Quarterly Report • May 15, 2012
Quarterly Report
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First Half-Year Report
| Earnings Data | 10/2011-3/2012 | 10/2010-3/2011 | Chg. in % | 2010/11 | |
|---|---|---|---|---|---|
| Revenues | in € million | 37.85 | 33.90 | +12 | 71.09 |
| EBITDA | in € million | 0.25 | 1.10 | -77 | 3.13 |
| Operating EBITDA 1) | in € million | 0.93 | 1.10 | -16 | 3.13 |
| EBIT | in € million | -0.77 | 0.01 | >100 | 1.04 |
| Operating EBIT 1) | in € million | -0.09 | 0.01 | >100 | 1.04 |
| Profit before tax | in € million | -2.20 | -1.49 | -47 | -1.38 |
| Profit after tax | in € million | -2.27 | -1.55 | -46 | -1.37 |
| Earnings per share | in € | -0.15 | -0.10 | -50 | -0.09 |
| Adjusted earnings per share 1) | in € | -0.12 | -0.10 | -20 | -0.09 |
| Capital expenditure | in € million | 0.72 | 0.64 | +13 | 1.51 |
| Acquisitions | in € million | 0,00 | 0,00 | - | 0,00 |
| Employees 2) | 760 | 712 | +7 | 733 |
| Balance Sheet Data | 31.3.2012 | 30.9.2011 | Chg. in % | |
|---|---|---|---|---|
| Equity | in € million | 16.48 | 18.72 | -12 |
| Net debt | in € million | 7.72 | 5.82 | +33 |
| Capital employed | in € million | 24.16 | 24.50 | -1 |
| Working capital 3) | in € million | 2.45 | 1.34 | +83 |
| Balance sheet total | in € million | 48.77 | 49.43 | -1 |
| Equity ratio | in % | 34 | 38 | - |
| Gearing | in % | 47 | 31 | - |
| Employees 4) | 751 | 786 | -4 |
| Stock Exchange Data 5) | 10/2011-3/2012 | 2010/11 | Chg. in % | |
|---|---|---|---|---|
| Share price high | in € | 0.95 | 1.10 | -14 |
| Share price low | in € | 0.55 | 0.72 | -24 |
| Share price at end of period | in € | 0.76 | 0.94 | -19 |
| Shares outstanding (weighted) | 1,000 | 15,387 | 15,387 | 0 |
| Market capitalization (ultimo) | in € million | 11.69 | 14.46 | -19 |
| Segments First Half-Year 2011/12 in € million |
Germany | Italy | Netherlands | The | Central East Europe |
Other | Holding and | |||
|---|---|---|---|---|---|---|---|---|---|---|
| Revenues (consolidated) | 19.00 | (+2%) | 11.61 | (+11%) | 5.58 | (+65%) | 1.66 | (+12%) | 0 | - |
| Operating EBITDA 2) | 0.87 | (+2%) | 0.84 | (+23%) | 0.17 | (-44%) | 0.01 | (-82%) | -0.96 | (-21%) |
| Operating EBIT 2) | 0.52 | (+11%) | 0.49 | (+67%) | -0.08 (>100%) | -0.04 (>100%) | -0.99 | (-20%) | ||
| Capital expenditure | 0.23 | (+28%) | 0.18 | (-51%) | 0.25 (>100%) | 0.02 | (-38%) | 0.05 (>100%) | ||
| Employees 2) | 348 | (+3%) | 282 | (+3%) | 96 | (+51%) | 29 | (+7%) | 5 | (-30%) |
1) Adjusted for restructuring costs
2) Average number of employees (salaried and free-lance) during the period
Dear shareholders, ladies and gentlemen,
In the first six months of business year 2011/12 the group revenues increased by 12% compared to the previous year. Thus we were able to generate an increase in revenues for the fifth quarter in a row with a growth rate of 7% in the past second quarter. Through an increase of the order income by 10% compared to the previous year and through the current sales pipeline a further revenue growth can be anticipated. After we had to present a negative operative result in the first quarter of the current business year, the result in the second quarter improved to € 0.14 million und was thus above the result of the same quarter of the past year. In total the operative result in the first six months was € -0.09 million compared to € 0.01 million in the previous year. In addition the result of the current business year was burdened by restructuring expenses from the first quarter.
In the first half of 2011/12 the group revenues increased by € 3.95 million to € 37.85 million and growth was recorded in all regions. The operative EBITDA reached € 0.93 million compared to € 1.10 million; the operative EBIT fell from € 0.01 million to € -0.09 million compared to the previous year. Taking into account the restructuring expenses of € 0.68 million in Germany, the group EBITDA was € 0.25 million and the group EBIT € -0.77 million.
In the second quarter the group revenues grew by € 1.18 million to € 18.04 million, which is an increase of 7% compared to the same quarter of the previous year. The operative EBITDA increased by 86% to € 0.63 million, the operative EBIT reached € 0.14 million after € -0.21 million in the previous year. Thus the operative result was improved compared to both the first quarter of the current business year as well as compared to the previous year´s level.
In Germany (50% of group revenue) revenues increased by 2% to € 19.00 million in the first half of the year. Whereas the area Professional Services at the location in Munich and Cologne remained at previous year's level, the site in Langen/Frankfurt recorded an increase. Network Performance Channel GmbH did not manage to reach previous year´s high revenue level, the area FINAS however was able to generate an increase in revenues after successful restructuring in the past quarter. The operative EBITDA in Germany increased as well by 2% to € 0.87 million, the operative EBIT was 11% above previous year´s level with € 0.52 million. In the second quarter the revenues growth amounted to 1%, the operative EBITDA improved by € 0.36 million to € 0.55 million, the operative EBIT by € 0.38 million to € 0.39 million. In addition the company had restructuring expenses in the amount of € 0.68 million in the area FINAS in the first quarter, which resulted in an EBITDA of € 0.19 million and an EBIT of € -0.16 million for the first six months.
