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ComTel SpA — Interim / Quarterly Report 2012
Oct 18, 2012
9984_rns_2012-10-18_dcec0729-c8db-4006-9f9b-124bc3e16d07.html
Interim / Quarterly Report
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INTERIM REPORT OF COMPTEL CORPORATION 1 JANUARY - 30 SEPTEMBER 2012
INTERIM REPORT OF COMPTEL CORPORATION 1 JANUARY - 30 SEPTEMBER 2012
Stock exchange release 18 October 2012 at 8.00 am
In July-September, net sales grew significantly from the previous year.
Operating result was positive.
Key figures for the third quarter:
-- Net sales EUR 20.4 million (Q3 2011: 16.6)
-- Operating result EUR 0.4 million (8.0)
-- Operating result excluding one-off costs EUR 1.6 million (-0.8)
-- Earnings per share EUR 0.00 (0.08)
-- Order backlog EUR 44.5 million (32.1)
Key figures for January - September:
-- Net sales EUR 60.5 million (Q1 - Q3 2011: 53.5)
-- Operating result EUR -15.3 million (9.2), of which impairment loss EUR 10.2
million
-- Operating result excluding one-off costs EUR -2.6 million (0.4)
-- Earnings per share EUR -0.14 (0.07)
As stated earlier, in 2012 Comptel net sales are estimated to grow
approximately 10 per cent from the previous year. Operating profit excluding
one-off items is estimated to represent 0 - 5 per cent of net sales. Due to the
impairment loss recorded in the first quarter and one-off items, operating
result is estimated to remain negative. Characteristically a significant part
of Comptel's operating profit and net sales is generated in the second half of
the year.
Juhani Hintikka, President and CEO:
”We saw positive development in our net sales and operating result during the
third quarter. We won two significant projects from South America. One of these
orders was received outside of our traditional domain, from a Brazilian utility
company. We have won ten new customers since January this year. We closed a
deal with a prominent operator group in the Middle East for Comptel Social
Links software, which strengthens our position as an analytics vendor to be
reckoned with in our customer space.
Operating result for the third quarter was positive as per our expectations.
The result was impacted by one-off items relating to personnel restructuring.
We met the cost savings targets set in June and the cost level for the third
quarter was significantly lower compared to the first half of the year. We
completed personnel related efficiency measures during the third quarter.
We have updated our strategy during the third quarter. Through the integration
of our analytics capabilities our strategic goals and customer promise have
become more precise. We are aiming at becoming the leader in the field of
customer interaction automation both in the telecommunications market and
outside our domain. We will continue investing in research and development as
defined in our strategy. On top of this, we have clarified our sales and
marketing strategy. The role of our partners will be of more importance both in
the telecommunications markets and in the quest for new industries and decision
makers. We will communicate strategy updates to the public during the last
quarter of the year.”
Business Review for the Third Quarter and January - September 2012
In the third quarter, Comptel's net sales increased by 22.3 per cent from the
previous year and were EUR 20.4 million (16.6). In January - September, net
sales grew by 13.2 per cent from the previous year and were EUR 60.5 million
(53.5). Increase in net sales was mainly attributable to higher license sales.
In the third quarter, the operating result was EUR 0.4 million (8.0), which
corresponds to 2.0 per cent of net sales (48.3). The operating result was
burdened by restructuring costs relating to personnel reduction. Excluding
these one-off items, operating profit was EUR 1.6 million (-0.8). The increase
in the comparable operating result was mainly a result of growth in license
sales.
Following the impairment loss recorded in the first quarter, the operating
result for January - September was EUR -15.3 million (9.2), which corresponds
to -25.3 per cent of net sales (17.2). Operating result excluding impairment
loss and one-off items was EUR -2.6 million (0.4). During the second quarter
Comptel initiated measures to lower the run-rate cost levels. These actions had
positive impact to the third quarter operating result. All in all, Comptel is
aiming at achieving savings of approximately EUR 10 million at an annual level.
These savings are estimated to materialise during 2013. The cost savings are
aimed at items outside Comptel's core business.
In January-September, profit before taxes was EUR -15.9 million (9.0) and net
loss was EUR -15.0 million (7.2). Earnings per share for the period under
review were EUR -0.14 (0.07).
Tax expense for the review period was EUR -0.9 million (1.8), including EUR 1.4
million of withholding taxes. In connection with the impairment of goodwill, a
change of EUR 2.5 million was booked in deferred tax liabilities. The
cumulative amount of outstanding, non-credited withholding taxes payment since
2004 is EUR 9.0 million.
The Group's order backlog grew significantly from the previous year and was EUR
44.5 million (32.1) at the end of the period. Maintenance agreements represent
EUR 22.4 million (15.1) and other order backlog EUR 22.0 million (17.0) of the
total. Order intake increased from the previous year during the third quarter
but was lower compared to the other quarters due to normal seasonality.
During the period under review, Comptel Corporation acquired Xtract Oy, a
software company specialising in analytics, for a total consideration of EUR
3.1 million (enterprise value). By combining the leading analytics capabilities
with its existing software, Comptel will this year create an offering which
will enable operators to react quickly to events from the network and transform
them automatically into relevant and timely actions that improve customer
experience. Xtract Group was consolidated into Comptel Group financials as of
10 February 2012. The acquisition was financed through Comptel Corporation's
liquid assets. The 20 Xtract employees working in Finland have moved to the
Comptel office in Helsinki and globally as part of the Comptel organisation.
