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Techstep ASA — Interim / Quarterly Report 2021
Aug 19, 2021
3770_rns_2021-08-19_697e8f1f-77ec-413a-a54e-5865d1ce4f17.pdf
Interim / Quarterly Report
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Interim report Q2 2021
Making work mobile
Highlights Q2 2021
- ● Revenue was NOK 325 million, up 36% from NOK 238 million in the second quarter of 2020
- ● Gross profit was NOK 114 million, up 46% from NOK 78 million in the second quarter of 2020
- ● EBITDA adjusted was NOK 13 million in the quarter vs NOK 17 million in the second quarter of 2020, a 23% decline
- ● ARR reported increased to NOK 64 million, up 73% from NOK 37 million in the second quarter of 2020. Proforma ARR including Famoc was NOK 93 million, up 149%
- ● Signed 6 new managed mobility service contracts, with an estimated value of NOK 77 million and ~7,300 managed devices in the second quarter of 2021
- ● Acquired software provider Famoc S.A. to strengthen Techstep's MMS capabilities and unlocking a European expansion opportunity. Techstep raised NOK 100 million in gross proceeds on 20 May to fund the acquisition, closing it on 1 July
- ● Børge Astrup, an experienced software services leader and entrepreneur, was appointed as CEO effective from 1 August 2021
CEO comment
"Techstep has taken a position and built a growth platform that provides extraordinary value creation opportunities in the years to come.
What Techstep does, making work mobile, with all the benefits it brings to our customers, end-users and other stakeholders, matters to a lot of people.
That's why I joined the Techstep team as the company's new CEO. We are improving the work lives of so many people, and we can make a lot of companies more productive, more profitable and more sustainable at the same time.
Techstep faces a truly exciting growth opportunity in the Nordics and Europe, and I look forward to capturing this together with our customers, our partners, the team, the Board, and not least our dedicated investors.
The way organisations handle mobility is immature and you don't see many specialised service providers out there. At the same time, we are all experiencing how technology and digital transformation are changing the way we live and work. Sometimes fundamentally. Mobile solutions are simplifying and enriching life. But mobile devices, their apps and capabilities can also create complexity and security threats. In addition, we cannot hide from the fact that hardware comes with sustainability issues that need to be addressed.
Techstep is in pole position to help businesses and people adopt and enjoy next generation mobility, and deliver substantial value to customers and end users at the same time.
But great opportunities do not create value alone. Techstep needs to accelerate sales growth and progress its transformation into a software-driven company to drive profitability. Strong results are at the core of a successful and viable business over the long term. I look forward to using my experience from sales leadership and from developing and commercialising software and mobile services, as we now
move forward to make work mobile at scale in an easy, secure, and sustainable way for more end-users and companies.
To grow and expand geographically in a successful way, we need to continue the transformation into a cloud-based software and services company with a strong mobility offering. In addition, we need to tailor industry specific solutions to meet the unique mobility needs of enterprises, companies and organisations in different parts of the private and public sectors. And we need to improve and evolve our sales and marketing to make it easier for our customers and Techstep to grow together.
To make sure we deliver growth, create stakeholder value and good returns to our investors, I believe it really boils down to some simple truths: Embrace digital transformation and deliver great user, customer, partner and employee experiences. And that is what we are going to do.
Now let us go and close some deals, develop our software further and seek simplification where we can. This is going to be fun!", says Børge Astrup, Techstep CEO.
About Techstep
Techstep is purpose-built to become a Managed Mobility Services (MMS) leader. Techstep provides a complete Managed Mobility Services offering that presents enterprises and their employees with access to efficient, secure, and value-creating mobile work solutions - wherever and whenever they choose to work. Customer benefits include reduced IT complexity and costs, improved employee capabilities and engagement, as well as increased productivity and sustainability. Techstep has more than 350 employees based in Norway, Sweden, Denmark, and Poland, serving more than 2,000 customers across different industries and sectors. The company is listed on the Oslo Stock Exchange under the ticker TECH. To learn more, please visit www.techstepasa.no.