Michael Hofer, CEO of BRAIN FORCE HOLDING AG
Group revenues 12% above previous year's level
Restructuring expenses burden group result
Result improvement in the second quarter compared to the previous year
Significant result improvement in the second quarter in Germany
Revenue growth and improve of results in Italy despite difficult market environment
Further revenue growth in the Netherlands – however reduction of capacity utilization in the second quarter
Expansion of Network Performance Channel activities in Central East Europe
Termination of management board agreement burdens half-year result
In Italy (31% of group revenue) the revenues in the first half of the year increased by 11% to € 11.61 million. Significant improvements of the result were achieved despite the still difficult market environment. The operative EBITDA increased by 23% to € 0.84 million, the operative EBIT increased by 67% to € 0.49 million. In the second quarter the revenue growth amounted to 10%, the operative EBITDA grew by € 0.15 million to € 0.49 million, the operative EBIT by € 0.18 million to € 0.32 million. According to assessments of market research agencies the economic environment in Italy will remain difficult.
The region Netherlands (15% of group revenue) recorded revenue growth of 65% to € 5.58 million in the first half of the year. The operative EBITDA decreased however by € 0.14 million to € 0.17 million, the operative EBIT turned from € 0.06 million to € -0.08 million. After a significant increase in revenue and results in the past four quarters a negative result was recorded for the past quarter, which is due to the below-average capacity utilization of the increased number of employees. Thus a revenue improvement of 30% was achieved in the second quarter, the average number of employees however increased by 51% compared to the previous year.
In Central East Europe (4% of group revenue) revenues in the first half of the year was improved by 12% to € 1.66 million. The growth was in particular generated in the area Process Optimization in Austria. The operative EBITDA decreases by € 0.04 million to € 0.01 million, the operative EBIT decreased from € 0.39 million to € -0.38 million. The decline in results is exclusively due to the newly established Network Performance Channel GmbH in Austria and expenses in connection with the establishment of channel activities. In the future we expect further growth and a result improvement through expansion of Network Performance activities in Central East Europe. In the second quarter the revenue growth amounted to 6%, the operative EBITDA was € -0.03 million, which is € 0.06 million below previous year´s level. The operative EBIT declined to € -0.59 million. In the second quarter the negative operative result can be also attributed to the establishment of the new business area.
With an EBIT of € -0.99 million in the first half of the year the segments Holding and Others showed higher expenses of € 0.16 million compared to the previous year. These expenses can be mainly related to the premature termination of the management board agreement of Mr. Thomas Melzer as well as to increased consulting services. In the second quarter the EBIT improved from € -0.41 million to € -0.33 million.
Our goal for business year 2011/12 is further revenue growth and an improvement of operative results. With an increase of 12% our goal of revenue growth was confirmed. Through a strengthening of distribution with the aim of new customer acquisition as well as the expansion of Network Performance Channel activities we expect an increase in profitability and thus an improvement of operative results in the future.
Yours
Michael Hofer
In the first six months of the business year the BRAIN FORCE Group generated revenues of € 37.85 million, which is 12% above previous year´s level. All operative units were able to record a revenue growth in this period of time. Significant growth was recorded in particular in Italy – despite of a persistently difficult economic environment – as well as in the Netherlands.
Due to the strengthening of distribution and the thus resulting increased distribution expenses as well as due to lower license sales, the group recorded a decline of the operative EBITDA (before restructuring expenses) by 16% to € 0.93 million (previous year €1.10 million) despite the positive revenue development. The operative EBIT decreased from € 0.01 million to € -0.09 million. Apart from the increase of distribution expenses the operative result is also burdened by expenses in connection with the premature termination of the management board agreement of Mr. Thomas Melzer. The agreement, which was originally valid until September 30, 2012 was dissolved by mutual agreement on December 31, 2011, which resulted in additional costs of € 0.15 million at the end of the second quarter compared to the previous year.
In addition, the result of the current business year is burdened by restructuring expenses in the amount of € 0.68 million, which occurred in the first quarter. The restructuring relates to the area FINAS (front office solutions for financial service providers) in the region Germany. After this business area proved successful in the past business year due to several license sales and the utilization of short-time work, the management had to reduce the number of employees at the end of the first quarter in order to ensure a sustainable positive development. Under consideration of costs for restructuring of the area FINAS the group EBITDA amounted to € 0.25 million and the group EBIT to € -0.77 million.
The financial result slightly deteriorated from € 0.03 million to € -0.41 million, which can be attributed to the increased financing expenses in connection to factoring. From the current financing the major part can be attributed to the long-term bonded loan with a fixed interest rate. The result from associated companies (SolveDirect Service Management GmbH) amounted to € -1.03 million compared to € -1.22 million in the previous year. Out of this amount € -0.21 million (previous year: € -0.54 million) can be allotted to the result transfer and € -0.82 million (previous year: € -0.59 million) to the dilutive effect through further capital increases of 3TS Cisco Growth Fund for financing of the expansion.
Therefore the calculated total result for the group before taxes is € -2.20 million (previous year: € -1.49 million). The result after taxes amounted to € -2.27 compared to € -1.55 million in the previous year. The decline in the amount of € 0.72 million can be mainly attributed to restructuring costs.