Business areas
Net sales, 7-9 2012 7-9 2011 Change 1-9 2012 1-9 2011 Change 1-12
EUR million % % 2011
Europe East 3.5 2.6 36.2 12.1 9.3 29.3 12.9
Europe West 5.5 4.8 16.0 15.3 12.9 17.8 19.1
Asia Pacific 5.9 4.2 40.2 16.7 15.9 4.8 21.1
Middle East and 3.4 3.3 2.3 10.2 9.8 3.7 13.7
Africa
Americas 2.1 1.8 14.2 6.4 5.5 16.2 9.9
Total 20.4 16.6 22.3 60.5 53.5 13.2 76.8
Operating
result,
EUR million
Europe East 1.2 0.3 301.3 4.5 2.2 103.1 2.2
Europe West 2.7 2.4 11.6 6.9 6.6 3.8 11.4
Asia Pacific 2.5 1.8 37.3 7.6 9.3 -17.7 11.9
Middle East and 0.8 1.2 -36.4 1.6 4.0 -60.4 5.5
Africa
Americas 0.7 0.8 -5.5 2.6 2.6 -2.0 5.7
Unallocated -7.4 1.5 -587.4 -38.5 -15.5 148.4 -24.8
costs
Total 0.4 8.0 -94.9 -15.3 9.2 -266.0 11.9
Operating
result,
% of net sales
Europe East 33.4 11.4 - 37.3 23.7 - 16.9
Europe West 48.3 50.2 - 45.1 51.2 - 60.0
Asia Pacific 42.6 43.5 - 45.7 58.2 - 56.5
Middle East and 23.2 37.4 - 15.4 40.4 - 39.8
Africa
Americas 35.0 42.3 - 40.6 48.2 - 56.9
Total 2.0 48.3 - -25.3 17.2 - 15.5
In the third quarter and January - September, net sales grew in all the
geographic regions. Strongest growth was experienced in Europe West and Europe
East. Operating result decreased in Middle East and Asia Pacific.
In January - September, Comptel received 13 significant orders (Q1 - Q3 2011:
13), nine policy control & charging, 2 fulfillment and 2 managed services
orders. As significant orders, Comptel reports sold projects and licenses with
a value of EUR 500,000 at the minimum.
Net sales 7-9 2012 7-9 2011 Change 1-9 2012 1-9 2011 Change 1-12
breakdown, % % 2011
EUR million
Licenses 6.0 2.7 118.6 13.4 13.9 -3.5 21.1
Services 6.0 5.9 1.1 22.6 16.0 41.5 22.9
Maintenance 8.4 8.0 4.9 24.5 23.6 3.9 32.7
Total 20.4 16.6 22.3 60.5 53.5 13.2 76.8
License sales were high during the third quarter which had positive impact on
the profitability. Services sales remained at previous year's level.
Maintenance revenue consists of maintenance and support of the delivered
systems.
Net sales by sales 7-9 2012 7-9 2011 Change 1-9 1-9 Change 1-12 2011
channel, EUR million % 2012 2011 %
Direct sales 14.3 12.8 11.7 44.9 41.3 8.8 57.1
Partner sales 6.1 3.9 57.2 15.7 12.2 28.2 19.6
Total 20.4 16.6 22.3 60.5 53.5 13.2 76.8
Both direct and partner sales increased during the third quarter.
Financial Position
EUR million 30 Sep 31 Dec Change 30 Sep Change
2012 2011 % 2011 %
Statement of financial position 60.2 71.8 -16.1 78.2 -23.0
total
Liquid assets 6.5 9.4 -30.4 24.3 -73.1
Trade receivables, gross 20.4 26.7 -23.7 20.6 -1.2
Bad debt provision -1.1 -0.7 52.5 -0.9 13.0
Trade receivables, net 19.3 26.0 -25.7 19.7 -1.9
Accrued income 12.9 10.2 26.2 9.6 33.9
Deferred income related to 3.1 2.1 49.1 2.0 51.5
partial debiting
Interest-bearing debt 7.5 0.1 11,109.0 0.1 9,714.9
Equity ratio, per cent 50.2 66.6 -24.6 75.3 -33.4
The impairment loss was reflected in ‘statement of financial position total'
which was EUR 60.2 million. The acquisition of Xtract Oy decreased the liquid
assets which were EUR 6.5 million at the end of the period. The dividends of
EUR 3.2 million (4.3) were paid in the second quarter.
Operating cash flow was EUR 2.0 million (-3.2) in the third quarter and EUR 1.7
million (3.4) during January - September.
The trade receivables were EUR 19.3 million (19.7) at the end of the period.
The accrued income was EUR 12.9 million (9.6). The deferred income related to
partial debiting was EUR 3.1 million (2.0).
Comptel Corporation withdrew a loan of EUR 7.0 million during the review
period. The company has available a revolving credit facility of EUR 15.0
million maturing in 2013. The equity ratio was 50.2 per cent (75.3) and the
gearing ratio was 3.8 per cent (-46.7).
Research and Development (R&D)
EUR million 7-9 7-9 Change 1-9 1-9 Change 1-12
2012 2011 % 2012 2011 % 2011
Direct R&D expenditure 4.1 3.1 31.5 14.1 10.9 29.6 15.4
Capitalisation of R&D -1.5 -1.0 46.8 -4.8 -3.1 58.4 -4.0
expenditure according to IAS 38
R&D depreciation and 0.6 0.9 -31.3 2.0 2.7 -23.7 3.4
impairment charges
R&D expenditure, net 3.3 3.1 7.4 11.3 10.5 7.6 14.8
Direct R&D 20.3 18.9 - 23.3 20.3 - 20.1
expenditure, % of net sales
R&D expenditure increased from the previous year as Comptel actively
developed new products for the market. Investments in R&D will increase the
expenditure this year. Direct R&D expenditure represented 23.3 per cent
(20.3) of net sales in the period under review.
