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Techstep ASA Interim / Quarterly Report 2010

Aug 20, 2010

3770_rns_2010-08-20_1da0e9cd-9b7e-4119-abd9-5713a4eefbaf.pdf

Interim / Quarterly Report

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birdstep TECHNOLOGY

Q2 2010

Birdstep Technology Interim Report Q2

Q2 Highlights

  • Q2 revenues of 20,2 million (24,1 million)
  • Cash flow of -9,8 (-10,8 million)
  • EBITDA of -7,2 million (-6,1 million)
  • One new EasyConnect deal signed in Q2
  • Two new EasyConnect deals signed after Q2 close
  • Divesture of Raima expected to be closed by end of August

All figures in this report are in NOK. Figures in parenthesis are related to same period 2009, unless otherwise mentioned. In Q2 2010 Raima has been classified as asset held for sale according to IFRS 5 and presented separately in the income and balance sheet statements and preceding periods have been restated.

Although Q2 2010 was a challenging quarter for Birdstep, the company is on track with the corporate strategy as presented in conjunction with the Annual General Meeting. The company is moving towards profitability by the end of this year and fully expecting to be profitable for 2011.

Total revenue ended at 20,2 million in Q2 this year and decreased 16% compared to Q2 last year (24,1 million) as SafeMove and EasyConnect saw sales declines of 35% and 13% respectively. EasyConnect showed a 13% growth compared to Q1 this year.

EBITDA ended at -7,2 million (6,1 million). The Euro accounts for around 62% of total revenues in Q2 2010, and the currency continued its slide in the quarter. On average, the Euro was 10,5% below Q2 last year and the negative impact on the top line is around 1,5 million for Q2 this year.

Birdstep Technology Interim Report Q2 2010


Financial review, Q2 2010

Income statement

Amounts in NOK million 1.4 - 30.6 1.1 - 31.06 Full Year
2010 1) 2009 1) 2010 1) 2009 1) 2009
Operating revenue 20,2 24,1 40,2 44,7 89,1
Total revenue 20,2 24,1 40,2 44,7 89,1
Cost of sales -2,2 -2,9 -4,0 -5,2 -9,8
Salaries and wages -16,8 -17,9 -34,9 -32,7 -63,8
Other operating expenses -8,4 -9,4 -16,8 -18,0 -35,4
EBITDA -7,2 -6,1 -15,5 -11,3 -19,9
Amortization and write-downs -1,8 -1,9 -3,7 -3,8 -7,5
Ord. depreciation -1,3 -1,0 -2,5 -2,1 -4,5
Operating profit (EBIT) -10,3 -9,0 -21,7 -17,1 -31,9
Share of associated company 0,6 -0,2 0,6 -0,6 -0,4
Financial items, net 1,2 1,4 0,1 -0,6 -0,5
Income before tax -8,5 -7,8 -21,0 -18,3 -32,8
Taxes - - - - -
Profit (loss) from continued operations -8,5 -7,8 -21,0 -18,3 -32,8
Profit after tax from discontinued operations -9,6 -1,2 -8,4 -3,8 -4,1
Result from discontinued operations -9,6 -1,2 -8,4 -3,8 -4,1
Profit/(loss) of the year -18,1 -9,0 -29,4 -22,1 -36,9
Other comprehensive income
Currency translation effect 2,1 0,8 2,8 -4,7 -16,0
Total comprehensive income -6,4 -6,9 -18,2 -23,0 -48,8
Attributable to:
Equity holder of the parent company -6,4 -6,9 -18,2 -23,0 -48,8
Total comprehensive income -6,4 -6,9 -18,2 -23,0 -48,8
Earnings and diluted earnings per share (NOK) -0,09 -0,10 -0,26 -0,32 -0,69

1) Unaudited figures

Total revenues were 20,2 million in Q2 2010 (24,1 million) and declined 10% to 40,2 million for the first 6 months (44,7 million). As Raima is recorded as asset held for sale according to IFRS 5 in Q2 2010, the net result of Raima is presented as result of discontinued operations in the income statement and preceding periods have been restated. After the reclassification of Raima the Group's direct top line exposure to the Euro has increased and the USD exposure has been reduced. Euro and SEK respectively accounted for around 62% and 33% of the revenues in Q2 2010. At unchanged currency rates compared to Q2 2009, total revenues would have been 1,5 million higher in Q2 2010.

