1st Quarter Results

Zen Research PLC 15 May 2001 15 May, 2001 Zen Research plc announces unaudited results for the three months ended 31 March 2001 and that Mr. Davidi Gilo has become Chief Executive Officer Zen Research plc ('Zen' or the 'Company') today announces unaudited results for the first quarter ended 31 March 2001. Zen is the developer and licensor of Multibeam and True X technologies used in the production of high-performance components for DVD and CD drives. Zen has recently acquired Silicon Value, a developer of advanced ASIC solutions generating substantial cost, performance and power enhancements. Zen further announces that Mr. Davidi Gilo, Co-Founder and Chairman of the Board, has in addition been appointed as Chief Executive Officer to manage the day-to-day operations of the enlarged Zen Group. Mr. Emil Jachmann, the former Chief Executive, has been appointed Executive Vice President to continue the development of Zen's optical drive technologies and will remain as a Director. Mr. Gilo stated, 'I would like to take this opportunity to thank Emil Jachmann for his years of vision and leadership as Zen's Chief Executive Officer since its inception. We look forward to his continued contribution and assistance.' First Quarter Highlights * Afreey, located in Taiwan, began prototyping a Zen-enabled DVD- ROM drive * A global consumer electronic company commenced development of components for their first Zen enabled consumer product * A licensing agreement was signed and chip development commenced with a DVD video player company * A further patent was awarded to Zen for Multibeam, bringing Zen's patent portfolio to a total of 24 Current period * Completed acquisition of Silicon Value, a developer of advanced technologies for ASIC enhancement, which is expected to accelerate cost reduction of future Zen-enabled chips * Infineon Multibeama DVD-ROM chip taped out for production Davidi Gilo, Chairman and Chief Executive, Zen Research plc, said: 'The delays in realization of a commercial product, which are now largely behind us, lead us to conclude that we will not have significant volume sales of Zen enabled DVD-ROM drives in 2001. In addition, the slowing PC market worldwide, combined with the current PC and component pricing pressures, as well as the oversupply of components and final products has reduced our visibility into 2002. 'We have taken steps to adapt to the changing economic conditions of the marketplace. Silicon Value was a timely acquisition and will create significant cost savings to Zen- enabled ASICs in an increasingly price driven market. We are also working with our other component licensees to adjust to these changing conditions. 'Silicon Value is well-positioned to benefit from similar pricing trends in the broader chip market by offering solutions to silicon providers who are under pressure to produce cheaper and smaller chips. 'I am aware of the many challenges that we face. I will be working with the rest of Zen management team, employees, and partners and will use my 15 years of experience managing high-tech companies which produced low-cost, high volume consumer and communications products, primarily for the Japanese markets, to successfully meet Zen's objectives.' For further information: Zen Research plc Tel: +44 (0)207 382 0470 Davidi Gilo, Chairman and Chief Executive Mark Way, Vice President Investor Relations Bell Pottinger Financial Tel: +44 (0)207 353 9203 Matthew Moth / Oliver Jones www.zenresearch.com REVIEW OF BUSINESS ACTIVITIES PC DVD drives 'Raptor', Infineon's 'Powered by Zen' DVD-ROM drive controller ASIC, which was first fabricated for test samples at the end of last year, has required an extended testing period. Production samples were taped out on April 30 2001. We expect Infineon to be ready for initial mass production in July 2001, but the delay has lead to some uncertainty with respect to the production schedules of Zen enabled DVD-ROM drives, for at least the short term. The downturn in the global PC market has caused a backlog of drive products and components and has very recently created a price war declared by the leading PC companies which is likely to add pricing pressure for Zen drives. Despite this, Zen's licensing partners remain committed to developing Zen enabled DVD-ROM drives. Afreey began prototyping a Zen-enabled DVD-ROM drive during the period. Other applications Good progress continues to be made with the global consumer electronics manufacturer, who has already commenced