Key Figures
| (Amounts in NOK 1 000) | Q2 2021 | Q2 2020 | H1 2021 | H1 2020 | FY 2020 |
|---|---|---|---|---|---|
| Revenues | 324 737 | 238 173 | 630 667 | 530 850 | 1 142 866 |
| Annual Recurring Revenue (ARR) | 64 303 | 37 110 | 64 303 | 37 110 | 63 329 |
| Gross profit | 113 879 | 77 882 | 227 911 | 158 336 | 378 287 |
| EBITDA adjusted1) | 13 288 | 17 193 | 26 619 | 28 572 | 95 640 |
| EBITDA | 5 251 | 24 270 | 18 108 | 35 899 | 104 455 |
| EBITA | (19 925) | 10 176 | (33 135) | 9 783 | 17 122 |
| EBIT | (32 063) | 3 816 | (56 062) | (1 615) | (10 771) |
| Net profit (loss) for the period | (23 013) | 3 987 | (47 709) | 596 | (23 557) |
| EBITDA adj. margin (%) | 4.1% | 7.2% | 4.2% | 5.4% | 8.4% |
| EBITDA rep. margin (%) | 1.6% | 10.2% | 2.9% | 6.8% | 9.1% |
| EBITA margin (%) | (6.1%) | 4.3% | (5.3%) | 1.8% | 1.5% |
| EBIT margin (%) | (9.9%) | 1.6% | (8.9%) | (0.3%) | (0.9%) |
| Net profit (loss) for the period (%) | (7.1%) | 1.7% | (7.6%) | 0.1% | (2.1%) |
| Cash | 154 036 | 36 561 | 154 036 | 36 561 | 27 203 |
| Net interest-bearing debt | 64 330 | 6 503 | 64 330 | 6 503 | 166 838 |
| Capex2) | 17 112 | 5 351 | 23 872 | 10 193 | 21 386 |
1) EBITDA adjusted in Q2 2021 excludes non-recurring items such as M&A related costs totalling NOK 8.0 million.
2) Capex only includes development capex and not leased out hardware to customers, booked as capex under IFRS 16.
The Optidev acquisition is included in the financial statements from Q4 2020.
Operational review
Main developments
During the second quarter of 2021, Techstep continued to pursue its growth strategy and progress the company's transformation into a leading Managed Mobility Services (MMS) provider. Techstep is continuously strengthening its MMS offering, designed as a recurring services bundle that integrates market leading IP, software and mobility expertise with services including hardware financing, support, service and lifecycle management. A core part of the MMS journey is oriented around demand generation, value-based sales, customer success and account development.
With market conditions still impacted by the Covid-19 pandemic, Techstep saw longer sales cycles, customer onboarding and implementation timelines in the second quarter. In addition to current market conditions, Techstep's ambition of ensuring great customer experience also had an effect. The company has focused on improving sales and marketing during the quarter and is currently re-designing the organisation to support the strategic journey of transitioning to a complete MMS-provider in the Nordics with a European presence.
In Sweden, the integration of recent acquisitions is going as planned; eConnectivity AB has been fully merged and integrated, and the integration of Optidev AB will be completed during the third quarter of 2021.
Sales
As noted in the previous quarter, order intake has been low. The company signed 6 new MMS contracts with a total estimated value of NOK 76.7 million and ~7,300 managed devices in the quarter.
Among the MMS solutions sold in the quarter was 'Flow', a recurring services bundle consisting of software, hardware devices and services. More specifically, 'Flow' includes the Origo Business Cloud software, mobile devices and device service, support, financing and lifecycle management. Origo is Techstep's proprietary cloud software-as-a-service solution, expected to be a core value driver going forward. Techstep Finance is Techstep's own leasing solution that adds customer benefits like lower total cost of ownership.