The result per share amounted to € -0.15 (previous year: € -0.10). The adjusted result per shares considering restructuring expenses was € -0.12.
In the second quarter of the business year 2011/12 the group revenues increased by 7% compared to the previous year to € 18.04 million. Thus the group was able to generate a revenue growth for the fifth quarter in a row and growth in this quarter was recorded in all regions. In Germany revenues increased by € 0.06 million to € 9.02 million; in Italy by 10% to € 5.78 million. The Netherlands recorded a revenue increase of 30% to € 2.39 million, the region Central Eastern Europe was able to increase revenues by 6% to € 0.85 million.
The operative EBITDA of the BRAIN FORCE Group has significantly improved in the second quarter by € 0.29 million to € 0.63 million. The operative EBIT turned from € -0.21 million in the same quarter of the previous year to € 0.14 million. Thus a significant improvement of operative results was achieved compared to both the first quarter of the current business year as well as compared to the previous year´s level. The development in Germany with an increase of the EBITDA by € 0.36 million to € 0.55 million was
Revenues in € million H1 2011/12 37.85 H1 2010/11 33.90 Operative EBITDA in € million
H1 2011/12 0.93 H1 2010/11 1.10
Negative impact on earnings due to restructuring expenses in the area FINAS
Slight increase of financing expenses due to launch of factoring
Decrease of the net result through restructuring expenses
Revenue growth for the fifth quarter in a row
particularly satisfactory. Italy was able to improve the operative EBITDA in the second quarter by 43% to € 0.49 million; however the Netherlands (€ -0.05 million) and the region of Central Eastern Europe (€ -0.03 million) had to record a decline of the operative EBITDA. The decline in the Netherlands is a result of a below-average capacity utilization of the increased number of employees. In the Central Eastern Europe region the drop in results can be exclusively attributed to the newly established Network Performance Channel GmbH in Austria and the costs in connection with the establishment of channel activities. The segments Holding and Others contributed lower costs (by € 0.07 million) to the result improvement in the second quarter.
In the first half of the year the gross cash flow of continuing operations was € 0.15 million, which is € 0.83 million below prior year´s level of € 0.98 million. This result is primarily due to a drop in earnings and in particular to restructuring expenses in the first quarter. The second quarter of 2011/12 was clearly more positive with a gross cash flow of continuing operations amounting to € 0.60 million compared to € 0.31 million in the previous year. The cash flow from operating activities turned in the first six months from € 2.25 million to €-1.13 million. Besides an increase of the working capital by € 1.11 million to € 2.45 million, expenses for restructuring measures burdened the cash flow from operating activities. In the second quarter the cash flow from operating activities, in consistence with the gross cash flow of continuing operations considerably improved compared to the first three months.
The cash flow from investing activities amounted to € -0.70 million (previous year: € -0.63 million). Investments in property, plant and equipment and other intangible assets amounted to € 0.72 million and increased by € 0.08 million compared to the previous year, which is mainly due to the increased amount of employees in the Netherlands. Own work capitalized in the first six months of the business year in the amount of € 0.44 million is offset by scheduled depreciation in the amount of € 0.58 million.
The cash flow from financing activities in the amount of € 0.92 million (previous year: € -1.00 million) results from the increase of current financial liabilities. The non-current financial liabilities in the amount of € 9.98 million are due in 2014. As of March 31, 2012 the BRAIN FORCE Group had cash and cash equivalents totaling € 4.83 million (September 30, 2011: € 5.81 million).
The balance sheet total of the group was € 48.77 million as at March 31, 2012, whereas equity amounted to € 16.48 million. The equity ratio decreased to 34% from 38% as at September 30, 2011, which is related to the negative total result for the period in the amount of € 2.27 million. Out of the total result for the reporting period, a negative earnings contribution of € -1.03 million was generated by SolveDirect Service Management GmbH, which is consolidated at-equity; € -0.68 million were used for restructuring measures.
The working capital (inventories plus trade receivables, plus other current receivables less trade payables and other current liabilities) increased from € 1.34 million to € 2.45 million in the first half of 2011/12, which is primarily attributable to the increase in trade receivables (€ 0.66 million) and other receivables and assets (€ 0.63 million). Trade payables decreased by € 0.69 million, at the same time other liabilities increased by € 1.02 million. The net debt of € 7.72 million as of March 31, 2012 is € 0.09 million above the level of previous year (€ 7.63 million) and € 1.90 million above the level of September 30, 2011 of € 5.82 million. The gearing (ratio of net debt to equity) of the BRAIN FORCE Group was 47% as at March 31, 2012, compared to 31% as at September 30, 2011.
Reduction of the cash flow from operating activities by increase of working capital and expenses for restructuring
Increase of investments due to growth in the Netherlands
Cash and cash equivalents of € 4.83 million at the reporting date
Equity in € million 31.3.2012 16.48 30.9.2011 18.72
Net debt in € million 31.3.2012 7.72 30.9.2011
5.82
In Germany the FINAS tool BU-Check was released. This tool analyses the precaution for disability and incapacity. It graphs with a small data entry work the actual supply situation of the customer and offers optimal tariffs for covering. This tool was developed as an app for smartphones and iPad, too. More apps are in the pipeline. The improvement of the usability and the look and feel of the BRAIN FORCE FINAS Suite are in full swing. The following applications have the new smart FINAS look, already: BRAIN FORCE Finanzanalyse Center, BRAIN FORCE bAV-Vorteilsrechner, and the new consulting tool BRAIN FORCE BU-Check. In the up coming weeks the consulting application for retirement, BRAIN FORCE Vorsorgeoptimierung, as well as the application for needs analysis in the insurance sector, BRAIN FORCE Risikoabsicherung, will follow.