Comptel's R&D expenditure was mainly targeted at the service fulfillment
automation of telecom operators and to the management and real-time analysis of
rapidly increasing data traffic. Comptel seeks market leadership in these areas
where key business challenges of operators will be solved. In addition, the
company is developing an integrated software platform, which will enable a
cost-efficient and solution-based R&D.
This year, the company focuses on developing its offering within the
Fulfillment, Policy Control & Charging and Intelligent Customer Interaction
product areas. In Intelligent Customer Interaction, integrating the acquired
Xtract customer analytics into the Comptel software platform is a priority.
With a combined offering, Comptel can help operators to improve customer
loyalty as well as enable individually targeted marketing. Comptel introduced a
Next Generation Comptel Fulfillment software platform into the market in May
and in addition five software releases were launched in these respective
product areas during the first half of the year.
Investments
EUR million 7-9 7-9 Change 1-9 1-9 Change 2011
2012 2011 % 2012 2011 %
Gross investments in property, 0.3 0.2 54.3 3.9 0.6 509.1 1.0
plant and equipment and
intangible assets
The acquisition of Xtract Oy increased the gross investments from the previous
year. The other investments comprised of devices, software and furnishings. The
investments were funded through cash flow from operations
Personnel
30 Sep 30 Sep Change 31 Dec
2012 2011 % 2011
Number of employees at the end of 701 630 11.3 639
period
1-9 2012 1-9 2011 Change 1-12 2011
%
Average number of personnel during the 706 618 14.2 623
period
The number of employees increased significantly from the previous year as
Comptel continued to invest in its sales, service and R&D organisation. 27
employees joined Comptel as Xtract was consolidated into the Comptel Group
during the period under review. The number of employees is expected to decrease
during the fourth quarter as a result of the efficiency measures.
In July - September, personnel expenses were 55.3 per cent of net sales (55.3).
In January - September, the personnel expenses were 55.9 per cent of net sales
(50.4).
At the end of the period, 32.0 per cent (32.5) of the personnel were located in
Finland, 24.3 per cent (24.6) in Malaysia, 9.3 per cent (8.9) in Bulgaria, 7.8
per cent (7.0) in the United Kingdom, 7.4 per cent (5.7) in the United Arab
Emirates, 4.9 per cent (6.2) in Norway, and 14.3 per cent (15.1) in other
countries where Comptel operates.
Comptel share
Closing share price of the period was EUR 0.40 (0.62). Comptel's market value
at the end of the period was EUR 42.8 million (66.3).
Comptel share 7-9 2012 7-9 2011 Change 1-9 2012 1-9 2011 Change 1-12
% % 2011
Shares traded, 3.4 8.4 -60.2 19.2 25.6 -25.3 32.8
million
Shares traded, EUR 1.3 4.7 -71.9 10.4 16.6 -37.1 21.0
million
Highest price, EUR 0.43 0.62 -30.6 0.63 0.79 -20.3 0.79
Lowest price, EUR 0.37 0.42 -11.9 0.37 0.42 -11.9 0.42
Of Comptel's outstanding shares, 5.1 per cent (7.8) were nominee registered or
held by foreign shareholders at the end of the period.
Elisa Corporation notified on 17 January 2012 that its direct ownership in
Comptel Corporation had increased to over the 10% threshold following the
merger of Saunalahti Group Oyj into Elisa Corporation. Elisa Group's ownership
remained unchanged.
During the period, Comptel Corporation allotted gratuitously 111,186 shares to
the members of the Board of Directors as part of their annual compensation and
25,000 shares to the President and CEO of the company according to the terms
and conditions of the 2011 share-based incentive plan.
The company held 161,219 of its own shares at the end of the period, which is
0.15 per cent of the total number of its shares. The total counter-book value
of the shares held by the company was EUR 3,224.
Corporate Governance
The Annual General Meeting (AGM), held on 26 March 2012, re-elected Mr Hannu
Vaajoensuu and Mr Petteri Walldén as members of the Board of Directors and
elected Mr Pertti Ervi, Ms Eriikka Söderström and Mr Antti Vasara elected as
new members of the Board of Directors. In its meeting held after the AGM, the
Board of Directors elected Mr Pertti Ervi as chairman and Mr Hannu Vaajoensuu
as vice chairman. The Board decided not to set up committees.
The AGM resolved to elect Ernst & Young Oy as authorised public accountant, Mr
Heikki Ilkka being the principal auditor.
The AGM approved the proposal of Board of Directors that a dividend of EUR 0.03
per share be paid for 2011. The dividend was paid on 12 April 2012.
The AGM decided to issue stock options to key personnel of the Comptel Group as
a part of the incentive and commitment program for the key personnel.
The AGM authorised the Board of Directors to decide on share issues amounting
to a maximum of 21,400,000 new shares and on repurchase of the company's own
shares up to a maximum number of 10,700,000 shares. The authorisations are
valid until 30 June 2013. However, the authorisation to implement the company's
share-based incentive programs is valid until five years from the AGM
resolution.
A separate stock exchange release about the authorisations given and other
decisions made by the Annual General Meeting was published on 26 March 2012.