Techstep's MMS offering also includes TrueMobile, a cloud-based mobile software solution platform. Through apps it creates traceability of work performed by deskless workers. The software application can be paired with a broad selection of certified hardware and can be tailored to the customer's specific needs. TrueMobile also supports back-office personnel by web-based functions in addition to a powerful integration platform enabling integration with the client's business systems.
Techstep is developing its MMS stack with a strong array of its own products to strengthen its value proposition to customers. The acquisition of Famoc with their platform management products is an important step on this journey. Furthermore, key customers continue to expand their business with the company with the purchase of more MMS products. This trend is especially strong with public sector customers.
Techstep's annual recurring revenue base (ARR1 ) was NOK 64.3 million in the second
1Refer to alternative performance measures
quarter 2021. Proforma ARR including Famoc (closed 1 July) was NOK 92.6 million, whereof MMS related ARR was NOK 63.8 million. Techstep's recurring revenue relates to the sale of own software with ~95% gross margin comprising Mobile Expense Management, Origo Business Cloud and TrueMobile - sold either as a white-label service through partners or directly by Techstep.
Total Origo users were ~50,000 at the end of the second quarter 2021, up from ~30,000 users at the end of second quarter 2020.
Strategic initiatives to strengthen mobility offering
Techstep has acted as a market consolidator in Norway and Sweden over the past five years and continuously evaluates potential M&A opportunities to further strengthen and expand its managed mobility service offering. In the quarter, Techstep announced the acquisition of software provider Famoc, strengthening Techstep's MMS capabilities and unlocking a European expansion opportunity. Closing of the Famoc acquisition was 1 July 2021.
Financial review
The interim financial information has not been subject to audit or review.
Profit and loss second quarter 2021
Techstep generated total revenue of NOK 324.7 million in the second quarter of 2021, up from NOK 238.2 million in the corresponding quarter last year.
Techstep's Own Software accounted for NOK 15.2 million (NOK 9.5 million), whereas hardware-as-a-service revenue accounted for NOK 32.9 million (NOK 13.4 million). Advisory & Services amounted to NOK 66.3 million (NOK 36.3) and related commissions were NOK 4.8 million in the second quarter (NOK 7.6 million). Hardware revenue (excluding hardware-as-aservice) was NOK 204.8 million (NOK 169.1 million) in the quarter.
Gross profit increased by 46.2% year-over-year to NOK 113.9 million. Gross margin for the quarter thus increased to 35.1%, up from 32.7% in the corresponding quarter of 2020. The improved gross margin relates to increased demand for hardware-as-a-service and Advisory & Services.
Salaries and personnel costs increased by 59.1% year-over-year to NOK 71.7 million (NOK 45.0 million), reflecting higher headcount due to acquisitions. Option costs for the quarter were NOK 1.7 million (NOK 0.1 million), and other operational costs were NOK 28.9 (NOK 15.9 million).
EBITDA amounted to NOK 5.3 million in the second quarter of 2021, and includes one-off costs related to the Famoc acquisition. EBITDA in the corresponding quarter last year was NOK 24.3 million.
Profit and loss first half 2021
Techstep had total revenues of NOK 630.7 million in the first half of 2021 and gross profit was NOK 227.9 million. Total revenues for the first half of 2020 were NOK 530.9 million, while the gross profit was NOK 158.3 million. EBITDA for the first half of 2021 amounted to NOK 18.1 million, while the EBITDA for the first half of 2020 was NOK 35.9 million. The net loss for the first half of 2021 was NOK 47.7 million, compared to a net profit of NOK 0.6 million in the first half of 2020.
Financial position
As at 30 June 2021, total assets were 1,300.5 NOK million, compared with NOK 1,169.6 million as at 31 March 2021.
Intangible assets accounted for NOK 720.2 million. Intangible assets included a deferred tax asset of NOK 9.6 million, goodwill of NOK 567.2 million and customer relations and technology of NOK 143.3 million.