In the Netherlands the infrastructure framework for Citrix XenApp are released. With these best practices BRAIN FORCE is able to deliver high quality projects with comprehensive documentation in shorter project duration at competing prices. Packaging Robot 3.2 is released. This release offers integration with BRAIN FORCE Process Manager for increased efficiency and enhanced automatic documentation features. Packaging Robot 3.2 also includes an updated version of the MSI Editor. Preparations for release of a service release in April 2012. This service release includes support for: 64-bits, Windows Libraries, improvements for VDI and a large number of smaller optimizations.
SolveDirect successfully concluded the project Collaborative Service Management, which was partially financed by the Austrian Research Promotion Agency FFG, by implementing the integration of the SD.Calendar, SD.Dialog and SD.Survey modules into the releases 5.0 and 5.6. With the release 5.7, customers in the standard version received a password policy, advanced calendar functions and XML Web services, an accelerated setup of connections to BMC Remedy, and an enhanced overview of the order history. Subsequently, the development of the IT Service Management solution Service Grid was launched, which anticipates service bottlenecks through predictive SLAs and further increases the integration of the partners involved in the value added chain.
Our subsidiary in Italy updated the add-ons for Microsoft Dynamics AX and NAV within the context of its maintenance activities, and expanded it to include further sector-specific functionalities for the steel industry. As one of the first Microsoft partners, BRAIN FORCE Italy participated in the Private Beta Program for Dynamics AX 2012 and tested the latest version in the context of a customer migration project. The conversion of our own ERP software Visual Space to a .Net technology was continued. The BRAIN FORCE solution NG4 for stock exchange trading was functionally enhanced in order to be able to independently market it in the future. The software arose from a customer project. It manages trading orders and transmits them via interfaces to post-trading and position-keeping systems.
Development of the FINAS modules and smart FINAS
Infrastructure Framework updated, Workspace Manager for virtual desktop infrastructures optimiemized
Integration of SD.Calendar, SD.Dialog and SD.Survey modules, launch of development work for Service Grid solution
Add-ons for Microsoft Dynamics extended, participation in Beta Program for Dynamics AX 2012
The total number of employees of the BRAIN FORCE Group as at March 31, 2012 amounted to 518 salaried employees, which is an increase of 3% compared to March 31, 2011. In addition, 233 people employed on a freelance basis – an increase of 3% - worked on various customer projects. In our largest markets – Germany and Italy the number of employees remained at prior year´s level. The workforce in the Netherlands further strongly expanded by 33% compared to the previous year. The number of employees in the Central East Europe region increased by 12%. The segment Holding and Other employed 4 people as at March 31, 2012 compared to 7 employees on March 31, 2011.
In total the BRAIN FORCE Group employed 751 people at the reporting date, which is an increase of 3% or 20 employees compared to March 31, 2011.
The breakdown of staff (salaried and subcontractors) by geographical segment as at March 31, 2012 is as follows:
On average the staff of BRAIN FORCE in the period of October 2011 to March 2012 comprised 522 salaried employees (prior year: 502) and 238 people employed on a freelance basis (prior year: 210). The total average number of employees therefore amounted to 760, an increase of 7% compared to the prior-year period.
As at March 31, 2012 the order volume at group level amounted to € 21.42 million, which is an increase by 10% compared to March 31, 2011. Thus, the order intake also reflects the expected sales growth for the upcoming quarters.
Compared to March 31, 2011 Italy and the Netherlands achieved a considerable increase in their order volumes of 44% and 34% respectively. The order volume in Germany decreased by 7%, which is mainly due to the planned processing of a long-term customer contract. In the region Central Eastern Europe the order volume decreased by 5%.
On March 31, 2012 the order volumes attributable to the respective regions are as follows: 0[HS`
Regarding disclosures about related party transactions, reference is made to the notes to the consolidated financial statements contained in this first half-year report 2011/12
The objective to achieve a sales growth in the business year 2011/12 was confirmed by the increase of 12% compared to the first six months of the previous year. Revenues increased by 7% in the second quarter of 2011/12 compared to the second quarter of 2010/11. The increased order intake and the current sales pipeline indicate further growth. Earnings in the second quarter of 2011/12 improved compared to the previous year as well as compared to the first quarter of 2011/12. Due to the existing price pressure, resulting from cost saving programs of important key accounts, mainly in the area of finance-, telecommunication- and the aviation industry ask for further measures to strengthen the distribution capacity. This shall attract new customers from economic segments with growth potential. A further increase in earnings shall be achieved by higher license revenues and an increase of the network performance channel activities.