Salaries were 16,8 million in Q2 2010 (17,9 million) and includes restructuring cost, recruiting, and cost of options. Salary relating to development of new products amounting to 2,0 million has been

Birdstep Technology Interim Report Q2 2010


capitalized in Q2 2010. As per June 30th the Group had 102 employees whereof 18 in Raima. Other operating expenses declined to 8,4 million (9,4 million) and was 16,8 million for the first 6 months (18,0 million)

EBITDA ended at -7,2 million in Q2 compared to -6,1 million in Q2 2009. For the full 6 months EBITDA was -15,5 million (-11,3 million). Financial items ended at 1,2 million (1,4 million). Pretax income was -8,5 million (-7,8 million) in Q2 and -21,0 million for the first half of 2010 (-18,3 million). Raima had an EBITDA result of -3,7 million in Q2 2010 (-1,1 million). Following the decision to divest Raima, goodwill related to Raima of NOK 5,8 million has been written down and net result of discontinued operations thus ended at -9,6 million (-1,2 million) giving a net result in the Group of -18,1 million (-9,0 million) in Q2 and -29,4 million for the first half of this year (-22,1 million).

Balance sheet

Amounts in NOK million 30 June 31 Dec
2010 1) 2009 1) 2009
Assets
Intangible fixed assets 111,9 115,9 113,5
Other fixed assets 0,7 1,1 0,8
Investments 6,8 7,2 6,5
Total non - current assets 119,4 124,3 120,8
Short term receivables 27,3 41,0 27,5
Asset of disposal group classified as held for sale 5,1 13,1 14,0
Cash and cash equivalents 34,6 55,0 50,0
Total current assets 67,0 109,1 91,5
Total assets 186,4 233,5 212,3
Equity and liabilities
Equity 146,7 186,5 172,2
Total equity 146,7 186,5 172,2
Liabilities, long term 7,8 8,1 7,9
Total non - current liabilities 7,8 8,1 7,9
Liabilities of disposal group classified as held for sale 4,5 3,7 4,6
Liabilities, short term 27,4 35,2 27,6
Total current liabilities 31,9 38,9 32,2
Total equity and liabilities 186,4 233,5 212,3

1) Unaudited figures

In accordance with IFRS 5, only net assets and net liabilities of Raima has been presented in the balance sheet. As of June 30th, intangible fixed assets amounted to 111,9 million compared to 115,9 million by the end of the second quarter last year. The reduction is mainly due to amortization as well currency translation effect due to intangible assets booked in subsidiaries abroad.

Birdstep Technology Interim Report Q2 2010


Assets held in Raima were 5,1 million by the end of Q2 compared to 13,1 million in Q2 2009. The reduction is mainly due to the write down of goodwill in Raima in Q2 2010. Non-current assets amounted to 119,4 million (124,3 million). Current assets includes net assets held for sale and amounted to 67,0 millions of June 30th (109,1 million). Cash and cash equivalents amounted to 34,6 million (55,0 million) excluding cash held in Raima of 3,1 million. Capital binding in the form of outstanding short term receivables are 13,7 million below last year at 27,3 million. Liabilities in Raima were 4,5 million and other short term liabilities in the Group amounted to 27,4 million compared to 35,2 million last year. As of June 30th, short term liabilities include deferred revenue of 10,1 million which is a non-payable current debt item. Total equity in the Group amounted to 146,7 million (186,5 million) by the end of the quarter. This corresponds to an equity ratio of 79% (80%).