Total tangible assets were NOK 203.2 million as at 30 June 2021 including NOK 170.9 million in hardware-as-a-service to customers and NOK 32.3 million in premises and leased assets.
Total inventories and receivables were NOK 222.8 million as at 30 June 2021. The increase from NOK 194.2 million at the end of the preceding quarter primarily reflects an increase in inventories and accounts receivables due to higher sales volume in the current period.
Total equity after non-controlling interests at the end of the second quarter was NOK 605.6 million (NOK 512.1 million), corresponding to an equity ratio of 47% (44%). The increase from preceding quarter is mainly due to a private placement raising gross proceeds of NOK 100 million.
Non-current interest-bearing debt of NOK 123.7 million (NOK 97.2 million) includes acquisition loans of NOK 70.7 million related to the Optidev
and Famoc acquisitions and a seller's credit of NOK 49.0 million. Other non-current debt of NOK 43.2 million mostly relates to leasing commitments of NOK 23.1 million and a buyback obligation for hardware-as-a-service of NOK 19.9 million.
Current interest-bearing liabilities amounted to NOK 94.7 million. They include net bank overdraft accounts of NOK 44.4 million, as well as a short-term seller's credit of NOK 23.3 million and the short-term acquisition loans of NOK 20.1 million related to the Optidev and Famoc acquisitions.
Other current liabilities of NOK 233.9 million as at 30 June 2021 mainly include payables to employees of NOK 37.1 million, deferred revenue of NOK 131.8 million, leasing commitments of NOK 11.3 million and a buyback obligation for hardware-as-a-service of NOK 9.1 million.
Net interest-bearing debt was NOK 64.3 million at the end of the second quarter 2021, compared to NOK 152.3 million at the end of the preceding quarter. The reduction in net interest bearing is mainly due to the private placement completed in May 2021.
Cash flow second quarter 2021
Net cash inflow from operating activities was NOK 19.2 million in the second quarter of 2021 and includes a positive effect of NOK 16.7 million from the decrease in working capital.
Net cash flow used for investment activities was a negative NOK 38.9 million. This is largely due to capital expenditures related to leased out hardware-as-a-service of NOK 23.4 and investments in own software and IT development of NOK 17.1 million in the quarter.
Net cash flow from financing activities was positive at NOK 109.3 million in the second quarter 2021. This is largely due to issuance of new shares of NOK 101.3 million, in addition to proceeds from borrowings of NOK 12.4 and a
negative effect from lease repayments of NOK 5.0 million.
Cash and cash equivalents increased by NOK 89.6 million from NOK 62.8 million in the previous quarter to NOK 154.0 million at the end of the quarter.
Financial risk and risk management
As described in the Annual Report for 2020, Techstep's regular business activities entail exposure to various types of risk, including risk related to market, operational and financial development.
The company's risk management aims to support value creation and ensure a continued, solid financial platform through transparent and strategic management of both financial and operational risk factors. The company's risk management is coordinated by the head office in cooperation with the Board of Directors, and is continuously monitored, so that appropriate actions can be taken when required, to eliminate or mitigate any potentially negative impact on operational or financial performance.
Techstep monitors and evaluates risks related to the current macroeconomic development including the effects from the Covid-19 pandemic. Market conditions are still affected by the pandemic but have improved since the first outbreak. The majority of Techstep's customers are operating as normal, but some have longer lead times on sales and implementation processes. This is expected to revert to normal with the roll-out of vaccinations and reduction in outbreaks. However, with the possibility for new and more contagious mutations of the Covid-19 virus emerging, Techstep must be prepared for lower economic activity and continued longer lead times on sales. The length and scale of the Covid-19 situation remains uncertain, and thus, represents a risk of lowered activity and profitability.
Furthermore, Techstep has operational, cost and capital expenditure flexibility and will adapt to the market conditions as they evolve. Techstep remains committed to responsible operations and is operating in compliance with rules and recommendations from local and national authorities. Techstep is able to operate via decentralised locations and mobile home office solutions with focus on maintaining its client services in a best possible and efficient manner.
