Final Results

Cyan Holdings Plc 29 March 2007 Press Release 29 March 2007 Cyan Holdings Plc ('Cyan' or 'the Group') Final Results Cyan Holdings Plc (AIM:CYAN.L), the fabless semiconductor company specialising in the development of low powered, configurable microcontroller chips, announces its Final Results for the year ended 31 December 2006. Highlights • strategic review completed • new CEO appointed and executive team restructured • eCOG1X product range available and well received by customers • trials commenced by Chinese authorities on the EPOS based tax collection project • Sales Revenue of £269k, an order of magnitude increase from £30k in 2005 • Sales revenues have been significantly impacted by the delay in the roll out of the Chinese tax terminal project which is now expected in mid 2007 • Retained Loss of £2,533k and Cash Balance of £2,821k in line with expectations Commenting on the results, Mike Hughes, Chairman, said: 'Our strategic review confirmed the value of our products to our customers, identified a better market penetration strategy and showed that China, including the Chinese domestic market, offers us the highest potential for growth. The review was led by Kenn Lamb whose appointment as CEO is a positive addition to Cyan's senior management and an endorsement of our potential. 'The launch of the eCOG1X product range in August 2006 and its availability in production quantities early in 2007 is a significant milestone for the Company. We are pleased to report that it has been well received by our customers. I believe that our new management team is well positioned to deliver sustainable growth for our shareholders.' -Ends- For further information, please contact: Cyan Holdings plc Mike Hughes, Chairman Tel: +44 (0) 1954 234 400 www.cyantechnology.com Collins Stewart Limited Simon Atkinson, Corporate Finance Tel: +44 (0) 20 7523 8312 www.collins-stewart.com Media enquiries: Abchurch Communications Heather Salmond / Franziska Boehnke Tel: +44 (0) 20 7398 7700 franziska.boehnke@abchurch-group.com www.abchurch-group.com Chairman's Statement I am pleased to report on the activities of Cyan for the twelve months to 31 December 2006. During the last quarter of 2006 we conducted a strategic review of our business model including an assessment of our product offerings by industry experts. We are satisfied that our current and in-development range of eCOG microcontrollers, along with its powerful CyanIDE toolset, meet the demands of our customers and will deliver sustainable growth in a global and expanding market. The strategic review highlighted both the strengths and weaknesses of our chosen routes to market. The Board has responded quickly in order to build on our strengths and eliminate our weaknesses. The most significant change is to increase our focus on our major market, China, through improved product offerings supported by a restructuring of our executive management team. We are pleased to announce the appointment of Kenn Lamb as CEO as from 11 April 2007. Kenn was CEO of Elixent Ltd from 2001 to 2006 where he completed a successful sale of the business to Matsushita of Japan. Prior to Elixent Kenn was Senior VP Sales at ARC International, a RISC processor semiconductor business, where he managed the restructuring of the international sales team building sales from zero. After two years of sales growth ARC completed a successful London Stock Exchange flotation in September 2000 with a market capitalisation of £500m. Before joining ARC Kenn was Managing Director of Actel Inc's European FPGA businesses where his team quadrupled sales in two years through close management of the distribution sales channel. Kenn's experience of microprocessors and configurable peripheral technology is ideal for Cyan's product range. As a consultant, Kenn led the strategic review of both our approach to the market and the restructure of our management team, and now joins us to manage the implementation of the new strategy and accelerate the growth of our business. Paul Johnson will report to Kenn Lamb and will retain his title of President and CTO given his role as founder of the company and to underline his importance in the company when in senior level discussions in the Far East. Paul is pleased to be able to concentrate on the development of Cyan's product range and the supporting CyanIDE software tools as well as working to increase the engineering capabilities of our team in China. Cyan has a clear product road map and will be launching important new products in 2008. As a consequence of the increased focus on China we have agreed that Paul Barwick, our sales director will leave the company on 31st March, 2007. Dominic Lun, General Manager of Cyan Asia Limited will report directly to the CEO with responsibility for all activities in China. I wish to thank Paul for his important contribution to our business. Paul has helped to build a strong team in China where we now have over 200 customers showing serious interest in our product range and our top 10 Chinese design wins, excluding the tax collection project, have potential for sales of almost