Due to the expected results from the strengthening of the distribution and further homogenization of the portfolio of the BRAIN FORCE Group, the operative result in 2011/12 is expected to be positive from today's point of view.
| Group Income Statement in EUR | 56 1-3/2012 |
Entwicklung des Eigenkapitals 1-3/2011 |
10/2011-3/2012 | 10/2010-3/2011 |
|---|---|---|---|---|
| Revenues | 57 Cash-flow-Statement 18,041,768 |
16,856,888 | 37,851,088 | 33,903,584 |
| Cost of sales | -14,276,828 | -13,639,837 | -29,971,575 | -26,982,467 |
| 58 Gross profit |
Konzernanhang 3,764,940 |
3,217,051 | 7,879,513 | 6,921,117 |
| Selling expenses | 58 Die Gesellschaft -1,821,319 58 |
-1,563,204 Bilanzierungs- und Bewertungsgrundsätze |
-3,855,373 | -3,197,327 |
| Administrative expenses | -1,643,673 59 |
-1,727,839 Konsolidierungskreis / Konzernunternehmen |
-3,869,904 | -3,479,263 |
| Other operating expenses | -170,467 | -146,503 | -323,281 | -276,520 |
| Other operating income | 8,341 Erläuterungen zur Gewinn- und Verlustrechnung |
13,625 | 77,556 | 37,503 |
| 65 Operating profit/loss before non-recurring items (Operating EBIT) |
137,822 65 Umsatzerlöse (1) |
-206,870 | -91,489 | 5,510 |
| Restructuring costs | 0 65 Aufwandsarten (2) |
0 | -677,207 | 0 |
| Operating profit/loss after non-recurring items (EBIT) | 65 137,822 |
Sonstige betriebliche Erträge (3) -206,870 |
-768,696 | 5,510 |
| Financial income | 66 2,098 |
5,534 | Aufwendungen für Material und bezogene Leistungen (4) 3,021 |
6,539 |
| Financial expenses | 66 Personalaufwand (5) -197,439 |
-235,516 | -409,964 | -384,121 |
| Financial result | 66 Finanzergebnis (6) -195,341 |
-229,982 | -406,943 | -377,582 |
| Result from associates | 66 Ertragsteuern (7) -413,971 |
-481,737 | -1,026,534 | -1,122,733 |
| Profit/loss before tax | -471,490 | -918,589 | -2,202,173 | -1,494,805 |
| 67 Income taxes |
Erläuterungen zur Bilanz -237,845 |
21,652 | -65,679 | -50,733 |
| Profit/loss after tax | 67 Sachanlagen (8) -709,335 |
-896,937 | -2,267,852 | -1,545,538 |
| attributable to the equity holders of the parent | 68 Firmenwerte (9) -691,618 69 |
-896,937 Sonstige immaterielle Vermögenswerte (10) |
-2,250,135 | -1,545,538 |
| attributable to minor interests | -17,717 70 |
0 Anteile an assoziierten Unternehmen (11) |
-17,717 | 0 |
| Earnings per share – undiluted and diluted | -0.04 70 Finanzanlagen (12) |
-0.06 | -0.15 | -0.10 |
| Earnings per share adjusted 1) | -0.04 70 Latente Steuern (13) |
-0.06 | -0.12 | -0.10 |
| Statement of Comprehensive Income in EUR | 72 1-3/2012 |
Forderungen aus Lieferungen und Leistungen (15) 1-3/2011 |
10/2011-3/2012 | 10/2010-3/2011 |
|---|---|---|---|---|
| Profit/loss after tax | 73 -709,335 |
Sonstige Forderungen und Vermögenswerte (16) -896,937 |
-2,267,852 | -1,545,538 |
| Changes in fair values of available-for-sale financial assets | 73 Zahlungsmittel (17) 4,668 |
-508 | 4,166 | -1,895 |
| Currency translation differences | 73 Eigenkapital (18) -661 |
20,144 | -2,961 | -10,909 |
| Other result | 74 4,007 77 |
Rückstellungen für langfristige Personalverpflichtungen (19) 19,636 Finanzverbindlichkeiten (20) |
1,205 | -12,804 |
| Comprehensive income/loss | -705,328 77 |
-877,301 Verbindlichkeiten aus Lieferungen und Leistungen (21) |
-2,266,647 | -1,558,342 |
| attributable to the equity holders of the parent | -687,611 78 |
-896,937 Sonstige Verbindlichkeiten (22) |
-2,248,930 | -1,558,342 |
| attributable to minor interests | -17,717 78 Steuerrückstellungen (23) |
0 | -17,717 | 0 |
| Key ratios by segment 10/2011-3/2012 in EUR |
Germany | Italy 78 |
The Nether Erläuterungen zum Cash-flow-Statement lands |
Central East Europe |
Holding and Other |
Group |
|---|---|---|---|---|---|---|
| Revenues (consolidated) | 19,003,975 | 78 11,614,869 |
Cash-flow aus laufender Geschäftstätigkeit (25) 5,577,165 |
1,655,079 | 0 | 37,851,088 |
| EBITDA | 194,044 | 79 837,415 |
Cash-flow aus Investitionstätigkeit (26) 170,053 |
9,284 | -958,933 | 251,863 |
| Operating EBITDA 1) | 871,251 | 79 837,415 |
Cash-flow aus Finanzierungstätigkeit (27) 170,053 |
9,284 | -958,933 | 929,070 |
| Depreciation and amortization | -351,281 | 79 -343,038 |
Zahlungsmittelbestand (28) -250,335 |
-47,293 | -28,612 | -1,020,559 |
| Operating EBIT 1) | 519,970 | 494,377 | -80,282 | -38,009 | -987,545 | -91,489 |
| Non-recurring expenses / income | -677,207 | 79 0 |
Finanzrisikomanagement 0 |
0 | 0 | -677,207 |
| EBIT | -157,237 | 494,377 | -80,282 Sonstige Angaben |
-38,009 | -987,545 | -768,696 |
| 81 |
| Key ratios by segment 10/2010-3/2011 in EUR |
Germany | 81 Italy 82 |
Ergebnis je Aktie (30) The Nether lands |
Central East Europe |
Holding and Other Angaben über Beziehungen zu nahe stehenden Unternehmen |
Group |
|---|---|---|---|---|---|---|
| Revenues (consolidated) | 18,578,561 | 10,465,250 | 3,384,278 und Personen (31) |
1,475,495 | 0 | 33,903,584 |
| EBITDA | 855,775 | 683,543 82 |
305,435 Mitarbeiterbeteiligungen (32) |
52,770 | -794,164 | 1,103,359 |
| Operating EBITDA 1) | 855,775 | 83 683,543 |
Finanzinstrumente (33) 305,435 |
52,770 | -794,164 | 1,103,359 |
