Final Results

Maintel Holdings PLC 12 March 2007 Maintel Holdings Plc Preliminary results for the year ended 31 December 2006 Maintel Holdings Plc, the telecoms services company, announces preliminary results for the year ended 31 December 2006. Financial highlights Turnover up 33% to £16.166m (2005: £12.197m) with underlying growth across the group, supplemented by £1.1m London Probation Board VoIP contract announced in February 2006 Voice and data division gross profit grown by 38% over 2005 Profit before tax and amortisation of goodwill up 16% to £2.202m (2005: £1.904m) Earnings per share before amortisation of goodwill up 24% to 12.4p (2005: 10.0p). After amortisation, earnings per share increased by 14%, to 11.4p (2005: 10.0p) Interim dividend of 2.1p per share paid in September; final dividend of 2.9p per share proposed Cash balances at year-end of £2.234m (2005: £3.625m), after acquisition of District Group for net £877,000, share buy-backs costing £832,000 and dividend payments of £591,000 Operational highlights Investment in sales and account management resulting in increased equipment sales including large scale VoIP equipment sales into existing customers including the London Probation Board project Enhanced network services portfolio has resulted in significant growth in the voice and data division Contracted maintenance revenues running at record levels, following the signing of a number of larger new contracts, and the acquisition of District Holdings Limited Efficient integration of District Holdings Limited, acquired in June 2006 John Booth, Chairman, said: 'Our planned focus on top line sales has boosted turnover and contributed to strong earnings per share growth for the year. 2006's investment in sales and engineering capacity, combined with the District acquisition enable us to embark with confidence on 2007 as a larger and stronger presence in our industry.' For further information please contact: Tim Mason, Chief Executive 020 7401 4601 Dale Todd, Finance Director 020 7401 0562 Chairman's statement In 2006 our focus on building turnover has been successful. It is pleasing to report top line growth of 33% to £16.2m (2005: £12.2m). Profit before tax and amortisation of goodwill increased by 16% to £2.2m from £1.9m and earnings per share before amortisation of goodwill increased by 24% to 12.4p (2005: 10.0p). Our profit margin before interest and goodwill amortisation reduced from 14.4% to 12.8% reflecting increased investment in our sales and engineering teams, lower profitability of certain larger contracts won and the addition of lower margin, bolt-on services in our voice and data business. Maintel Europe, our maintenance and equipment division, grew turnover by 19% with equipment sales growing by 57%. Highlights of this growth were our work for the London Probation Board and a number of other sizeable new clients, and the acquisition at mid-year of District Holdings Limited. This boost to turnover required increased investment in sales capacity, and the expanded team continues to perform well. We are also adding to our engineering resources, reinforcing our nationwide presence and further strengthening our capabilities, especially on Nortel products. Maintel Voice and Data's turnover grew by 57% to £3.4m with gross profits up 38%. Our increased sales capacity now enables us to offer network services to all appropriate existing customers and we have further expanded the range of products offered. Customer churn in this business remains satisfactorily low. Our cash balances remain healthy at £2.234m (2005: £3.625m), having spent £591,000 on dividend payments and £832,000 on share buy-backs during the year and £877,000 net on the acquisition of District Holdings Limited. We are proposing a final dividend for 2006 of 2.9p per share, up from 2.5p in 2005 and giving a total for the year of 5p (2005: 4p), an increase of 25%. Future prospects Maintel's engineering team has consolidated its nationwide reach and has the capacity to service further new business wins. Our recent appointment as Nortel Gold Partner recognises our expansion in this key growth area and positions us well for the future. We expect margins to rebound gradually during 2007 as capacity is utilised efficiently and further economies of scale are realised. The industry continues to consolidate and our recently completed acquisitions of Pinnacle and District Holdings demonstrate our ability to identify value enhancing non-organic growth opportunities and integrate these quickly and smoothly. We will continue to seek out appropriate acquisitions as well as pursuing the steady organic growth that our sales team achieves day to day. During 2006, we introduced a SIP scheme to enable employees to buy shares in the Company in a tax efficient way. The early signs are encouraging and I am pleased to welcome our new shareholders. Finally, and on behalf of our Board and shareholders, I would like to thank all our staff for their energetic commitment to the business in 2006. J D S Booth Chairman 9 March 2007 Business review I am pleased to be able to report that Maintel has achieved further growth during 2006, with profit before tax and before amortisation of goodwill increasing by 16% to £2.2m, and earnings per share before amortisation of goodwill by 24%, from 10.0p to 