one million units per annum. Our strategy is to become the provider of choice for microcontrollers in the domestic Chinese market; a market which is growing very quickly. We will do this by focussing on China, strengthening our Chinese team and widening their range of activities, partnering with Chinese subcontractors, developing products specifically for the Chinese internal market, and using our relationship with subcontractors to influence our penetration of the European market. We believe that we are well placed to vigorously put this strategy into practice. Microcontrollers remain a buoyant and growing market. Cyan offers customers the opportunity to reduce their Bill of Material cost by integrating the functions of normally separate peripheral devices on to the Cyan MCU chip. This approach reduces component costs, reduces system power supply needs, and reduces assembly and test costs. Our unique software development tool, CyanIDE, then allows the chip assembler coding of peripherals through a straightforward graphical process that reduces development time and therefore cost. This approach allows the user to focus on the more important applications software, and makes a tedious part of the development process much simpler. Overall the customer achieves lower development costs, lower production costs, and a shorter time to market. The recent availability of the eCOG1X product range together with the improved CyanIDE tool, version 1.4, considerably widens the range of applications and customers that we can address. A measure of interest in the new range is orders for development kits reaching over 100 units in just two months. The eCOG1X is a considerable technical achievement and has moved through its production phase with no problems. We are now able to manufacture in volume to meet our customers' needs. We have reported previously in our Interim Statement in 2006 and in our 2005 Annual report on the delays on the Chinese tax collection project and its impact on our sales and growth. We are pleased to report that the Chinese authorities have now commenced trials of terminals in a commercial setting. Our Chinese customer, Pinnacle, has 300 units on trial in petrol stations in Shanxi province, and Hainan province has issued a request for tenders. Roll out is now expected in mid 2007. Pinnacle is one of China's most successful Point of Sale manufacturers with an historical 20% market share. Operating from 32 sales and support offices throughout China, it expects to be very successful in the new market. The total market in the first three or four years of roll out is expected to run into tens of millions of units. Other, smaller, design wins, are starting to enter their production phases as covered in the Chief Executive's Review. We have refocused our sales capability in Europe by the appointment of Glyn as our German Distributor. With a turn-over in excess of 100 million Euros, Glyn is now Cyan's largest distributor outside China where Cyan has already seen significant design-ins and orders. We are also pleased that the Spectrum Group of independent sales, marketing and operations (ISMO) organisations have been signed to assist the Company in the development of its business across Europe. The move will help Cyan in particular to expand its links with key European OEMs and capitalise on the recent availability of its new eCOG1X microcontroller. Initially, the agreement encompasses the UK, France, Scandinavia, Benelux, Italy and Spain. I wish to thank my fellow directors, our management team and employees, and in particular our loyal shareholders for their support during our maiden year on AIM. We are confident that our new strategy and restructured management team will lead us to success in 2007. Mike Hughes Chairman 29 March 2007 Chief Executive's Review of Operations During our first year as a public company we achieved many things; considerable progress in our product development, broader recognition in the market place, and 44 additional design wins with a sales potential of 1.8 million units per annum out of a total to date of just over 3 million per annum. The movement of design wins to full production has, however, been slower than our customers predicted. We therefore undertook a strategic review covering our product range, value proposition to our customers and the potential of our market areas in the fourth quarter of the year. Kenn Lamb, an experienced professional in the semiconductor industry led the review which incorporated meetings with customers in the UK, USA and China. This review concluded that; a. The ability of our product to absorb functions in a customer's design which would usually be provided by separate peripheral components, delivers a cost saving that represents a significant incentive to design-in Cyan products. Competitors must either match this functionality or aggressively discount their products if they are to offer comparable cost savings, which provides the opportunity for Cyan to secure a product margin above the industry. The new eCOG1X family significantly enhances Cyan's ability to deliver these cost savings, which