Cash flow

Amounts in NOK million 1.4 - 30.6 1.1 - 31.06 Full Year
2010 1) 2009 1) 2010 1) 2009 1) 2009
Profit/loss before taxes - continued operations -8,5 -7,8 -21,0 -18,3 -32,8
Profit/loss before taxes - discontinued operations -9,6 -1,2 -8,4 -3,8 -4,1
Profit/loss before taxes - total -18,1 -9,0 -29,4 -22,1 -36,9
Write down of intangible assets 5,8 - 5,8 - -
Ordinary depreciation and amortization 3,2 3,0 6,4 6,1 12,4
Options fair value 0,5 0,1 1,0 0,2 0,4
Change in accounts receivable 2,0 3,8 1,9 1,4 18,1
Change in accounts payable -1,6 1,9 -1,0 -2,9 -9,5
Change in other balance sheet items -0,2 -8,8 -0,7 -6,0 -8,5
Net cash flow from operating activities -8,4 -9,1 -16,0 -23,3 -24,0
Investments in intangible assets -2,0 - -2,8 - -
Investments in operating assets - 0,2 -0,2 0,5 -1,0
Net cash flow from investment activities -2,0 0,2 -3,0 0,5 -1,0
Finance activities 0,1 - 0,3 - -1,0
Net cash flow from financing activities 0,1 - 0,3 - -1,0
Currency effect on cash 0,5 -1,8 0,7 -3,2 -3,3
Net cash flow -9,8 -10,8 -18,0 -26,0 -29,3
Cash at beginning of period* 47,5 69,8 55,7 85,0 85,0
* whereof cash included in Asset held for sale 2,0 4,4 5,7 5,8 5,8
Cash at end of period* 37,7 59,0 37,7 59,0 55,7
* whereof cash included in Asset held for sale 3,1 4,0 3,1 4,0 5,7

1) Unaudited figures

Birdstep Technology Interim Report Q2 2010


Equity statement

Amounts in NOK million 1.4 - 30.6 1.1 - 31.06 Full Year
2010 1) 2009 1) 2010 1) 2009 1)
Opening balance 162,2 182,2 172,2 206,5 206,5
Net profit /(loss) -18,1 -9,0 -29,4 -22,1 -36,9
Equity share issue - 17,9 - 18,2 18,2
Options 0,5 0,1 1,0 0,2 0,4
Currency translation effect 2,0 -4,7 2,8 -16,3 -16,0
Closing balance 146,6 186,5 146,6 186,5 172,2

1) Unaudited figures

Net cash flow from operating activities amounted to -8,4 million in Q2 (-9,1 million) in Q2 and was -16,0 for the first 6 months (-23,3 million). Net cash flow from investment activities is mainly capitalized internal development cost relating to new products in both EasyConnect and SafeMove and amounted to -2,0 million. Net cash flow from financing activities was 0,1 million and the currency gain on cash held in bank was 0,5 million. In total, net cash flow ended at -9,8 million in the second quarter compared to an outflow of -10,8 in Q2 last year. For the first half year, net cash flow was -18,0 million, an improvement of 8,0 million compared to the same period last year (-26,0 million). By the end of Q2 cash amounted to 37,7 million (59,0 million) including 3,1 million held in Raima.

Birdstep Technology Interim Report Q2 2010


Segment result

Birdstep Technology (EasyConnect and SafeMove)

  • Birdstep Technology had revenues of 13,1 million in Q2 (16,6 million)
  • EasyConnect activations reached 527K in Q2 2010 (458K)
  • EasyConnect agreement with a leading European operator in Q2
  • EasyConnect Inside agreement with North American service provider after the close of Q2
  • EasyConnect Advanced selected by Virgin Media (Virgin Mobile) in the UK after the close of Q2
Amounts in NOK million 1.4 - 30.6 1.1 - 31.06 Full Year
2010 1) 2009 1) 2010 1) 2009 1) 2009
EasyConnect
Revenue 9,0 10,3 17,0 20,0 44,1
EBITDA -4,4 -3,2 -10,4 -4,6 -6,4
SafeMove
Revenue 4,1 6,3 10,1 11,5 20,3
EBITDA -4,3 -4,0 -7,6 -8,1 -15,5

1) Unaudited figures

The new segment Birdstep Technology, consisting of EasyConnect and SafeMove, delivered revenues of 13,1 million in Q2 compared to 16,6 in Q2 2009. EasyConnect revenues for the quarter were 9,0 million compared to 10,3 million in Q2 last year. Revenues in SafeMove fell from 6,3 million last year to a disappointing 4,1 million in the second quarter.