During the period under review, the Board of Directors resolved on a new
share-based incentive plan for the Group key personnel. The aim of the new plan
is to combine the objectives of the shareholders and the target people in order
to increase the value of the company, to commit the target people to the
company, and to offer them a competitive reward plan based on long-term
shareholding in the company.
In April, Comptel Corporation and Cisco Systems Inc. settled the dispute under
arbitration concerning Comptel's use of a certain sub-set of Axioss software
that was sold to Cisco and simultaneously licensed back to Comptel for use in
the current release of Comptel Fulfillment. Cisco brought the matter to the
London Court of International Arbitration in December 2011. In accordance with
the settlement, the parties have agreed to withdraw all their claims against
each other and the arbitration process has thereby been terminated. It has been
agreed that no financial compensation will be made between the parties. Comptel
will continue in the fulfillment business and will, consistent with the terms
of Cisco's license back to Comptel, support its existing Axioss and Comptel
Fulfillment customers.
Events after the Reporting Period
As part of the communication on productivity improvement activities that was
made earlier in Q2, Comptel will renew its sales strategy and operating model.
The new sales strategy will focus on winning new customers, entering new
markets, closing larger deals, strengthening partnerships and improving
profitability of existing customers. This requires the right competences and
timely investments for each customer segment. In order to execute the renewed
sales strategy, Comptel will establish a Chief Market Operations Officer (CMO)
role, under whom the current business-area heads will be transferred.
With the change in sales leadership the structure of the Executive Board and
reporting practices will be simplified. The Legal and Financial departments
will be consolidated into one organization. After these changes the members of
the Executive Board are, Mr. Juhani Hintikka (CEO). Mr. Mauro Carobene (CMO),
Mr. Mikko Hytönen (CFO), Mr. Antti Koskela (CTO), Mr. Kari Onniselkä
(Services), Ms. Niina Pesonen (HR) and Ms. Ulla Koivukoski (Marketing and
Communications). The number of Executive Team members will be reduced from the
current twelve to seven persons. New organization will be gradually effective
as per November 1, 2012. A separate stock exchange release has been published
on October 17, 2012.
Near-term Risks and Uncertainties
Comptel develops dynamic end-to-end solutions for leading operators globally in
the telecom field. This requires Comptel to understand correctly the trends
taking place in its business environment and the needs of its customers and
resellers by each region. Failure to identify market conditions, address
customers' needs and develop its products in a timely way may significantly
undermine the growth of Comptel's business and its profitability.
If the company fails to execute the efficiency measures and costs savings as
planned it will have an impact on the company's financial results and financial
position.
Characteristics for Comptel's field of industry are significant quarterly
variations of net sales and profit, which are related to customers' purchasing
behaviour and the timing of major single deals.
Comptel operates globally so it is exposed to risks arising from different
currency positions. Exchange rate changes between the Euro, which is the
company's reporting currency, and the US Dollar, UK Pound Sterling, Malaysian
ringgit and Norwegian Krone affect the company's net sales, expenses and net
profit.
The application process to prevent Comptel's double taxation is still pending
with the Ministry of Finance in Finland. The company believes the treatment of
its withholding taxation will be changed. However, the process between the
states is very slow and the timing of a change is hard to forecast.
The risks and uncertainties of Comptel are described more in detail in the
company's financial statements and the Board of Directors' report for 2011.
Outlook
As stated in 15 June 2012, in 2012 Comptel net sales are estimated to grow
approximately 10 per cent from the previous year.
Operating profit excluding one-off items is estimated to represent 0 - 5 per
cent of net sales. Due to the impairment loss recorded in the first quarter and
one-off items, operating result is estimated to remain negative.
Characteristically a significant part of Comptel's operating profit and net
sales is generated in the second half of the year.
TABLE PART
The interim financial statements have been prepared in accordance with IAS 34,
Interim Financial Reporting, as adopted by the EU. The accounting policies and
methods of computation adopted in the financial statements are consistent with
those of the annual financial statements for the year ended 2011 except for the
application of new or amended standards and interpretations as set forth in
note 1.
Comptel has adopted IAS 8 to correct errors discovered in the figures for the
reporting periods 2010, 2011 and Q1/2012. The nature of the error is described
in note 13.
All figures in the financial report have been rounded and consequently the sum
of the individual figures can deviate from the sum figure. The interim report
is unaudited.
Consolidated Statement of Comprehensive 1 Jan - 1 Jan - 1 Jul - 1 Jul -
Income 30 Sep 30 Sep 30 Sep 30 Sep
(EUR 1,000) 2012 2011* 2012 2011*
Net sales 60,539 53,481 20,353 16,640
Other operating income 2 19,715 1 19,700
Materials and services -4,356 -3,288 -1,097 -1,271
Employee benefits -33,864 -26,979 -11,256 -9,210
Depreciation, amortisation and -13,299 -12,630 -1,020 -10,027
impairment charges
Other operating expenses -24,326 -21,082 -6,571 -7,796
-75,846 -63,979 -19,945 -28,305
--------------------------------------------------------------------------------
Operating profit/loss -15,305 9,218 409 8,035
Financial income 977 1,018 263 617
Financial expenses -1,602 -1,228 66 -560
Profit/loss before income taxes -15,930 9,008 738 8,092
Income taxes 923 -1,789 -915 486
Profit/loss for the period -15,006 7,219 -177 8,577
Other comprehensive income
Cash flow hedges 899 -412 396 -764
Translation differences 151 -113 32 -96
Income tax relating to components of -222 107 -99 199
other comprehensive income
Total comprehensive income for the -14,179 6,801 152 7,916
period
Profit/loss attributable to:
Equity holders of the parent company -15,006 7,219 -177 8,577
Total comprehensive income attributable
to:
Equity holders of the parent company -14,179 6,801 152 7,916
Shareholders of the parent company:
Earnings per share, EUR -0.14 0.07 -0.00 0.08
Earnings per share, diluted, EUR -0.14 0.07 -0.00 0.08
*Year 2011 error has been corrected.