In the short and intermediate term, Techstep's focus is on developing its business platform and maintaining efficient daily operations to secure the Group's cash flow by reducing financial market exposure. Long-term financial investments have been made to generate longterm financial returns.
For the assessment of other risk factors, please refer to the Board of Directors report in the Annual Report for 2020.
Transactions with related parties
There were no material transactions with related parties during the period.
Outlook
Techstep has positioned itself as the leading Nordic enabler of the digital workplace. The company's value proposition is to help enterprises handle the complexity that comes with providing hundreds or thousands of employees with mobility solutions. Through its unique platform for growth, Techstep is serving more than 2,000 customers with over 210,000 managed devices across industries in both private and public sector in the Nordics. Moreover, the acquisition of Famoc has unlocked a European expansion and growth
opportunity. Going forward, Techstep will continue to pursue its growth strategy and progress the company's transformation into a complete Managed Mobility Services (MMS) provider.
As part of its transformation journey, Techstep invests in own software and IP and pursues M&A opportunities to further strengthen and expand its MMS offering and market position. In parallel, Techstep is re-designing the organisation from a transaction to customer relationship to enhance its complete MMS offering.
Techstep has stated clear medium and longterm goals. In the medium term, the ambition is to enter into 30 new MMS contracts per year for a gross profit growth of 20-25%, with a gross profit to EBITDA conversion of 20-25%. Annual development capex is expected to be NOK 30- 35 million. Moving forward, Techstep envisions strong growth and targets managing 1 million devices by 2025, with a gross profit to EBITDA conversion above 30%.
Growth will come from converting existing customers to MMS, onboarding new customers, M&A to acquire new software, IP and market positions and geographical expansion. Techstep is confident that its MMS offering has a strong value proposition to customers as it helps enterprises reduce costs, increase productivity, transform employee capabilities and enhance their engagement, ultimately driving business value and revenue growth, while delivering on ESG goals.
| (Amounts in NOK 1 000) | Note | Q2 2021 | Q2 2020 | H1 2021 | H1 2020 | FY 2020 |
|---|---|---|---|---|---|---|
| Revenue | 2, 3 | 324 068 | 235 927 | 629 318 | 528 146 | 1 138 943 |
| Other revenue | 669 | 2 246 | 1 349 | 2 704 | 3 923 | |
| Total revenues | 324 737 | 238 173 | 630 667 | 530 850 | 1 142 866 | |
| Cost of goods sold | (210 858) | (160 291) | (402 756) | (372 514) | (764 579) | |
| Salaries and personnel costs | (71 654) | (45 039) | (146 247) | (94 819) | (208 243) | |
| Other operational costs | (28 937) | (15 900) | (55 045) | (34 945) | (74 405) | |
| Depreciation | 5 | (25 176) | (14 094) | (51 243) | (26 116) | (87 332) |
| Amortisation | (12 138) | (6 360) | (22 927) | (11 398) | (27 892) | |
| Other income | 8 | - | 8 000 | - | 8 000 | 17 843 |
| Other expenses | 8 | (8 037) | (673) | (8 511) | (673) | (9 028) |
| Operating profit (loss) | (32 063) | 3 816 | (56 062) | (1 615) | (10 770) | |
| Financial income | 837 | 1 764 | 5 719 | 6 412 | 5 760 | |