| Depreciation and amortization | -388,775 | 84 -387,378 |
Verpflichtungen aus Leasinggeschäften (34) -247,227 |
-44,172 | -30,297 | -1,097,849 |
| Operating EBIT 1) | 466,999 | 84 296,165 |
Angaben über Arbeitnehmer (35) 58,208 |
8,598 | -824,460 | 5,510 |
| Non-recurring expenses / income | 0 | 84 0 |
Geschäftsvorfälle nach dem Bilanzstichtag (36) 0 |
0 | 0 | 0 |
| EBIT | 466,999 | 84 296,165 84 |
Freigabe zur Veröffentlichung (37) 58,208 |
8,598 | -824,460 Mitglieder des Vorstandes und des Aufsichtsrates (38) |
5,510 |
1) adjusted for restructuring costs
| Cash Flow Statement in EUR | 10/2011-3/2012 | 10/2010-3/2011 |
|---|---|---|
| Profit / loss before tax | -2,202,173 | -1,494,805 |
| Depreciation and amortization | 1,020,559 | 1,097,848 |
| Financial result | 406,943 | 377,582 |
| Result from associates | 1,026,534 | 1,122,733 |
| Gains / losses from the disposal of property, plant and equipment and intangible assets | 3,145 | 179 |
| Changes in non-current provisions and liabilities | -107,514 | -120,129 |
| Gross cash flow of continuing operations | 147,494 | 983,408 |
| Changes in inventories | -166,294 | -42,302 |
| Changes in trade receivables | -657,749 | 1,304,082 |
| Changes in trade payables | -688,415 | 97,336 |
| Changes in other current assets and liabilities | 770,258 | 185,548 |
| Currency translation differences | -20,191 | -1,432 |
| Net interest paid | -406,613 | -334,995 |
| Income taxes paid | -111,770 | 61,489 |
| Cash flow from operating activities of continuing operations | -1,133,280 | 2,253,134 |
| Investments in property, plant and equipment and other intangible assets | -724,171 | -639,168 |
| Sale of property, plant and equipment and other intangible assets | 9,187 | 10,270 |
| Sale of financial assets | 14,281 | 0 |
| Cash flow from investing activities of continuing operations | -700,703 | -628,898 |
| Increase in financial liabilities | 923,076 | 276,441 |
| Repayment of financial liabilities and bank overdrafts | 0 | -1,277,525 |
| Dividends paid | 0 | 0 |
| Capital increase | 0 | 0 |
| Purchase of treasury shares | 0 | 0 |
| Cash flow from financing activities of continuing operations | 923,076 | -1,001,084 |
| Change in cash and cash equivalents from continuing operations | -910,907 | 623,152 |
| Change in cash and cash equivalents from discontinued operation | -60,984 | -212,169 |
| Cash and cash equivalents at the beginning of the period | 5,806,602 | 4,115,563 |
| Change in cash and cash equivalents | -971,891 | 410,983 |
| Cash and cash equivalents at the end of the period | 4,834,711 | 4,526,546 |
| Balance Sheet in EUR | 31.03.2012 | 30.9.2011 |
|---|---|---|
| ASSETS | ||
| Property, plant and equipment | 1,496,460 | 1,593,534 |
| Goodwill | 11,001,151 | 11,001,151 |
| Other intangible assets | 2,414,672 | 2,626,407 |
| Investments in associates | 7,870,356 | 8,896,890 |
| Financial assets | 33,261 | 45,351 |
| Other receivables and assets | 86,698 | 91,229 |
| Deferred tax assets | 2,022,832 | 1,813,823 |
| Non-current assets | 24,925,430 | 26,068,385 |
| Inventories | 470,823 | 304,529 |
| Trade receivables | 16,015,448 | 15,357,699 |
| Other receivables and assets | 2,518,624 | 1,892,131 |
| Cash and cash equivalents | 4,834,711 | 5,806,602 |
| Current assets | 23,839,606 | 23,360,961 |
| Total assets | 48,765,036 | 49,429,346 |
| EQUITY AND LIABILITIES | ||
| Share capital | 15,386,742 | 15,386,742 |
| Reserves | 9,600,884 | 9,599,679 |
| Retained earnings | -8,519,051 | -6,268,916 |
| Equity attributable to equity holders of the parent company | 16,468,575 | 18,717,505 |
| Minor Interests | 8,283 | 0 |
| Equity | 16,476,858 | 18,717,505 |
| Financial liabilities | 9,977,113 | 9,973,541 |
| Other liabilities | 169,870 | 151,150 |
| Provisions for post-employment benefits | 1,314,679 | 1,440,583 |
| Deferred tax liabilities | 126,924 | 136,736 |
| Non-current liabilities | 11,588,586 | 11,702,010 |
| Financial liabilities | 2,576,504 | 1,657,000 |
| Trade payables | 7,955,187 | 8,643,602 |
| Other liabilities | 8,598,813 | 7,574,840 |
| Income tax provisions | 1,047,032 | 872,755 |
| Other provisions | 522,056 | 261,634 |
| Current liabilities | 20,699,592 | 19,009,831 |
| Total equity and liabilities | 48,765,036 | 49,429,346 |
| Changes in equity | Attributable to equity holders of the parent company | |||||
|---|---|---|---|---|---|---|
| in EUR | Share capital | Share premium | Other reserves | Retained earnings | Minor interests | Total equity |
| Balance 1.10.2010 | 15,386,742 | 11,033,310 | -287,239 | -6,023,248 | 0 | 20,109,565 |
| Total result for the period 10/2010-3/2011 | 0 | 0 | -12,804 | -1,545,538 | 0 | -1,558,342 |
| Balance 31.03.2011 | 15,386,742 | 11,033,310 | -300,043 | -7,568,786 | 0 | 18,551,223 |
| Transfer of reserves | 0 | -1,122,954 | 0 | 1,122,954 | 0 | 0 |
| Total result for the period 4-9/2011 | 0 | 0 | -10,634 | 176,916 | 0 | 166,282 |
| Balance 30.9.2011 | 15,386,742 | 9,910,356 | -310,677 | -6,268,916 | 0 | 18,717,505 |
| Change in Minor interests | 0 | 0 | 0 | 0 | 26,000 | 26,000 |
| Total result for the period 10/2011-3/2012 | 0 | 0 | 1,205 | -2,250,135 | -17,717 | -2,266,647 |