12.4p. Following on from the revenue growth reported for the first half of the year, this has continued in the second half, so that 2006 revenues were 33% ahead of 2005, at £16.2m. As noted in the interim statement, equipment sales have contributed substantially to this growth, with one particular contract - the London Probation Board ('LPB') - contributing £1.13m of this, albeit at lower than normal margins. The acquisition of District Holdings Limited in June contributed revenues of £845,000 and the voice and data division also grew strongly in the year, increasing revenues by 57%, from £2.1m to £3.3m, including £53,000 of the District revenue. Cash flow from operating activities also continued to be strong, at £1.6m. Cash balances remained healthy at year-end, at £2.2m (2005 - £3.6m), after the acquisition of District for £877,000 net cash payment, the use of £832,000 to buy back shares in the Company and £591,000 of dividends paid. Operating structure Maintel operates through two principal subsidiaries, Maintel Europe Limited and Maintel Voice and Data Limited. Maintel Europe provides maintenance, service and support of office-based voice and data equipment across the UK on a contracted basis. It also supplies and installs new and reconditioned voice and data equipment to maintenance customers. Maintel Voice and Data operates a telecommunications traffic business which re-sells a portfolio of products including minutes, line rental and non-geographic numbers primarily to Maintel Europe's existing maintenance customers and selected non-maintained customers. District Holdings Limited was acquired during the year. District's marketplace is very similar to Maintel's and, whilst its results are separately reported below, its operations were integrated with Maintel's two trading divisions during the year and the combined results will be reported in future periods. Maintel Europe The division grew its revenue by 19% in the year, to £12.1m. As shown below, the value of the maintenance base lifted slightly during 2006, with significant growth coming from robust equipment sales - up 57% on 2005 - following an increase in equipment sales resource and the benefit of the £1.3m LPB contract, together with significant sales to a number of other major clients. The second half of 2006 proved particularly successful with an increased aggregate turnover of 20% over the first half of the year, including £600,000 more LPB revenue in the second half than in the first. As we expanded our account management team, sales into our customer base improved, with a large amount of projects completing in the last two months of the year. Revenue analysis (£000) 2006 2005 Maintenance related 7,693 7,375 Equipment, installations and other 4,373 2,783 Total Maintel Europe 12,066 10,158 Maintenance revenues, the bulk of which are underpinned by contracts of at least a year in length, amounted to £7.7m (2005 - £7.4m) representing 64% (2005 - 73%) of the division's total revenues, the reduction in this percentage being due to the change in the sales mix resulting from the high levels of equipment sales in 2006. As anticipated in the interim report, there was a reduction in gross margin in the year, from 43% to 38%, which was expected due to the signing of certain larger contracts, including LPB, which contribute lower levels of profitability. The conscious drive to secure Nortel contracts as these become more accessible was highlighted as a strategy last year and this has been highly successful, though has also contributed to the margin reduction, maintenance of Nortel products initially being less profitable than the rest of the existing portfolio as a whole. We have also invested heavily in Nortel engineers to give us the critical mass to be able to offer a robust nationwide service and to achieve the status of Nortel Gold partner. This has particularly impacted on margin in the second half of the year, but will have a reducing impact in 2007 as utilisation of the additional resource improves. The Group's investment in the Nortel product was rewarded, however, with the LPB project being awarded Nortel's 'Best Convergence Solution' in October 2006. Given the cross training of engineers, and their time being spent on both maintenance and installation work, it is not practical to quote definitive margin data on different business sectors, however estimated management figures are used to monitor results internally. Net margin reduced in line with gross margin, but remained a healthy 12.6% (2005 - 16.9%). Whilst central administration costs remained tightly under control, the sales and engineer headcount was expanded during the year, the cause and consequence of the increased revenue: Average headcount during the year 2006 2005 Sales and marketing 54 44 Engineers 72 63 The ongoing development of the VoIP (Voice over Internet Protocol) market continues to provide a considerable array of new opportunities although, as noted last year, customers' acceptance of the new technologies moves at varying rates, so that legacy systems will continue to be serviced for some time to come. Cross training of engineers and recruitment of engineers with leading edge skills to accommodate this scenario continues. The company's move into IT provision and support continues well with contract wins in both