| Financial expense | (4 462) | (3 065) | (9 608) | (8 641) | (11 822) | |
| Profit before taxes | (35 688) | 2 515 | (59 951) | (3 844) | (16 832) | |
| Income taxes | 12 675 | 1 472 | 12 242 | 4 440 | (6 725) | |
| Net profit (loss) for the period | (23 013) | 3 987 | (47 709) | 596 | (23 557) | |
| Net income attributable to | ||||||
| Non-controlling interests | 91 | (27) | 205 | 68 | 1 188 | |
| Shareholders of Techstep ASA | (23 104) | 4 014 | (47 914) | 529 | (24 746) | |
| Earnings per share in NOK: | ||||||
| Basic | (0.13) | 0.02 | (0.26) | - | (0.15) | |
| Diluted | (0.12) | 0.02 | (0.25) | - | (0.13) |
Consolidated income statement
Consolidated statement of comprehensive income
| (Amounts in NOK 1 000) | Note | Q2 2021 | Q2 2020 | H1 2021 | H1 2020 | FY 2020 |
|---|---|---|---|---|---|---|
| Net profit (loss) for the period | (23 013) | 3 987 | (47 709) | 596 | (23 557) | |
| Items that may be reclassified to | ||||||
| profit and loss | ||||||
| Exchange differences on translating foreign operations |
12 395 | (7 484) | (13 760) | 14 919 | 22 346 | |
| Income tax related to these items | 593 | (69) | (683) | (2 717) | (730) | |
| Total comprehensive income | (10 024) | (3 566) | (62 153) | 12 799 | (1 941) | |
| Total comprehensive income | ||||||
| attributable to | ||||||
| Non-controlling interests | 91 | (2) | 205 | (2) | 1 188 | |
| Shareholders of Techstep ASA | (10 115) | (3 564) | (62 358) | 12 801 | (3 130) |
Consolidated statement of financial position
| (Amounts in NOK 1 000) | ||
|---|---|---|
| Note ASSETS |
Q2 2021 | FY 2020 |
| Non-current assets | ||
| Deferred tax asset | 9 617 | |
| Goodwill | 567 231 | 571 372 |
| Customer relations and technology | 143 318 | 161 892 |
| Total intangible assets | 720 166 | 733 263 |
| Right-of-use assets 5 |
32 305 | 40 233 |
| Property, plant and equipment | 170 890 | 133 384 |
| Total tangible assets | 203 195 | 173 617 |
| Shares and investments | 44 | 44 |
| Other non-current assets | 300 | 169 |
| Total financial assets | 344 | 213 |
| Total non-current assets | 923 705 | 907 093 |
| Inventories | 20 811 | 28 158 |
| Accounts receivable | 164 298 | 203 083 |
| Other receivables | 37 672 | 33 594 |
| Total inventories and receivables | 222 782 | 264 836 |
| Cash and cash equivalents 7 |
154 036 | 27 203 |
| 376 818 | 292 039 | |
| Total current assets | ||
| Total assets | 1 300 523 | 1 199 131 |
| Note EQUITY AND LIABILITIES |
Q2 2021 | 2020 |
| Share capital 4 |
205 951 | 183 295 |
| Other equity | 398 573 | 379 272 |
| Total equity attributable to the owners of Techstep ASA 4 |
604 524 | 562 568 |
| Non-controlling interests | 1 088 | 884 |
| Total equity | 605 612 | 563 451 |
| Deferred tax | 24 226 | 27 659 |
| Non-current interest-bearing debt | 123 664 | 108 539 |
| Other non-current debt | 43 159 | 54 488 |
| Total non-current debt | 191 049 | 190 686 |
| Current interest-bearing liabilities | 94 702 | 85 502 |
| Accounts payable | 140 958 | 154 442 |
| Tax payable | (995) | (750) |
| Public taxes, provisions | 35 334 | 39 756 |
| Other current liabilities 5, 8 |
233 862 | 166 044 |
| Total current debt | 503 862 | 444 994 |
| Total liabilities | 694 911 | 635 680 |
Consolidated statement of changes in equity
| (Amounts in NOK 1 000) | Share capital |
Other paid-in capital |
Other equity |
Reval. reserve |
SUM | Minority interest |
Total equity capital |