Quarterly activations increased with 15% to 527 049 in the second quarter compared to 457 759 activations in the corresponding quarter last year.

On July 13, Birdstep Technology signed an agreement for EasyConnect Inside with a North American service provider. EasyConnect Inside will be customized and branded for the service provider, embedded on multiple laptop models, and supporting end-user activation on different mobile operators' networks.

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Birdstep estimates the revenue for the first 18 months to amount to 3.5 million NOK.

On August 13, Birdstep Technology signed an agreement for EasyConnect Advanced with Virgin Media for Virgin Mobile in the UK. Birdstep estimates the revenue to amount to 2 million NOK in 24 months. With almost 10 million customers, Virgin Media is the UK's first quad-play provider of broadband, TV, phone and mobile. EasyConnect will be customized for Virgin Mobile, pre-installed on USB devices for pre-paid solutions and sold through Virgin Mobile's direct and indirect sales channel.

Birdstep Technology Interim Report Q2 2010


Orbyte

  • Revenues of 7,1 million in Q2 (7,5 million)
  • Service contract with Middle Eastern operator
  • Business system delivery contract with TeliaSonera
Amounts in NOK million 1.4 - 30.6 1.1 - 31.06 Full Year
2010 1) 2009 1) 2010 1) 2009 1) 2009
Orbyte
Revenue 7,1 7,5 13,1 13,2 24,6
EBITDA 2,0 1,8 3,6 2,7 4,7

1) Unaudited figures

Orbyte delivered revenues of 7,1 million in Q2 2010 compared to 7,5 million in Q2 2009.

During the quarter Orbyte was awarded a one year service contract with a mobile operator in Middle East with the value of 1 MNOK. Also TeliaSonera ordered a new Orbyte business application with the value of 800 KNOK.

Since Q1, Orbyte is organized and reports internally as a separate segment, fully owned by Birdstep Technology ASA.

Birdstep Technology Interim Report Q2 2010


Other / unallocated

Amounts in NOK million 1.4 - 30.6 1.1 - 31.06 Full Year
2010 1) 2009 1) 2010 1) 2009 1) 2009
Other / unallocated
Revenue - - - - -
EBITDA -0,5 -0,7 -1,0 -1,3 -2,7

1) Unaudited figures

Unallocated items are comprised of unallocated Group overhead costs and amounted to 0,5 million in Q2 (0,7 million).

Discontinued operations - Raima

  • Revenues of 2,4 million in Q2 (4,3 million)
  • Raima Inc. is divested to current management of Raima
Amounts in NOK million 1.4 - 30.6 1.1 - 31.06 Full Year
2010 1) 2009 1) 2010 1) 2009 1) 2009
Raima
Revenue 2,4 4,3 9,4 8,5 18,9
EBITDA -3,7 -1,1 -2,3 -3,5 -3,6

1) Unaudited figures

Raima had revenues of 2,4 million in Q2 2010 compared to 4,3 million in Q2 2009.

On July 5 Birdstep Technology ASA and Raima Holding Company LLC signed a share purchase agreement where Birdstep Technology ASA's US Subsidiary (100%) Raima Inc is sold to Raima holding Company LLC, a newly established company owned by the current management of Raima. The transaction is expected to be closed by end of August.

According to IFRS 5, Raima has been classified as asset held for sale in the Group accounts for Q2 2010. Accordingly, only the net result of Raima has been included in the consolidated income statement and net assets and net liabilities held in Raima has been recorded on separate lines in the balance sheet statement. Preceding periods have been restated. The Group cash flow statement includes cash flow and ending cash in Raima.