the public and private sector, and Maintel can now provide a seamless service for complex voice and data installations. It continues to be our intention to purchase suitable maintenance bases at sensible prices as and when the opportunities arise, and integrate these into the existing infrastructure, as was successfully achieved by the acquisition of District during the year. For example, the acquisition, for no consideration, of a base of mostly Panasonic customers in Yorkshire was completed in February 2007, and other similar acquisitions are being sought. Maintel Voice and Data Maintel Voice and Data saw significant growth during 2006, with revenues of £0.9m in the first half of 2005, to £1.2m in the second half, to £1.5m in the first half of 2006, to £1.8m in the second half of 2006, this in spite of a fall in call selling rates over the period. As expected, this growth has come from a broadening of the division's product offerings, as shown below: Revenue analysis (£000) 2006 2005 Call traffic 2,446 1,969 Line rental 586 87 Other 327 90 Total Maintel Voice and Data 3,359 2,146 Also as expected, the division's gross margin as a percentage of revenue has reduced, to 30% (2005 - 34%), with the addition of lower profit products, line rental margin being around half that of call traffic, for example. Gross profit was, however, up 38% over 2005, at £1.0m (2005 - £724,000) - the anticipated benefits of being able to offer a more comprehensive telecoms package are being seen, with more customers taking more than one service from Maintel. Again, costs remain closely monitored, though the revenue growth and spread of products has required some additional sales and administrative resource to be added. Commission payments of around £90,000 have been saved in the period following the acquisition of Pinnacle - the previous recipient of these - in December 2005. The second and final tranche of consideration in respect of the acquisition of Pinnacle was made in December 2006, and amounted to £147,000. Attrition remained low in 2006, with no major customers leaving, reflecting the realistic pricing and reliable service provided by the company; it is likely, however, that a major customer will leave during 2007 due to it having been acquired, although this is one of the company's lower margin customers. The target market remains SMEs, however we are seeing opportunities arise in providing some of our larger maintenance customers with a one stop shop solution, and will tailor our offerings to such opportunities subject, naturally, to overall contract profitability. District Holdings The District group was acquired on 12 June 2006, for £1.060m including costs; £183,000 of cash was acquired with the group, so that the net cash cost was £877,000, which was satisfied out of existing cash resources. The group operates in virtually identical markets to Maintel, but adds another product offering - Samsung - to the Maintel portfolio. The District acquisition provided a fresh base of over 400 established customers, billing over £750,000 per annum in maintenance revenues, into which to sell additional services, whilst increasing the recurring revenue platform of the Group. District had one significant voice and data client, billing around £180,000 per annum and this contract is now being managed by Maintel Voice and Data. Otherwise, the customers represent a potentially lucrative stream of new call traffic business. The integration of District's other operations into Maintel was also completed promptly and efficiently and the bulk of the business will transfer to Maintel Europe from 1 January 2007. In its previous financial year, to 31 August 2005, the District group reported revenues of £1.636m and a profit before tax of £4,000. District's directors left the group on acquisition and a range of other synergies was achieved from integration of the two organisations' operations, such that we are able to report revenues since acquisition of £845,000 and profit before tax of £263,000. The District group's remaining property leases expired at the end of 2006, so further cost savings of around £35,000 per annum are expected going forward in respect of these. Central costs As already noted, the group has continued to tightly manage central costs and we are encouraged that administrative expenses, excluding District costs, have increased by only 8% to £1.842m (2005: £1.712m). In addition to future rent savings, there will be further synergies in amalgamating various District administration overheads with those of Maintel. Administrative expenses (£000) 2006 2005 Sales expenses 1,878 1,544 Other administrative expenses (excluding Goodwill amortisation) 1,842 1,712 District sales and admin costs 211 - Total administrative expenses 3,931 3,256 Taxation The group previously benefited from a degree of marginal relief on the profits of Maintel Voice and Data, however its profits now mean that it is taxed at 30%, with disallowable deductions taking the effective underlying rate of the pre-District Maintel group above that figure. Tax losses of approximately £215,000 were acquired on the acquisition of District, and around £165,000 of these have been used post acquisition, with a consequent tax benefit on the Group accounts of £49,000 when calculated at 30%. Around £50,000 tax losses