered office as above.

   3.   Share based payment 

In January 2016, 526,000 share options were granted to senior executives under the Company's EMI (Enterprise Management Incentive) scheme. The exercise price of the options is GBP1.27, equal to the market price on the date of grant. The options vest in 3 equal tranches over 3 years on condition that the Group's reported year end EBITDA level meets market expectation in each year. The fair value at grant date is estimated using the Black Scholes pricing model, taking into account the terms and conditions upon which the options were granted. There is no cash settlement of options. The fair value of options granted during the 6 months to 30 June 2016 was estimated using the following assumptions:

   Expected volatility                                  21.9% 
   Risk free interest rate                             0.5% 
   Closing share price at 30 June 2016         GBP1.225 

The weighted average fair value of options granted was GBP147K

For the 6 months ended 30 June 2016 the Group has recognised GBP19,174 of share based payment expense in the income statement (2015: GBP0)

   4.   Equity accounted investment 

The Group holds a 49% voting and equity interest in Beijing Ingenta Digital Publishing Technology Ltd (BIDPT), a joint venture company registered in the People's Republic of China.

This investment is accounted for under the equity method. BIDPT has a reporting date of 31 December. The shares are not publicly listed on a stock exchange and hence published price quotes are not available. Certain unaudited financial information on BIDPT is as follows:

 
                           30 June      30 June 
                              2016         2015 
                           GBP'000      GBP'000 
 
 Assets                      1,522        1,602 
 Liabilities                   958          993 
 
                        Six months   Six months 
                             ended        ended 
                           30 June      30 June 
                              2016         2015 
                           GBP'000      GBP'000 
 
 Revenues                      812          600 
 Profit                         81           40 
 Profit attributable 
  to the Group                  40           20 
 

Changes in equity accounted investment

 
                          Six months     Six months 
                               ended          ended 
                             30 June        30 June 
                                2016           2015 
                             GBP'000        GBP'000 
 
 Investment Book Value 
  as at 1 January                198            298 
 Profit attributable 
  to the Group                    40             20 
 
 Investment Book Value 
  as at 30 June                  238            318 
 
 
 

Dividends are subject to the approval of at least 51% of all shareholders of BIDPT. The Group has received no dividends.

   5.   Profit / (loss) per share 

Basic profit / (loss) per share is calculated by dividing the profit / (loss) attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.

For diluted profit / (loss) per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all dilutive potential ordinary shares.

 
                                Six months     Six months 
                                     ended          ended 
                                   30 June        30 June 
                                      2016           2015 
 
 Attributable profit 
  / (loss) (GBP'000)                   339        (1,103) 
 
 Weighted average number 
  of ordinary basic shares 
  (basic)                       16,319,609     16,319,609 
 
 Weighted average number 
  of ordinary shares 
  (diluted)                     16,845,609     16,319,609 
 
 Profit / (loss) per 
  share (basic) arising 
  from both total and 
  continuing operations              2.08p        (6.76)p 
 
 Profit / (loss) per 
  share (dilutive) arising 
  from both total and 
  continuing operations              2.01p        (6.76)p 
 
   6.   Trade and other receivables 

Trade and other receivables comprise the following:

 
 
                              30 June   30 June 
                                 2016      2015 
                              GBP'000   GBP'000 
 
 Trade receivables - 
  gross                         2,322     2,225 
 Less: provision for 
  impairment of trade 
  receivables                    (21)       (5) 
                             --------  -------- 
 Trade receivables - 
  net                           2,301     2,220 
 Other receivables                124       176 
 Prepayments and accrued 
  income                          881       904 
 Research and development 
  tax credit                      405       450 
                             --------  -------- 
                                3,711     3,750 
 
 
   7.   Cash and cash equivalents 
 
                               30 June   30 June 
                                  2016      2015 
                               GBP'000   GBP'000 
 
 Cash and cash equivalents       6,528     8,116 
 Bank overdraft                (5,235)   (5,510) 
                              --------  -------- 
 Cash and cash equivalents 
  including overdraft            1,293   (2,606) 
 
 
   8.   Trade and other payables 

Trade payables comprise the following:

 
                         30 June   30 June 
                            2016      2015 
                         GBP'000   GBP'000 
 
 Trade payables              589       946 
 Social security and 
  other taxes                293       343 
 Other payables            1,265     1,532 
 Accruals                    796     1,092 
 Deferred income           2,265     2,901 
 
                           5,208     6,814 
 
 
   9.   Contingencies and commitments 

There were no contingencies and commitments at the end of this or the comparative period.

10. Post balance sheet events

On 29 July 2016, the Company agreed to acquire 5 fifteen Limited, a leading supplier of digital advertising solutions to the magazine and newspaper industry for a consideration of up to GBP990K.

At the same time the Company announced a direct subscription with certain institutional investors and Directors of the Company. The subscription will raise up to GBP780K through the issue of 600,000 new ordinary shares of 10 pence each at a subscription price of 130 pence per share.

Details of the acquisition and the subscription are contained in a separate market announcement.

There were no other material events subsequent to the end of the interim reporting period that have not been reflected in the interim financial statements.

11. Copies of the Interim Financial Statements

A copy of the interim statement is available on the Company's website, www.ingenta.com, and from the Company's registered office, 8100 Alec Issigonis Way, Oxford OX4 2HU.

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR BLGDRUXDBGLI

(END) Dow Jones Newswires

July 29, 2016 02:00 ET (06:00 GMT)

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