Birdstep Technology Interim Report Q2 2010


Risks

Birdstep Technology ASA is exposed to various forms of market, operational, and financial risk. After the close of the sale of Raima, overall risk of operational and financial losses will be reduced and focus on core business where the company possesses particular expertise can increase.

Financial risk has increased as liquidity reserves have been reduced through the last quarters. Apart from this, there are no other significant changes in risk exposure compared to the policies presented in annual and previous interim reports.

Outlook

Operators continue to show good demand for mobile broadband, driven by laptop and smartphone usage. The current challenge for the mobile industry as a whole is how to support the massive growth in data traffic and still retain adequate levels of profitability. Key focus for Birdstep and EasyConnect is placed on demonstrating cost benefits of mobile broadband solutions to support a positive return for mobile operators. The connection clients business is being expanded into service management solutions for connectivity, mobility and security, with a solution suite meeting the demands for both operators and enterprises.

The Company has engaged an external advisor to explore alternative strategies for improving shareholder value, including among other things additional divestures of non-core investments and businesses.

The company is moving towards profitability by the end of this year and fully expecting to be profitable for 2011.

Birdstep Technology Interim Report Q2 2010


Statement of responsibility

We confirm, to the best of our knowledge, that the interim consolidated financial statements for the period January 1st to June 30th 2010, has been prepared in accordance with IAS 34 – Interim Financial Reporting, and gives a true and fair view of the Group's assets, liabilities, financial position and profit or loss as a whole. We also confirm, to the best of our knowledge, that the interim management report includes a fair review of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements, a description of the principal risks and uncertainties for the remaining six months of the financial year, and major related parties transactions.

Oslo, August 19, 2010

The Board of Directors of Birdstep Technology ASA

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Tom Nyman
Chairman of the board

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Kirsten English
Board member

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Eva Lindqvist
Board member

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André Demarest
Board Member

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Torbjörn Sandberg
President and CEO

Birdstep Technology Interim Report Q2 2010
10


Other information

Annual General Meeting and corporate & strategic outlook presentation

Birdstep Technology held the Annual General Meeting on Thursday May 20th. At the start of the AGM meeting, Torbjörn Sandberg, Chief Executive Officer and President of Birdstep Technology ASA gave an expanded presentation of Birdstep Technology and the outlook and opportunities in the fast growing Mobile Broadband market. For further details please see the OSE notice of May 20, 2010.

New member of the board

André V. Demarest was appointed new member of the board on May 20th 2010. Demarest is an American citizen and investor in Birdstep with a current holding of 550 000 shares. He has a background in the enterprise software field with a strong financial background and has spent 12 years of his career in Norway. Demarest was employed in Oslo as the Senior VP of Finance and Administration for Fast Search & Transfer ASA (FAST) until August 2006. He subsequently acted as a Financial Advisor to FAST until August 2008 as the company was bought out by Microsoft the same year. Prior to that Demarest worked for PricewaterhouseCoopers (PwC) in Transaction Services and served as Treasurer and Chairman of the Board for the American Chamber of Commerce in Norway. Demarest graduated cum laude with a B.S. degree in Accounting from Fairfield University, USA and became a Certified Public Accountant while employed at PwC in New York.

Transactions with related parties

On July 5 Birdstep Technology ASA and Raima Holding Company LLC signed a share purchase agreement where Birdstep Technology ASA's US Subsidiary (100%) Raima Inc is sold to Raima holding Company LLC, a newly established company owned by employees of Raima. The transaction is expected to be closed by end of August. For further details please see the OSE notice of July 5, 2010.

Birdstep Technology has not taken part in any other significant transactions with related parties in the first half of 2010. Neither have there been any changes to the policy of transactions with related parties as described in the Annual Report for 2009.