| Balance 31.03.2012 | 15,386,742 | 9,910,356 | -309,472 | -8,519,051 | 8,283 | 16,476,858 |
This interim report of BRAIN FORCE HOLDING AG as at March 31, 2012 has been prepared in accordance with the principles contained in the International Financial Reporting Standards (IFRS), as stipulated in IAS 34, "Interim Financial Reporting". The accounting and measurement principles applied in preparing the consolidated financial statements presented in the annual report as at September 30, 2011 remain unchanged. The statement of comprehensive income was changed due to the minority interest included as of the second quarter 2011/12. As of now the group income statement is presented separately with a result-breakdown for shareholders of the parent company and minority shareholders, followed by the transition to the comprehensive income of the respective period. For more information on accounting and measurement principles, we refer to the annual report and the consolidated financial statements as at September 30, 2011, which serve as the basis for this interim report.
All subsidiaries, including those companies in which BRAIN FORCE HOLDING directly or indirectly holds more than half of the voting rights or over which BRAIN FORCE exerts a controlling influence are included in the consolidated financial statements.
The consolidated group changed as follows compared to the reporting date of September 30, 2011: Based on a notarial deed dated December 22, 2011, BRAIN FORCE HOLDING AG established the company Network Performance Channel GmbH based in Vöcklabruck, Austria in cooperation with Hofer Management GmbH. BRAIN FORCE HOLDING AG holds 74% of shares in Network Performance Channel GmbH. The object of the company is trading with and developing IT products as well as providing IT services. Network Performance Channel GmbH was entered into the commercial register on January 13, 2012.
BRAIN FORCE Network Solutions B.V., Veenendaal, Netherlands, in which BRAIN FORCE HOLDING AG holds 100% of shares, was deconsolidated in the second quarter of the current business year. As of the beginning of 2010 BRAIN FORCE Network Solutions B.V. has not been exercising any operative business activities and was deleted from the commercial register on January 31, 2012 after the completion of the liquidation procedure.
Group revenues increased by 12% to € 37.85 million compared to previous year´s period. The operative EBITDA (before restructuring expenses) amounted to € 0.93 million and thus decreased by € 0.17 million compared to the previous year. The operating result (EBIT) slumped from +0.01 to € -0.09 million. The group result was burdened with restructuring expenses in the amount of € 0.68 million, which arose in the first quarter in Germany. This resulted in a group EBITDA for the first six months of € 0.25 million and a group EBIT of € -0.77 million.
With € -0.41 million the financial result showed an increase in expenses by € 0.03 million compared to previous year´s period, which resulted from increased financing costs for factoring implemented in the second quarter of last year in Germany and in the fourth quarter in the Netherlands and Italy. The result from associated companies amounts to € -1.03 million and can be attributed to SolveDirect Service Management GmbH. Out of this amount € -0.21 million can be allotted to the result contribution of the current business year and € -0.82 million to the dilutive effect through further capital increases of 3TS Cisco Growth Funds for financing and expansion. The interest held in Solve-Direct Service Management GmbH was reduced from 67.39% as of September 30, 2011 to 57.57% as of March 31, 2012.
In the first six months of the current business year the result after taxes reached € -2.27 million compared to € -1.55 million in the previous year.
BRAIN FORCE HOLDING AG reports according to geographic segments in accordance with the management approach contained in the stipulations of IFRS 8. Segment earnings are reported before brand licensing costs and intercompany charges. Segment information is included in this interim report directly after the consolidated income statement.
In the first six months the gross cash flow from continuing operations reached € 0.15 million and was therefore € 0.83 million below previous year's level of € 0.98 million. The cash flow from operating activities turned in the first half-year from € 2.25 million to € -1.13 million. In this respect the decline in earnings as well as an increase of the working capital by € 1.11 million to € 2.45 million had a negative impact.
The cash flow from investing activities amounted to € -0.70 million compared to € -0.63 million in the previous year. Investments in tangible assets and other intangible assets increased by € 0.09 million, which can be mainly attributed to the increase in turnover as well as in the number of employees in the Netherlands. The cash flow from financing activities amounted to € 0.92 million and shows and increase in financial liabilities, whereas financial liabilities in the previous year´s period were reduced by € 1.00 million.