Consolidated Statement of Financial Position (EUR 30 Sep 2012 31 Dec 2011
1,000)
Assets
Non-current assets
Goodwill 2,646 10,832
Other intangible assets 13,015 9,255
Tangible assets 1,175 1,381
Investments in associates 817 817
Available-for sale financial assets 87 87
Deferred tax assets 2,543 636
Other non-current receivables 503 409
20,786 23,418
--------------------------------------------------------------------------------
Current assets
Trade and other current receivables 32,874 38,941
Cash and cash equivalents 6,546 9,401
39,420 48,343
--------------------------------------------------------------------------------
Total assets 60,206 71,761
Equity and liabilities
Equity attributable to equity holders of the parent
company
Share capital 2,141 2,141
Fund of invested non-restricted equity 243 178
Translation differences -532 -682
Retained earnings 22,968 40,169
Total equity 24,820 41,805
Non-current liabilities
Deferred tax liabilities 3,092 4,798
Provisions 3,070 2,750
Non-current financial liabilities 174 29
6,336 7,577
--------------------------------------------------------------------------------
Current liabilities
Trade and other current liabilities 21,731 22,341
Current financial liabilities 7,319 38
29,049 22,379
--------------------------------------------------------------------------------
Total liabilities 35,385 29,956
Total equity and liabilities 60,206 71,761
Consolidated Statement of Cash Flows 1 Jan - 30 1 Jan - 30
(EUR 1,000) Sep 2012 Sep 2011*
Cash flows from operating activities
Profit/loss for the period -15,006 7,219
Adjustments:
Non-cash transactions or items that are not part of 14,199 -6,702
cash flows from operating activities
Interest and other financial expenses 173 43
Interest income -18 -28
Income taxes -923 1,789
Change in working capital:
Change in trade and other current receivables 7,056 4,304
Change in trade and other current liabilities -1,035 -1,570
Change in provisions 320 785
Interest paid -172 -43
Interest received 12 23
Income taxes paid and tax returns received -2,922 -2,398
Net cash from operating activities 1,685 3,421
Cash flows from investing activities
Acquisition of subsidiaries, net of cash acquired -1,812 -
Investments in tangible assets -341 -355
Investments in intangible assets -369 -281
Investments in development projects -4,847 -3,061
Proceeds from sale of intangible assets - 21,903
Change in other non-current receivables -37 -53
Net cash used in investing activities -7,406 18,153
Cash flows from financing activities
Dividends paid -3,207 -4,270
Proceeds from borrowings 19,000 -
Repayment of borrowings -13,020 -
Lease payments -29 -29
Net cash used in financing activities 2,744 -4,299
Net change in cash and cash equivalents -2,977 17,275
Cash and cash equivalents at the beginning of the 9,401 7,028
period
Cash and cash equivalents at the end of the period 6,546 24,347
Change -2,855 17,319
Effects of changes in foreign exchange rates 121 43
*Year 2011 error has been corrected.
Consolidated Statement of Changes in Equity
- Equity attributable to equity holders of the parent company
- EUR 1,000 Share Other Translati Fair Treasur Retained Total
capita reserv on value y earnings
l es differenc reserve shares
es
Equity at 2,141 7,575 -858 -40 -600 40,927 49,146
31 Dec 2010
Dividends -4,270 -4,270
Transfer of 76 225 -225 76
treasury shares
Share-based 202 202
compensation*
Total -113 -305 7,219 6,801
comprehensive
income for the
period*
Equity at 2,141 7,651 -971 -345 -375 43,853 51,955
30 Sep 2011
*Year 2011 error has been corrected.
Consolidated Statement of Changes in Equity
- Equity attributable to equity holders of the parent company
- EUR 1,000 Share Other Translati Fair Treasur Retained Total
capita reserv on value y earnings
l es differenc reserve shares
es
Equity at 2,141 178 -682 -589 -375 41,133 41,805
31 Dec 2011
Dividends -3,207 -3,207
Transfer of 66 14 -14 66
treasury
shares
Share-based 336 336
compensation
Total 151 677 -15,006 -14,179
comprehensive
income for the
period
Equity at 2,141 243 -532 87 -361 23,241 24,820
30 Sep 2012
Notes
- Application of new or amended standards and interpretations
On 1 January 2012 the Group adopted the following new and amended standards and
interpretations endorsed by the EU and that are applicable to Comptel:
Amendments to IFRS 7 Financial Instruments: Disclosures (effective for
financial years beginning on or after 1 July 2011). The amendments will promote
transparency in the reporting of transfer transactions and improve users'
understanding of the risk exposures relating to transfers of financial
instruments and the effect of those risks on an entity's financial position,
particularly those involving securitisation of financial assets.