development of components for their first Zen-enabled consumer product. Following the signing of a licensing agreement with a DVD video player company, chip development has already commenced and is generating revenue in the form of engineering fees, with royalties expected next year. We expect the recent acquisition of Silicon Value to play a key role in the application of Zen's technology into a wider range of consumer products which demand smaller, cheaper, less power hungry components, which is Silicon Value's speciality. FINANCIAL COMMENTARY Turnover Turnover for the three months ended 31 March 2001 increased to US$182,000 compared to US$87,000 for the comparable period ended 31 March 2000. This represents engineering fees earned during the period, whereas, turnover for the three month period ended 31 March 2000 represents royalties. Research and development Research and development expenses increased to US$3.1 million for the three month period ended 31 March 2001 compared to the corresponding period amount of US$1.6 million. This increase reflects the increase in headcount and related expenses, expenditures on outside engineering services to develop and enhance Zen's intellectual property and increased facilities expenses. Other operating expenses Other operating expenses for the three month period ended 31 March 2001 increased to US$1.9 million, compared to US$888,000 for the corresponding prior year three month period. This increase was mainly due to increased headcount and related expenses, professional fees, insurance, marketing programs and other costs arising from Zen's growth and status as a listed company. Consolidated Balance Sheet Cash on hand and short-term investments increased at 31 March 2001 to US$92.6 million compared to US$2.1 million at 31 March 2000. This increase was mainly due to the successful public offering on the London Stock Exchange. Proceeds from this issue were partially used to reduce the outstanding amount due to creditors falling due within one year. CURRENT PERIOD Acquisition of Silicon Value On 24 April 2001, New Silicon Value plc, a subsidiary of Zen Research plc, acquired most of the assets of Silicon Value (S.V.) Ltd. for US$22.25 million. New Silicon Value is a developer of highly advanced technology and chip designs that significantly reduce the size, and thereby the cost, of complex ASICs. This technology is directly applicable to the ASICs designed by Zen for Multibeam optical drives. Silicon Value already has established customers for whom they have provided chip size (and therefore cost) reductions of 50%. We believe that through close integration with Zen's existing technicians these efficiencies will ultimately lead to a reduction in the cost of Multibeam components. Management changes Davidi Gilo, formerly non-Executive Chairman of Zen Research plc, has become Executive Chairman and Chief Executive of Zen Research plc. Prior to co-founding Zen, Mr. Gilo founded and held chief executive posts at DSP Group and DSP Communications. DSP Group develops digital signal processing integrated circuits and software for digital speech products targeted at the consumer telephone and computer technology markets. DSP Communications designed and developed chip sets for wireless personal communications applications and was purchased by Intel Corporation in 1999 for approximately US$1.6 billion. Mr. Gilo also serves as the Chairman of Vyyo Inc. which is a publicly traded company on NASDAQ in the broadband wireless area. Mr Gilo has successfully taken advanced technologies and turned them into successful companies. He has experience in managing complex businesses effectively. He co-founded Zen and has a proven track record in the silicon industry. Independent review report to ZEN Research plc Introduction We have been instructed by the company to review the financial information set out below and we have read the other information contained in the interim report for any apparent misstatements or material inconsistencies with the financial information. Directors' responsibilities The interim report, including the financial information contained therein, is the responsibility of, and has been approved by the directors. The Listing Rules of the Financial Services Authority require that the accounting policies and presentation applied to the interim figures should be consistent with those applied in preparing the preceding annual accounts except where any changes, and the reasons for them, are disclosed. Review work