At the reporting date the balance sheet total was € 48.77 million, which is a decrease by 1% compared to September 30, 2011. Noncurrent assets made up 51% of total assets and amounted to € 24.93 million on the reporting date compared to € 26.07 million on September 30, 2011. Tangible assets and other intangible assets decreased by € 0.31 million. Capital expenditures on property, plant and equipment and other intangible assets totaling € 0.72 million in the reporting period (of which € 0.44 million comprised product development costs) were in contrast to scheduled depreciation of € 1.02 million. The company´s goodwill remains at the same level with € 11.00 million. Investments in associated companies declined by € 1.03 million to € 7.87 million. As at March 31, 2012 the investment in Solve-Direct was 57.57% (September 30, 2011: 67.39%).
Current assets comprised 49% of total assets on the reporting date of March 31, 2012.Trade receivables increased by about 4% from the comparable figure on September 30, 2011 to € 16.02 million or 33% of total assets. Cash and cash equivalents decreased by 17% compared to the reporting date of September 30, 2011 and amounted to € 4.83 million.
IFRS-based equity as at March 31, 2012 was € 16.48 million, corresponding to an equity ratio of 34%. Non-current liabilities were reduced only slightly from € 11.70 million to € 11.59 million.
Current liabilities rose by 9% to € 20.70 million, which can be mainly attributed to an increase in current financial liabilities by € 0.92 million to € 2.58 million and an increase of other liabilities by € 1.02 million to € 8.60 million. At the same time trade payables decreased by € 0.68 million to € 7.96 million. The working capital at the reporting date was € 2.45 million, which is an increase by € 1.11 million compared to September 30, 2011. Net debt on the reporting date, March 31, 2012 was € 7.72 million, which equals an increase by € 1.90 million in comparison to September 30, 2011.
As at March 31, 2012 the number of outstanding shares was 15,386,742. Authorized capital amounted to € 7,693,371.
The major shareholders along with the management and supervisory board members of BRAIN FORCE HOLDING AG and those of associated companies are considered to be related parties. A transfer agreement on the provision of a management board member was concluded between BRAIN FORCE HOLDING AG and CROSS Informatik GmbH, Wels. CROSS Informatik GmbH, Wels, in which CROSS Industries AG, Wels, holds 50% of shares, is the majority owner of BRAIN FORCE HOLDING AG. Service relationships exist with CROSS Industries AG as well as with the associated company SolveDirect Service Management GmbH, Vienna; however, the scope of these relationships does not have a material impact on the financial situation of the BRAIN FORCE Group. Together with HOFER Management GmbH, Vöcklabruck BRAIN FORCE HOLDING AG established the company Network Performance Channel GmbH, Vöcklabruck. BRAIN FORCE HOLDING AG´s interest in Network Performance Channel GmbH amounts to 74%, whereas HOFER Management GmbH holds 26% of shares. The management board member Michael Hofer is the 100% shareholder of HOFER Management GmbH.
Based on the approval granted by the supervisory board (with Josef Blazicek abstaining from voting), the company concluded a mandate agreement contracting Ocean Advisory GmbH to provide M&A consulting services. The fees stipulated in the agreement correspond to prevailing market rates. The supervisory board member Josef Blazicek is shareholder of OCEAN Advisory GmbH.
This interim report as at March 31, 2012 was neither audited nor subject to an auditor's review.
On October 24, 2011 BRAIN FORCE HOLDING AG announced the mutually agreed termination of the management board contract of Mr. Thomas Melzer as of December 31, 2011. The original contract valid until September 30, 2012 was thus terminated prematurely. Furthermore, on December 23, 2011 the company announced that the supervisory board appointed Mr. Hannes Griesser the new CFO with effect from January 1, 2012.
At the 14th ordinary general meeting on March 1, 2012, amongst other things, BRAIN FORCE HOLDING AG held an election to the supervisory board. In this respect the terms of Mr. Stefan Pierer, Mr. Friedrich Roithner and Mr. Josef Blazicek – expiring at the end of the general meeting – were prolonged for five years. Mr. Wolfgang Hickel asked to be excluded from a reelection. This request was respected and concurrently it was resolved to reduce the number of supervisory board members from five to four.
We confirm to the best of our knowledge that the condensed interim financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the group as required by the applicable accounting standards (IFRS), and that the group management report gives a true and fair view of important events that have occurred during the first six months of the financial year and their impact on the condensed interim financial statements, and of the principal risks and uncertainties for the remaining six months of the financial year, and of the major related party transactions to be disclosed.
Vienna, May 15, 2012
The Management Board
Michael Hofer Hannes Griesser
| Date Event | Event |
|---|---|
| May 15, 2012 | Six months report 2011/12 |
| August 14, 2012 | Report on the first three quarters of 2011/12 |
| December 19, 2012 | Annual report 2011/12 |
| Investor Relations: | Hannes Griesser |
|---|---|
| Telephone: | +43 1 263 09 09 88 |
| E-Mail: | [email protected] |
| Internet: | www.brainforce.com |
| Vienna Stock Exchange: BFC | |
| Reuters: | BFCG |
| Bloomberg: | BFC:AV |
| Datastream: | O:BFS |
| ISIN: | AT0000820659 |
BRAIN FORCE HOLDING AG Am Hof 4 1010 Vienna Austria
Telephone: +43 1 263 09 09 0 Fax: +43 1 263 09 09 40
[email protected] www.brainforce.com
www.brainforce.com
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