- Segment information
Net sales by segment
EUR 1,000 1 Jan - 1 Jan - 1 Jul - 1 Jul -
30 Sep 2012 30 Sep 2011 30 Sep 2012 30 Sep 2011
Europe East 12,054 9,325 3,505 2,573
Europe West 15,261 12,949 5,520 4,758
Asia-Pacific 16,653 15,890 5,893 4,204
Middle East and Africa 10,179 9,816 3,385 3,310
Americas 6,392 5,501 2,050 1,795
Group total 60,539 53,481 20,353 16,640
Operating profit/loss by segment
EUR 1,000 1 Jan - 1 Jan - 1 Jul - 1 Jul -
30 Sep 30 Sep 30 Sep 30 Sep
2012 2011* 2012 2011*
Europe East 4,499 2,214 1,172 292
Europe West 6,884 6,629 2,665 2,389
Asia-Pacific 7,618 9,251 2,512 1,830
Middle East and Africa 1,569 3,962 787 1,238
Americas 2,596 2,650 717 759
Group unallocated expenses -38,470 -15,489 -7,444 1,527
Group operating profit/loss -15,305 9,218 409 8,035
total
Financial income and expenses -625 -210 329 57
Group profit/loss before income -15,930 9,008 738 8,092
taxes
*Year 2011 error has been corrected.
- Business combinations
On 9 February 2012, Comptel Corporation acquired all shares of Xtract Oy, a
Finnish software company specialising in analytics.
By acquiring Xtract the company creates a unique offering by combining world
class analytics capabilities with its existing assets. This offering enables
operators to react quickly to events from the network and transform them
automatically into relevant and timely actions that improve the customer
experience.
The total consideration (enterprise value) was EUR 3,100 thousand. The actual
purchase price EUR 2,075 thousand was paid in cash.
The goodwill according to IFRS 3 is EUR 1,993 thousand after the fair value
allocations reflected in net assets. EUR 215 thousand was recognised in
intangible assets which are amortised over five years.
The goodwill is attributable to the skilled workforce of Xtract and the
utilisation potential of Comptel's existing sales channel to promote Xtract
products.
The values of the assets and liabilites arising from the acquisition were as
follows:
EUR 1,000 Recognised fair values on
acquisition
Technology (incl. in other intangible 840
assets)
Other intangible assets 1
Machinery and equipment 6
Trade receivables and other receivables 842
Cash and cash equivalents 263
Total assets 1,952
Deferred tax liabilities 53
Other non-interest bearing liabilities 597
Interest bearing liabilities 1,220
Total liabilities 1,870
Net assets 82
Acquisition cost 2,075
Goodwill 1,993
Purchase price paid in cash 2,075
Cash and cash equivalents in acquired -263
subsidiary
Total net cash outflow on the acquisition 1,812
Comptel has expensed acquisition-related consultation fees of EUR 145 thousand.
The fees are included in other operating expenses.
Xtract's net sales EUR 725 thousand and result EUR -1,380 thousand for the
period 10 February to 30 September 2012 are included in the comprehensive
statement of income. Comptel Group net sales for 1 January - 30 September 2012
would have been EUR 60,904 thousand and loss EUR 14,917 thousand if Xtract had
been consolidated from the beginning of the year 2012.
- Impairment loss on goodwill
Comptel changed the allocation method of goodwill during the first quarter of
the year. Due to the change, an impairment testing was carried out on a new
cash generating unit level. Previously, it had not been possible to allocate
goodwill specifically to any segment or cash generating unit. As a result of
impairment testing Comptel recorded an impairment loss of EUR 10,179 thousand
in the first quarter result.
In the test, the recoverable amount of goodwill is determined based on value in
use calculation. The value in use is computed based on discounted forecast cash
flows. The cash flow forecasts rely on the plans approved by the Board of
Directors and management concerning in particular profitability and the growth
rate of net sales. The plans cover a five-year period taking into account the
recent development of business. The used pre-tax discount rate is 16.4%.
The cash flows after the five-year period have been forecast by estimating the
future growth rate of net sales to be 0%.
The use of the testing model requires making estimates and assumptions
concerning investments, market growth and general interest rate level.
- Income tax
Income tax according to the statement of comprehensive income for the period
was EUR 923 thousand positive (EUR 1,789 thousand negative in 2011) as a change
of EUR 2,494 thousand in deferred tax liabilities was booked in connection with
the impairment of goodwill.
In 2006, Adjustment of the Tax Office for Major Corporations refused to accept
the crediting of taxes withheld at source in taxation of 2004 and 2005.
Comptel is pursuing negotiations with the Ministry of Finance and the other
countries that have withheld tax at source to avoid double taxation. The
company believes the treatment of its withholding taxation will be changed. The
negotiation process between countries is, however, very slow and the time for
the change to take place is very difficult to predict.
According to the Board of Adjustment's decision currently in force, Comptel
Corporation has expensed taxes withheld at source amounting to EUR 1,422
thousand in January - September (EUR 1,020 thousand).
- Tangible assets
EUR 1,000 1 Jan - 30 Sep 2012 1 Jan - 30 Sep 2011
Additions 341 355
- Related party transactions
The Comptel Group have a related party relationship with its associate, the
Board of Directors, the Executive Board and also with people and companies
under Comptel management's influence.
Transactions, which have been entered into with related parties are as follows:
EUR 1,000 1 Jan - 30 Sep 2012 1 Jan - 30 Sep 2011
Associate
Other operating income 1 -
Purchases of goods and services - 130
Interest income 6 6
EUR 1,000 30 Sep 2012 31 Dec 2011
Associate
Non-current receivables 96 91
Trade receivables 0 -
Remuneration to key management
The key management personnel compensation includes the employee benefits of the
members of the Board of Directors and the Executive Board.