Birdstep Technology Interim Report Q2 2010


Birdstep Technology Interim Report Q2 2010

Disclosure

(Unaudited)

Forward looking statements

This report contains statements regarding the future in connection with the company's growth expectations, general and specific market outlook and objectives. All statements regarding the future are subject to inherent risks and uncertainties, and many factors can lead to actual profits and developments deviating substantially from what has been expressed or implied in such statements.

NOTE 1: CORPORATE INFORMATION

Birdstep Technology ASA is a company domiciled in Oslo, Norway, with HQ-address: Fridtjof Nansens Plass 5. The consolidated financial statements of the Company include the Company subsidiaries Birdstep Technology AB (SE), Birdstep Technology OY (FI), Birdstep Technology Inc (US), Birdstep Technology San Francisco Inc (US) and Service Factory SF AB (SE). As of June 30th, 2010, Birdstep Technology had branch offices in USA, Sweden and Finland.

NOTE 2: FINANCIAL STATEMENTS - BASIS FOR PREPARATION

Birdstep Technology ASA follows the principles of IFRS in this report. The enclosed consolidated condensed financial statements have been prepared in accordance with IAS 34, "Interim Financial Reporting". The report does not include all of the information required for a full annual financial report, and should also be read in conjunction with the consolidated financial statement of Birdstep Technology for the year ended December 31st 2009. The same accounting policies used in the consolidated financial statement for 2009 have been used on these consolidated condensed financial statements.

NOTE 3: ESTIMATES

The preparation for the financial statements in accordance with IFRS requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities. The estimates are based on historical experience and various other factors that are believed to be reasonable. The estimates and underlying assumptions are reviewed on an ongoing basis. Change in accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

NOTE 4: SUBSEQUENT EVENTS

On July 5 Birdstep Technology ASA and Raima Holding Company LLC signed a share purchase agreement where Birdstep Technology ASA's US Subsidiary (100%) Raima Inc is sold to Raima holding Company LLC, a newly established company owned by employees of Raima. The transaction is expected to be closed by end of August. For further details concerning this transaction and announcements of contracts and other, please information published on the Oslo Stock Exchange on Newsweb (www.newsweb.no)

No other subsequent events have occurred after the reporting date that is necessary to be included in the enclosed consolidated condensed financial statements.


Birdstep Technology ASA

Birdstep Technology ASA is a software vendor, headquartered in Oslo, Norway and with offices in Norway, Sweden, Finland, UK and the United States. The company is divided into three separate entities:

Birdstep Technology provides mobile broadband connectivity, security and policy management with the EasyConnect and SafeMove offerings.

EasyConnect offers mobile broadband connection and service management solutions for network operators and laptop manufacturers. EasyConnect Go and Advanced are Birdstep Technology's solutions for mobile internet, directed towards mobile operators and deployed on USB-modems and mobile notebooks. EasyConnect Inside is provided to laptop manufacturers with embedded connectivity solutions. Key customers for EasyConnect Go and Advanced are 3, KPN, T-Mobile, TDC and Cosmote. EasyConnect Inside has contracts with HP, Acer, Sony and Toshiba.

SafeMove provides seamless and safe connectivity to business data for OEM-providers and corporations through mobile VPN software. SafeMove has a leading position in the Finnish market with key customers as Nordea Bank, Finnish ministries, the Finnish Defence Forces, Helsinki and Uusimaa Hospital District (HUS).

Orbyte allows network operators to rapidly deploy and manage large networks with advanced features. It is designed to allow simplified wireless broadband connectivity for end users whilst allowing centralized authentication, enabling businesses to on-sell connectivity and taking advantage of existing infrastructure deployments. Key customers are TeliaSonera, DU, 3 Sweden, TDC, Eircom and RomTelecom.

Raima provides enterprises with high-performance embedded databases for in-memory database usage and persistent storage devices. It has a stable customer base consisting of over 200 customers, including Boeing, General Dynamics, HP and Magellan.

Birdstep Technology ASA has 102 employees, whereof 14 in Orbyte and 18 in Raima. For additional information about Birdstep's products, services, partners and customers please visit us at www.birdstep.com.

Birdstep Technology Interim Report Q2 2010