are therefore available for carry forward to 2007, however as these have not yet been agreed with HM Revenue & Customs they are not treated as a deferred tax asset in the accounts. Dividends A final dividend for 2005 of 2.5p per share (£323,000 in total) was paid on 24 April 2006, and an interim 2006 dividend of 2.1p per share (£268,000) was paid on 29 September 2006. It is proposed to pay a final dividend of 2.9p in respect of 2006, subject to shareholder approval at the AGM, and payable on 25 April to shareholders on the register at the close of business on 23 March. In accordance with FRS 21, this dividend is not accounted for in the financial statements for the period under review as it had not been committed to pay it as at 31 December 2006. Purchase of own shares Further to the authority granted at the last AGM, the Company repurchased and cancelled 480,000 of its own shares during 2006, at prices between 141p and 180p, at a total cost of £832,000. The share price at 31 December 2006 was 194p. Cash flow At 31 December 2006 the group had cash and bank balances of £2.234m (2005 - £3.625m), all of it unrestricted. Net cash inflow from operating activities in the year was £1.635m, after the acquisition of District for £877,000 net cash, the use of £832,000 to buy back shares in the Company, £603,000 corporation tax paid, £591,000 in dividends and the second tranche payment in respect of Pinnacle Voice and Data of £147,000. The group invests its surplus cash in high interest, low risk accounts or funds. IFRS (International Financial Reporting Standards) The directors will adopt IFRS reporting with effect from 1 January 2007. The main effect of IFRS reporting on the Group will be the creation and amortisation of intangible assets in lieu of the existing goodwill arising on the acquisition of the District group. Outlook 2006 saw a significant increase in turnover, and a gearing up of technical and sales infrastructure to cope with it, particularly in the Nortel marketplace. Following additional investment in the first quarter, the board's objective during 2007 is to grow revenues further, leveraging the existing infrastructure to the extent possible, with a view to increasing overall margin percentages as well as revenues. Given the extent of the investment at the end of 2006 and beginning of 2007, it is not expected that profitability will improve significantly in the first half. The focus remains on developing the Group's maintenance base through organic growth and acquisition, leading to sales of additional products and services into that base. Finally, I am pleased to report that Maintel has been awarded Gold partner status with Nortel which will allow further penetration into this important market sector. Tim Mason Chief Executive 9 March 2007 Maintel Holdings Plc Consolidated profit and loss account for the year ended 31 December 2006 2006 2005 £'000 £'000 Turnover ------------------------------ --------- --------- Existing operations 15,321 12,197 Acquisitions 845 - ------------------------------ --------- --------- 16,166 12,197 Cost of sales 10,167 7,188 --------- --------- Gross profit 5,999 5,009 Administrative expenses ------------------------------ --------- --------- Goodwill amortisation 122 - Other administrative expenses 3,931 3,256 ------------------------------ --------- --------- 4,053 3,256 Operating profit ------------------------------ --------- --------- Existing operations 1,683 1,753 Acquisitions 263 - ------------------------------ --------- --------- 1,946 1,753 Interest receivable 135 153 Interest payable and similar charges (1) (2) --------- --------- Profit on ordinary activities 2,080 1,904 before taxation --------- --------- Taxation on profit on 621 577 ordinary activities --------- --------- Profit on ordinary activities 1,459 1,327 after taxation ========= ========= Earnings per share Basic and diluted (note 3) 11.4p 10.0p ========= ========= The profit and loss account contains all gains and losses recognised in the year and all amounts relate to continuing operations other than as indicated above. Maintel Holdings Plc Consolidated balance sheet as at 31 December 2006 2006 2006 2005 2005 £'000 £'000 £'000 £'000 Fixed assets Intangible assets 1,217 227 Tangible assets 238 240 Current assets Stocks 705 585 Debtors 2,890 1,947 Cash at bank and in hand 2,234 3,625 -------- -------- 5,829 6,157 -------- -------- Creditors: amounts 2,451 2,085 falling due within one year -------- -------- Net current assets 3,378 4,072 Deferred income (3,149) (2,891) -------- -------- Net assets 1,684 1,648 ======== ======== Capital and reserves Called up share capital 124 129 Share premium 628 628 Capital redemption reserve 12 7 Profit and loss account 920 884 ---------- ---------- Shareholders' funds - equity 1,684 1,648 ========== ========== Maintel Holdings Plc Consolidated cash flow statement for the year ended 31 December 2006 2006 2005 £'000 £'000 Reconciliation of operating profit to net cash inflow from operating activities Operating profit 1,946 1,753 Goodwill amortisation 122 - Depreciation charge 136 143 Loss on disposal of fixed assets 5 - Decrease in stocks 12 51 (Increase)/decrease in debtors (671) 132 Increase/(decrease) in creditors 85 (299) --------- --------- Net cash inflow from operating activities 1,635 1,780 ========= ========= Cash flow statement --------------------- Net cash inflow from 1,635 1,780 operating activities Returns on investments and servicing of finance Net interest received 134 151 Taxation Corporation tax (603) (494) Capital expenditure and financial investment Payments to acquire tangible (110) (119) fixed assets Acquisitions and disposals Purchase of subsidiary undertakings (1,207) (352) Net cash acquired with subsidiary undertaking 183 124 Equity dividends paid (591) (196) Financing Repurchase of own shares for cancellation (832) (680) ---------- ---------- (Decrease)/increase in cash in the year (1,391) 214 ========== ========== Maintel Holdings Plc Consolidated cash flow statement for the year ended 31 December 2006 (continued) Reconciliation of net cash flow to movement in net cash 2006 2005 £'000 £'000 (Decrease)/increase in cash in the year (1,391) 214 Net cash at 1 January 2006 3,625 3,411 --------- --------- Net cash at 31 December 2006 2,234 3,625 ========= ========= Maintel Holdings Plc Notes to the preliminary statement 1. The abridged financial information set out above has been extracted from financial statements approved by the directors on 9 March 2007, which received an unqualified report by the Company's auditors, and which will be delivered to the Registrar of Companies following the Company's annual general meeting. The financial information does not constitute statutory accounts as defined in section 240 of the Companies Act 1985, and has been prepared on the basis of the accounting policies set out in the financial statements for the year ended 31 December 2005. 2. Segmental analysis 2006 2005 £'000 £'000 Turnover Telephone system maintenance and equipment sales 12,827 10,094 Telephone network services 3,339 2,103 --------- --------- 16,166 12,197 ========= ========= Gross profit Telephone system maintenance and equipment sales 5,038 4,313 Telephone network services 961 696 ---------- ---------- 5,999 5,009 ========== ========== Profit before taxation Telephone system maintenance and equipment sales 1,799 1,691 Telephone network services 403 213 ---------- ---------- 2,202 1,904 Goodwill amortisation (122) - ---------- ---------- 2,080 1,904 ========== ========== Net assets Telephone system maintenance and equipment sales 1,677 1,625 Telephone network services 7 23 ---------- ---------- 1,684 1,648 ========== ========== 3. Earnings per share Earnings per share have been calculated using the weighted average number of shares in issue during the period. This and earnings, being profit after tax, are as follows. An adjusted earnings per share figure - excluding the amortisation of goodwill - is also shown in order to provide a clearer picture of the trading performance of the Group. 2006 2005 £'000 £'000 Earnings used in basic and diluted EPS, being profit 1,459 1,327 after tax Goodwill amortisation 122 - --------- --------- Adjusted earnings, being profit after tax, before goodwill amortisation 1,581 1,327 ========= ========= Weighted average number of shares 12,783 13,232 ========== ========== Adjusted basic and diluted 12.4p 10.0p ============================ ========== ========== The weighted average in 2006 has been adjusted for the purchase of the Company's shares noted below. There are no share options in existence which would result in a dilution to basic earnings per share. 4. Purchase of own shares During 2006, and pursuant to the authority granted to it at its annual general meeting in April, the Company repurchased 480,000 of its own ordinary shares of 1p each, at prices between 141p and 180p, at a total cost of £832,000. These shares were subsequently cancelled. 5. Dividends A final dividend of 2.9p per share is proposed, subject to shareholder approval at the AGM. In accordance with FRS 21, the proposed interim dividend is not shown in the financial statements for the period under review as it had not been resolved to pay it as at 31 December 2006. No dividend was paid in the six months to 30 June 2005. 2006 2005 £'000 £'000 Dividends paid Interim 2005, paid 26 September 2005 - 1.5p per share 196 Final 2005, paid 24 April 2006 - 2.5p per share 323 Interim 2006, paid 29 September 2006 - 2.1p per share 268 --------- --------- 591 196 ========= ========= 6. Acquisition On 12 June 2006 the Company acquired 100% of the issued share capital of District Holdings Limited. The consideration of £1,060,000 (£877,000 net of cash acquired), including £35,000 of professional costs and stamp duty, was fully satisfied in cash. Based on the acquisition balance sheet, as amended for fair value adjustments, goodwill of £965,000 has been capitalised. 7. Statement of movement in reserves Capital Profit and redemption loss reserve account £'000 £'000 At 1 January 2006 7 884 Profit for the period - 1,459 Dividend - (591) In respect of purchase of own shares 5 - Appropriated in respect of purchase of own shares - (832) --------- --------- At 31 December 2006 12 920 ========= ========= 8. The annual report and accounts will be posted to shareholders on 28 March 2007 and copies will also be available on request from the Company's registered office at 61 Webber Street, London SE1 0RF. This information is provided by RNS The company news service from the London Stock Exchange
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