EUR 1,000 1 Jan - 30 Sep 1 Jan - 30 Sep
2012 2011
Salaries and other short-term employee 1,680 2,325
benefits
Share-based payments 234 179
Total 1,914 2,504
Guarantees and other commitments
EUR 1,000 30 Sep 2012 31 Dec 2011
Guarantees 90 -
- Commitments
Minimum lease payments on non-cancellable office facilities and other operating
leases are payable as follows:
EUR 1,000 30 Sep 2012 31 Dec 2011
Less than one year 3,204 3,377
Between one and five years 6,419 7,909
Total 9,623 11,286
The group had no material capital commitments for the purchase of tangible
assets at 30 September 2012 and 30 September 2011.
- Contingent liabilities
EUR 1,000 30 Sep 2012 31 Dec 2011
Bank guarantees 3,358 1,847
EUR 1,000 30 Sep 2012 31 Dec 2011
Contingent liabilities on behalf of others
Guarantees 129 -
- Events after the Reporting Period
As part of the communication on productivity improvement activities that was
made earlier in Q2, Comptel will renew its sales strategy and operating model.
The new sales strategy will focus on winning new customers, entering new
markets, closing larger deals, strengthening partnerships and improving
profitability of existing customers. This requires the right competences and
timely investments for each customer segment. In order to execute the renewed
sales strategy, Comptel will establish a Chief Market Operations Officer (CMO)
role, under whom the current business-area heads will be transferred.
With the change in sales leadership the structure of the Executive Board and
reporting practices will be simplified. The Legal and Financial departments
will be consolidated into one organization. After these changes the members of
the Executive Board are, Mr. Juhani Hintikka (CEO). Mr. Mauro Carobene (CMO),
Mr. Mikko Hytönen (CFO), Mr. Antti Koskela (CTO), Mr. Kari Onniselkä
(Services), Ms. Niina Pesonen (HR) and Ms. Ulla Koivukoski (Marketing and
Communications). The number of Executive Team members will be reduced from the
current twelve to seven persons. New organization will be gradually effective
as per November 1, 2012. A separate stock exchange release has been published
on October 17, 2012.
- Key figures
Financial summary 1 Jan - 30 1 Jan - 30 1 Jan - 31
Sep 2012 Sep 2011* Dec 2011*
Net sales, EUR 1,000 60,539 53,481 76,751
Net sales, change % 13.2 -1.6 -1.5
Operating profit/loss, EUR 1,000 -15,305 9,218 11,902
Operating profit/loss, change % -266.0 130.0 33.6
Operating profit/loss, as % of net -25.3 17.2 15.5
sales
Profit/loss before taxes, EUR 1,000 -15,930 9,008 10,963
Profit/loss before taxes, as % of net -26.3 16.8 14.3
sales
Return on equity, % - - 16.0
Return on investment, % - - 22.9
Equity ratio, % 50.2 75.3 66.6
Gross investments in tangible and 3,871 636 1,037
intangible assets, EUR 1,0001)
Gross investments in tangible and 6.4 1.2 1.4
intangible assets, as % of net sales
Capitalisations according to IAS 38 to 4,847 3,061 3,965
intangible assets
Research and development expenditure, 14,082 10,867 15,419
EUR 1,000
Research and development expenditure, 23.3 20.3 20.1
as % of net sales
Order backlog, EUR 1,000 2) 44,469 32,098 47,217
Average number of employees during the 706 618 623
period
Interest-bearing net liabilities, EUR 947 -24,270 -9,334
1,000
Gearing ratio, % 3.8 -46.7 -22.3
1) Includes the acquisition of Xtract in 2012. The gross capital investments
excluding the acquisition amounted to EUR 965 thousand, which is 1.6 percent of
net sales. The figure does not include investments in development projects.
2) The order book may vary significantly during the financial period.
*Year 2011 error has been corrected.
Per share data 1 Jan - 1 Jan - 1 Jan -
30 Sep 2012 30 Sep 31 Dec
2011* 2011*
Earnings per share (EPS), EUR -0.14 0.07 0.07
EPS diluted, EUR -0.14 0.07 0.07
Equity per share, EUR 0.23 0.49 0.39
Dividend per share, EUR - - 0.03
Dividend per earnings, % - - 42.2
Effective dividend yield, % - - 6.1
P/E ratio - - 6.9
Adjusted number of shares at the end of 107,054,810 107,054,810 107,054,810
the period
of which the number of treasury shares 161,219 183,900 292,685
Outstanding shares 106,893,591 106,870,910 106,762,125
Adjusted average number of shares during 106,853,421 106,768,209 106,775,223
the period
Average number of shares, dilution 106,853,421 106,768,209 106,775,223
included
*Year 2011 error has been corrected.