will become apparent throughout the coming year. b. The ability of our software tool, CyanIDE, to automate the set-up and programming of peripherals through a simple graphical process and then support automated MCU change is unique and is of significant value to our customers. The current release of CyanIDE demonstrates this capability and the tool will be enhanced to provide new and extended features that will speed up the design-in of the Cyan MCU, increase the range of supported peripheral functions, substantially reduce the customers development time and hence offer additional cost savings. By achieving this, our customers have the opportunity to get their product to market more rapidly thereby establishing the potential for enhanced market share and hence greater profitability. c. Cyan is exceptionally well positioned to benefit from the pace of growth in China through a combination of existing relationships with sales channels, manufacturing partners and the established Cyan Asia team. The Chinese domestic market has characteristics different to those in other geographies and is particularly well suited to the features provided by Cyan's product range. We therefore intend to expand our presence in China, exploit the low cost environment by extending the engineering capability of our Chinese team and to develop products specifically for the Chinese domestic market. Cyan has been particularly successful in penetrating this market through our investment in technology demonstrators, application notes and one-stop-shop support. Prime examples of such design wins include a customer who has designed a special pay-phone using contactless smart cards, which will also act as a 'clocking in and out' terminal, and will be installed in factories throughout China. This is a project for the largest fixed-network service provider in China and the volumes are estimated at 100,000 plus per annum. The initial design utilises the eCOG1k and has commenced field trials. This customer is already planning to expand its product range to incorporate an LCD display to support advertising and eventually videocalls which will require the eCOG1X product and application notes are already under development. CyanIDE's ability to automate the transition between the eCOG1k and eCOG1X is an example of the value to the customer of the CyanIDE tool and creates a barrier for competitors who would otherwise be candidates for the new designs. A second design win is with a Chinese customer who first used the eCOG1k to implement a WebServer based on a Cyan application note for remote monitoring of shipboard equipment. The success of this product has resulted in the company considering plans to expand into the much larger Chinese industrial control market. A new project at the same company required a low cost RF communications system and it selected a Cyan technology demonstrator for the prototype. This product synchronises the illumination of navigation buoys and will be initially deployed in Chinese ports but the company intends to make applications for licences enabling worldwide deployment. A key design problem required a robust software solution that is being developed by Cyan Asia's engineers as an example of one-stop-shop support. d. The majority of consumer end products that are well suited to benefit from the advantages of Cyan's MCU's are manufactured by global subcontractors who offer their customers a complete design, development, and manufacturing service. Cyan will take steps in the coming year to realise a strategy specifically targeted at these subcontractors. The strategic review identified areas in which variants of Cyan's products could improve a subcontractor's competitiveness. e. The European market, like Japan is challenging for new vendors to establish an initial foothold. Cyan has enjoyed initial success in these markets through the development of technology demonstrators that implement a complete system built around the Cyan MCU. Cyan has developed relationships with manufacturers in China who already sell large volumes of consumer electronic products into Europe. These manufacturers focus on developing production products from technology demonstrators such as those developed by Cyan. Cyan will pursue proposals by these manufacturers to make available production ready versions of Cyan's technology demonstrators in the form of modules to be sold back into the European market. The modules will accelerate the adoption and use of the Cyan MCU in Europe, overcoming the barrier for new vendors and providing a platform on which the advantages of the CyanIDE tools can be easily appreciated by customers. Technical Highlights Our new product family eCOG1X became available at the end of 2006 and has been very well received by the number of customers who were able to start their designs without the chip, thanks to the CyanIDE tools. It performs better than we could have hoped for and so far, after extensive testing, we have no bugs to report. I am pleased to say that the total cost of the eCOG1X design and development project was less than £1.25 million which is an