performed We conducted our review in accordance with guidance contained in Bulletin 1999 /4 issued by the Auditing Practices Board. A review consists principally of making enquiries of management and applying analytical procedures to the financial information and underlying financial data and, based thereon, assessing whether the accounting policies and presentation have been consistently applied unless otherwise disclosed. A review excludes audit procedures such as tests of controls and verification of assets, liabilities and transactions. It is substantially less in scope than an audit performed in accordance with Auditing Standards and therefore provides a lower level of assurance than an audit. Accordingly, we do not express an audit opinion on the financial information. Review conclusion On the basis of our review we are not aware of any material modifications that should be made to the financial information as presented for the three months ended 31 March 2001. PricewaterhouseCoopers Chartered Accountants and Registered Auditors London 14 May 2001 Zen Research plc Results for the quarter and year ended 31 March 2001 Consolidated profit and loss accounts Audited Year Unaudited Quarter ended ended 31 31 March December 2001 2000 2000 US$ '000 US$ '000 Turnover 182 87 271 Research and (3,110) (1,595) (8,295) development Other operating (1,949) (888) (4,968) expenses excluding exceptional items Exceptional items: - - ( 5,806) Costs in connection with initial public offering ------- ------- ------- Total other operating (1,949) (888) (10,774) expenses ------- ------- ------- Total operating (5,059) (2,483) (19,069) expenses ------- ------- ------- Loss on ordinary (4,877) (2,396) (18,798) activities before interest and taxation Net interest receivable/(payable) 1,062 (309) 1,647 ------- ------- ------- Loss on ordinary (3,815) (2,705) (17,151) activities before taxation Taxation on ordinary (122) (15) (354) activities ------- ------- ------- Loss on ordinary (3,937) (2,720) (17,505) activities after taxation ======== ======== ======== Basic loss per share (0.02) (0.02) (0.11) (US dollars) ======== ======== ======== Fully diluted loss per (0.02) -- (0.11) share (US dollars) ======== ======== ======== Weighted Average 179,919,331 127,763,019 152,730,242 Ordinary Shares ======== ======== ======== The Company has no recognised gains and losses in any of the periods shown above other than the loss for the period shown in the relevant profit and loss account. Accordingly, no separate statement of total recognised gains and losses has been presented. Zen Research plc Consolidated balance sheet Unaudited Audited Unaudited 31 March 31 31 March December 2001 2000 2000 US$ '000 US$ '000 US$ '000 1,008 1,147 460 Fixed assets 1,938 1,745 1,430 Intangible assets Tangible assets -------- -------- -------- 2,946 2,892 1,890 Current assets 83,368 42,726 -- Short-term investments Debtors - due after 1,323 1,826 1,503 more than one year 1,014 583 296 Debtors - due within one year -------- -------- -------- 85,705 44,812 2,122122 9,185 54,192 2,078 Cash at bank and in hand -------- -------- -------- 94,890 99,004 4,200 Creditors - Amount (3,817) (4,958) (10,878) falling due within one year -------- -------- -------- 91,073 94,046 (6,678) Net current assets/(liabilities) -------- -------- -------- 94,019 96,938 (4,788) Total assets less current liabilities (4,471) (1,939) Creditors - Amounts falling due after more than one year (4,050) -------- -------- -------- 89,548 92,888 (6,727) Net assets /(liabilities) -------- -------- -------- Capital and reserves 13,648 13,562 9,723 Called up share capital 101,040 100,529 -- Share premium 37,832 37,832 27,800 Other reserves (62,972) (59,035) (44,250) Profit and loss account -------- -------- -------- 89,548 92,888 (6,727) Total equity shareholders' funds/(deficit) ========= ========= ========= Zen Research plc Consolidated cash flow statement Unaudited Audited Quarter ended Year ended 31 March 31 December 2001 2000 2000 US$ '000 US$ '000 Net cash outflow from operating activities before exceptional items (6,228) (1,870) (13,052) Exceptional items - Costs in - - (5,806) connection with initial public offering Net cash outflow from (6,228) (1,870) (18,858) operating activities -------- -------- -------- Returns on investments and servicing of finance Interest received 1,483 2 3,195 Interest paid -- (240) (635) Net inflows/(outflows) from returns on investments and servicing of finance 1,483 (238) 2,560 Taxation -- 5 (116) Capital expenditure and financial investments Purchase of intangible fixed -- -- (1,000) assets Purchase of fixed assets (397) (72) (1,299) Sale of tangible fixed assets -- -- 119 -------- -------- -------- Net cash outflow for capital (397) (72) (2,180) expenditure Management of liquid resources (40,642) (100) (42,726) Financing Repayment of borrowings -- -- (1,800) Proceeds from advances in respect of royalties -- 1,500 3,000 Net, proceeds from issuances of ordinary shares 597 -- 104,368 Proceeds from issue of shares -- 2,056 9,348 of Zen Research NV Repayment of loan notes due 180 550 3,773 from shareholders -------- -------- -------- Net cash inflow from financing 777 4,106 118,689 -------- -------- -------- Increase/(decrease) in cash (45,007) 1,831 57,369 ========= ========= ========= Notes to the Preliminary Announcement of Zen Research plc 1. Basis of preparation The financial information for the quarter ended 31 March 2001 has been prepared on the basis of the accounting policies set out in the financial statements for the year ended 31 December 2000, under the historical cost convention and in accordance with accounting standards applicable in the United Kingdom. 2. Loss per share Basic loss per share is calculated by dividing the loss attributable to ordinary shareholders by the weighted average number of ordinary shares in issue during the period. Diluted loss per share is adjusted for the effect of potential ordinary shares, such as share options and warrants. 3. Reconciliation of movements in shareholders funds/(deficit) Quarter ended 31 March 2001 2000 US$'000 Loss for the period (3,937) (2,720) Proceeds of issue of ordinary 597 -- shares Proceeds of shares by Zen -- 2,306 Research NV -------- -------- Net reduction in shareholders' (3,340) (414) funds / (deficit) Opening shareholders' funds / 92,888 (6,313) (deficit) -------- -------- Closing shareholders' funds / 89,548 (6,727) (deficit) ======== ======== 4. Notes to the consolidated cash flow statements Quarter ended 31 March 2001 2000 US$'000 Operating loss (4,877) (2,396) Depreciation of tangible fixed 204 164 assets Amortisation of intangible fixed 139 88 assets Increase in debtors (431) (105) Increase/(decrease) in creditors (1,263) 379 -------- -------- (6,228) (1,870) ======== ======== 5. Reconciliation of net cash flow to movements in net funds / (debt) Quarter ended 31 March 2001 2000 US$'000 (Decrease) / increase in cash (45,007) 1,831 Movement in liquid resources 40,642 - Exchange differences - (119) -------- -------- Movement in net funds / (debt) (4,365) 1,712 Net funds / (debt) 1 January 96,918 (4,977) -------- -------- Net funds / (debt) 31 March 92,553 (3,265) ======== ======== 6. Subsequent events In April 2001, Zen acquired most of the assets of Jerusalem-based Silicon Value Ltd. ('Silicon Value'), a subsidiary of the NASDAQ-listed Tioga Technologies, for a total of US$22.25 million in cash and debt assumption. The assets were acquired by a wholly owned subsidiary of Zen Research plc, New Silicon Value plc. As of 31 March 2001, the net book amount value of the assets purchased was US$3.3 million. The financial information contained in this announcement does not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985. The Company was incorporated on 30 December 1999, and the financial statements for the year ended 31 December 2000 have not yet been delivered to the Registrar of Companies, although the auditors have reported on them. The auditors' report was unqualified and did not contain a statement either under Section 237(2) or Section 237 (3) of the Companies Act 1985. This press release contains forward-looking statements regarding among other things the future success of ZenO technology and the potential cost reduction of future Zen-enabled chips using New Silicon Value technology. These forward looking statements are based on current expectations and are subject to risks and uncertainties. Actual events and results may differ materially from those described in these forward-looking statements, as a result of several factors, including the successful implementation of Zen technology, the successful integration of New Silicon Value into Zen, the achievement of cost reduction of Zen-enabled chips by New Silicon Value, the ability of Zen and New Silicon Value to successfully market and sell their products under current market conditions, and other risk factors as set forth in the Zen Offering Circular dated June 26, 2000.
UK 100

Latest directors dealings