- Definition of key figures
Operating margin % = Operating profit/loss x100
------------------------------------
------------------------------------
Net sales
Profit margin (before income taxes) = Profit/loss before taxes x100
%
------------------------------------
------------------------------------
Net sales
Return on equity % (ROE) = Profit/loss x100
------------------------------------
------------------------------------
Total equity (average during year)
Return on investment % (ROI) = Profit/loss before taxes + x100
financial expenses
------------------------------------
------------------------------------
Total equity + interest bearing
liabilities (average during the
year)
Equity ratio % = Total equity x100
------------------------------------
------------------------------------
Statement of financial position
total - advances received
Gross investments in tangible and = Gross investments in tangible and x100
intangible assets, as % of net intangible assets
sales
------------------------------------
------------------------------------
Net sales
Research and development = Research and development x100
expenditure, as % of net sales expenditure
------------------------------------
------------------------------------
Net sales
Gearing ratio % = Interest-bearing liabilities - x100
cash and cash equivalents
------------------------------------
------------------------------------
Total equity
Earnings per share (EPS) = Profit/loss for the financial year
attributable to equity
shareholders
------------------------------------
------------------------------------
Average number of outstanding
shares for the financial year
Equity per share = Equity attributable to the equity
holders of the parent company
------------------------------------
------------------------------------
Adjusted number of shares at the
end of period
Dividend per share = Dividend
------------------------------------
------------------------------------
Adjusted number of shares at the
end of period
Dividend per earnings % = Dividend per share x100
------------------------------------
------------------------------------
Earnings per share (EPS)
Effective dividend yield % = Dividend per share x100
------------------------------------
------------------------------------
Share closing price at end of
period
P/E ratio = Share closing price at end of
period
------------------------------------
------------------------------------
Earnings per share (EPS)
- Corrections to figures reported in 2010, 2011 and Q1/2012
An error was discovered in the line item Employee benefits for the periods
2010, 2011 and Q1/2012. The errors have been corrected retrospectively
according to IAS 8. The errors were related to the calculation of option costs.
The correction of the error in 2010 did not have an impact on the amount of
equity and no restated opening balances are presented. The key figures for the
financial year 2010 will be restated and presented in the financial statements
for 2012. The statement of comprehensive income for 2011 was changed as
follows:
Reported Corrected
Consolidated Statement of Comprehensive Income 1 Jan - 31 Dec 1 Jan - 31 Dec
(EUR 1,000) 2011 2011
Net sales 76,751 76,751
Other operating income 19,802 19,802
Materials and services -5,285 -5,285
Employee benefits -36,747 -36,454
Depreciation, amortisation and impairment -13,635 -13,635
charges
Other operating expenses -29,277 -29,277
-84,944 -84,651
--------------------------------------------------------------------------------
Operating profit/loss 11,609 11,902
Financial income 536 536
Financial expenses -1,289 -1,289
Share of result of associated companies -187 -187
Profit/loss before income taxes 10,669 10,963
Income taxes -3,373 -3,373
Profit/loss for the period 7,297 7,590
Other comprehensive income
Cash flow hedges -727 -727
Translation differences 175 175
Income tax relating to components of other 177 177
comprehensive income
Total comprehensive income for the period 6,922 7,216
Profit/loss attributable to:
Equity holders of the parent company 7,297 7,590
Total comprehensive income attributable to:
Equity holders of the parent company 6,922 7,216
Shareholders of the parent company:
Earnings per share, EUR 0.07 0.07
Earnings per share, diluted, EUR 0.07 0.07
The earnings per share figure has also been restated. Due to the rounding it
did not have impact on the key figure. The correction did not impact the amount
of equity.
The restated quarterly figures for 2011 and Q1/2012 are as follows:
Consolidated Statement of 1-3/201 4-6/201 7-9/201 10-12/2 2011 1-3/201
Comprehensive Income 1 1 1 011 2
(EUR 1,000)
Net sales 16,825 20,016 16,640 23,269 76,751 19,926
Other operating income 4 12 19,700 87 19,802 1
Materials and services -773 -1,244 -1,271 -1,997 -5,285 -1,622
Employee benefits -8,783 -8,986 -9,210 -9,475 -36,454 -10,541
Depreciation, amortisation -1,359 -1,243 -10,027 -1,005 -13,635 -11,128
and impairment charges
Other operating expenses -6,006 -7,279 -7,796 -8,194 -29,277 -8,538
-16,921 -18,753 -28,305 -20,672 -84,651 -31,829
--------------------------------------------------------------------------------
Operating profit/loss -92 1,275 8,035 2,684 11,902 -11,901
Financial income 249 153 617 -482 536 437
Financial expenses -415 -253 -560 -61 -1,289 -914
Share of result of - - - -187 -187 -
associated companies
Profit/loss before income -258 1,175 8,092 1,955 10,963 -12,379
taxes
Income taxes -1,329 -946 486 -1,584 -3,373 2,094
Profit/loss for the period -1,587 229 8,577 371 7,590 -10,285
Other comprehensive income
Cash flow hedges 453 -101 -764 -314 -727 742
Translation differences -63 46 -96 288 175 3
Income tax relating to -118 26 199 70 177 -182
components of other
comprehensive income
Total comprehensive income -1,315 200 7,916 415 7,216 -9,721
for the period
Profit/loss attributable
to:
Equity holders of the -1,587 229 8,577 371 7,590 -10,285
parent company
Total comprehensive income
attributable to:
Equity holders of the -1,315 200 7,916 415 7,216 -9,721
parent company
Shareholders of the parent
company:
Earnings per share, EUR -0.01 0.00 0.08 0.00 0.07 -0.10
Earnings per share, -0.01 0.00 0.08 0.00 0.07 -0.10
diluted, EUR
Comptel Corporation will announce its financial statements bulletin for 2012 on
13 February 2013.
COMPTEL CORPORATION
Board of Directors
Additional information:
Mr Juhani Hintikka, President and CEO, tel. +358 9 700 1131
Mr Mikko Hytönen, CFO, tel. +358 40 758 5801
Ms Ulla Koivukoski, SVP Marketing and Communications, tel. +358 400 481 870
Distribution:
NASDAQ OMX Helsinki
Major media
www.comptel.com