incredibly small amount of money for the development of a chip as complex as the eCOG1X. This is a testament to our R&D methodology and our rapid design processes, providing complex yet accurate designs. Our R&D group has not just been designing the eCOG1X chip. The peripherals and rapid design processes are applicable to all the microcontrollers we plan to design in the years to come. Part of that is our own 32 bit core to be used initially in eCOG2. I am pleased to announce that we have the core running in the lab for the first time. This is a very modern 32 bit core designed specifically for low power consumption, very high processing power and minimal memory requirements. All these features are essential for future 32 bit product designs. Owning our own core gives Cyan enormous freedom to structure our business without the royalty issues associated with licensing third party cores. CyanIDE V1.4 has now been released which fully supports the entire eCOG1X range. This was a significant piece of work as CyanIDE needed to be capable of supporting over thirty devices in two product families and be structured so that it can handle 100s of products in the future. This is the fifth major release of CyanIDE since the company commenced in 2004. As I said at the head of this review, 2006 has been a very full year and we have achieved a great many things in developing the potential of our business. I would like to take this opportunity to thank our employees for their enthusiasm and hard work. The Board believes that Cyan has established a range of products that are leaders in their own field and has identified a market in which their full potential can be exploited. We look forward to 2007 being a significant year in the evolution of the Group's prospects. I am delighted that Kenn has agreed to join us to lead the implementation of our strategy which applies feedback from users secured over the last year and builds on our product strengths to provide a firm foundation for sustainable growth. Kenn's appointment as CEO allows me to concentrate on our development activities and the strengthening of our engineering capability in China. Paul Johnson CEO 29 March 2007 Consolidated Profit and Loss Account 2006 2005 (as re-stated) £ £ TURNOVER: continuing operations 269,333 29,899 Cost of sales (205,776) (4,966) Gross profit 63,557 24,933 Administrative expenses Share options charges (173,529) (13,966) Other (3,035,547) (2,228,526) (3,209,076) (2,242,492) OPERATING LOSS: continuing operations (3,145,519) (2,217,559) Interest receivable and similar income 205,898 61,970 Interest payable and similar charges (69,225) (12,621) LOSS ON ORDINARY ACTIVITIES BEFORE TAXATION (3,008,846) (2,168,210) Tax on loss on ordinary activities 475,557 67,381 RETAINED LOSS FOR THE FINANCIAL YEAR (2,533,289) (2,100,829) LOSS PER SHARE (pence) Basic and diluted (3.0) (3.8) Consolidated Balance Sheet 2006 2005 (as re-stated) £ £ FIXED ASSETS Intangible assets - 4,000 Tangible assets 136,249 163,236 136,249 167,236 CURRENT ASSETS Stocks 107,922 59,583 Debtors 520,942 182,560 Investments - short term deposits 2,625,000 5,375,000 Cash at bank and in hand 195,801 192,680 3,449,665 5,809,823 CREDITORS: amounts falling due within one year (249,662) (338,105) NET CURRENT ASSETS 3,200,003 5,471,718 TOTAL ASSETS LESS CURRENT LIABILITIES, BEING NET ASSETS 3,336,252 5,638,954 CAPITAL AND RESERVES Called up share capital 170,070 168,621 Share premium account 8,627,630 8,598,230 Profit and loss account (5,648,943) (3,141,863) Share option reserve 187,495 13,966 EQUITY SHAREHOLDERS' FUNDS 3,336,252 5,638,954 Consolidated Cash Flow Statement 2006 2005 £ £ Net cash outflow from operating activities (3,133,246) (2,015,849) Returns on investments and servicing of finance 136,673 49,349 Taxation 264,194 - Capital expenditure and financial investment (45,349) (66,114) Cash outflow before management of liquid resources and (2,777,728) (2,032,614) financing Management of liquid resources 2,750,000 (5,375,000) Financing 30,849 7,396,835 Increase / (decrease) in cash in the year 3,121 (10,779) Analysis and Reconciliation of Net Funds At 1 January Cash 31 December 2006 flow 2006 £ £ £ Cash at bank and in hand 192,680 3,121 195,801 Current asset investments 5,375,000 (2,750,000) 2,625,000 Net funds 5,567,680 (2,746,879) 2,820,801 2006 2005 £ £ Increase / (decrease) in cash in the year 3,121 (10,779) Cash inflow / outflow from (decrease) / increase in liquid resources (2,750,000) 5,375,000 Change in net funds resulting from cash flows (2,746,879) 5,364,221 Movement in net funds in year (2,746,879) 5,364,221 Net funds at 1 January 5,567,680 203,459 Net funds at 31 December 2,820,801 5,567,680 NOTES TO THE FINANCIAL STATEMENTS Accounting policies The financial information set out in the announcement does not constitute the Group's statutory accounts for the year ended 31 December 2006. The financial information for the year ended 31 December 2005 is derived from the statutory accounts for that year which have been delivered to the Registrar of Companies. The auditors reported on those accounts; their report was unqualified and did not contain a statement under s. 237(2) or (3) Companies Act 1985. The statutory accounts for the year ended 31 December 2006 have been finalized on the basis of the financial information presented by the directors in this announcement and will be delivered to the Registrar of Companies shortly. The audit report has been modified to reflect uncertainty in the timing and quantum of amounts that may be recovered relating to an overdue amount of £157,780 from a customer in China. The Group's statutory accounts include a prior year adjustment following the adoption of FRS20 Share Based Payment. The specific accounting policies that are adopted within the Group's statutory accounts are described below. The financial statements are prepared in accordance with applicable United Kingdom accounting standards. Accounting convention The financial statements are prepared under the historical cost convention. Basic of consolidation The Group financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December each year. The results of subsidiaries acquired or sold are consolidated for the periods from or to the date on which control passed. Acquisitions are accounted for under the acquisition method. Intangible fixed assets The intellectual property is amortised in equal annual amounts over a period of three years. The amortisation started in January 2004 when the exploitation of the intellectual property commenced. Tangible fixed assets Depreciation is provided on cost in equal annual instalments over the estimated useful lives of the assets. The rates of depreciation are as follows: Leasehold property improvements 20% straight line basis Office equipment 50% straight line basis Plant and machinery, tools and equipment 20-25% straight line basis Fixtures and fittings 25% straight line basis Stocks Stocks are stated at the lower of cost and net realisable value. Research and development Research and development expenditure is written off to the profit and loss account as incurred. Foreign exchange Transactions denominated in foreign currencies are translated into sterling at the rates ruling at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the rates ruling at that date. Translation differences arising are dealt with in the profit and loss account. Investments Investments held as fixed assets are stated at cost less provision for any impairment in value. Taxation Current, including UK corporation tax and foreign tax, is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax is provided in full on timing differences, which result in an obligation at the balance sheet date to pay more tax, or a right to pay less tax, at a future date, at rates expected to apply when they crystallise based on current tax rates and law. Timing differences arise from the inclusion of items of income and expenditure in taxation computations in periods different from those in which they are included in financial statements. Deferred tax assets are recognised to the extent that it is regarded as more likely than not that they will be recovered. Deferred tax assets and liabilities are not discounted. Leases Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Turnover Turnover is principally derived from the sale of integrated circuits and is stated net of trade discounts and value added tax. Revenue is recognised on despatch, which is deemed to be the point at which the risks and rewards of ownership are transferred. Share-based Payments The Group has applied the requirements of FRS 20 (IFRS2) Share-based Payment. The Group issues equity-settled share-based payments to certain employees. Equity-settled share-based payments are measured at fair value (excluding the effect of non market-based vesting conditions) at the date of grant. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of shares that will eventually vest and adjusted for the effect of non market-based vesting conditions. Fair value is measured by use of the Black-Scholes pricing model. The expected life used in the model has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations. Loss per share The calculations or earnings per share are based on the following losses and numbers of shares. Basic and diluted 2006 2005 (as re-stated) £ £ Loss for the financial year (2,533,289) (2,100,829) 2006 2005 No No Weighted average number of shares: For basic and diluted loss per share 84,814,709 54,823,213 Statement of movements on reserves Group Share premium Share option Profit and loss Total account reserve account £ £ £ £ At 1 January 2006 (as originally stated) 8,598,230 - (3,127,897) 5,470,333 Prior period adjustment - 13,966 (13,966) - At 1 January 2006 (as re-stated) 8,598,230 13,966 (3,141,863) 5,470,333 Loss for the year - - (2,533,289) (2,533,289) New issue 29,400 - - 29,400 Currency translation difference on - - 26,209 26,209 foreign currency net investments Movement in year - 173,529 - 173,529 At 31 December 2006 8,627,630 187,495 (5,648,943) 3,166,182 - Ends - This information is provided by RNS The company news service from the London Stock Exchange
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