|---|---|---|---|---|---|---|---|
| Equity as at 1 January 2020 | 162 795 | 504 273 | (205 402) | (5 394) | 456 273 | (304) | 455 970 |
| Profit for the period | - | - | (24 746) | (24 746) | 1 188 | (23 557) | |
| Other comprehensive income | - | - | 21 616 | 21 616 | - | 21 616 | |
| Total comprehensive income for | |||||||
| the period | - | - | (24 746) | 21 616 | (3 130) | 1 188 | (1 941) |
| Transactions with owners in their | |||||||
| capacity as owners: | |||||||
| Issue of ordinary shares as | |||||||
| consideration for a business | |||||||
| combination, net of transaction costs | |||||||
| and tax | 20 500 | 87 088 | 107 588 | 107 588 | |||
| Share-based payments | - | - | 1 834 | 1 834 | - | 1 834 | |
| Equity as at 31 December 2020 | 183 295 | 591 361 | (228 311) | 16 222 | 562 568 | 884 | 563 451 |
| Equity as at 1 January 2021 | 183 295 | 591 361 | (228 311) | 16 222 | 562 568 | 884 | 563 451 |
| Profit for the period | - | - | (47 914) | (47 914) | 199 | (47 715) | |
| Other comprehensive income | - | - | (14 443) | (14 443) | - | (14 443) | |
| Total comprehensive income for | |||||||
| the period | - | - | (47 914) | (14 443) | (62 357) | 199 | (62 158) |
| Transactions with owners in their capacity as owners: Issue of ordinary shares as consideration for a business combination, net of transaction costs |
|||||||
| and tax | 22 655 | 79 206 | 101 862 | 101 862 | |||
| Share-based payments | - | - | 2 459 | 2 459 | - | 2 459 | |
| Equity as at 30 June 2021 | 205 951 | 670 568 | (273 767) | 1 779 | 604 530 | 1 082 | 605 612 |
Consolidated statement of cash flow
| (Amounts in NOK 1 000) | Note | Q2 2021 | Q2 2020 | H1 2021 | H1 2020 | FY 2020 |
|---|---|---|---|---|---|---|
| Profit before tax | ||||||
| Depreciation equipment and other fixed | (35 688) | 2 515 | (59 951) | (3 844) | (16 832) | |
| assets | 5 | 22 609 | 11 104 | 44 527 | 20 227 | 72 590 |
| Depreciation right-of-use assets | 5 | 2 567 | 2 991 | 6 716 | 5 889 | 14 743 |
| Amortisation | 12 138 | 6 360 | 22 927 | 11 398 | 27 892 | |
| Share-based payments | 1 707 | 93 | 2 459 | 478 | 1 834 | |
| Dividend and other reclassified to | 8 | |||||
| investment activities | - | (8 000) | - | (8 000) | (8 000) | |
| Gain on sale of business reclassified to | ||||||
| investment activities Gain from sale of property plant and |
(40) | - | - | - | - | |
| equipment reclassified to investment | 5 | |||||
| activities | - | - | - | - | (4 795) | |
| Remeasurement of contingent liability | - | - | - | - | 4 859 | |
| Net exchange differences | 335 | (11 280) | 335 | 6 | 923 | |
| Taxes paid | (1 092) | (963) | (1 421) | (2 000) | (5 514) | |
| Changes in core net operating working | ||||||
| capital | 9 350 | 16 148 | 27 518 | (7 257) | (30 107) | |
| Changes in other net operating working | ||||||
| capital | 7 355 | 6 839 | 69 828 | 7 841 | 13 528 | |
| Net cash flow from operational activities |
19 241 | 25 807 | 112 938 | 24 739 | 71 120 | |
| Payment for acquisition of subsidiaries | ||||||
| net of cash acquired Payment for equipment and other fixed |
811 | - | - | - | (61 414) | |
| assets | 5 | (23 407) | (8 945) | (97 631) | (27 437) | (108 650) |
| Payment for intangible assets | (17 112) | (5 351) | (23 872) | (10 193) | (21 386) | |
| Proceeds from sale of property, plant | ||||||
| and equipment | 765 | - | 8 089 | - | 13 089 | |
| Proceeds from sale of business | - | 8 000 | - | 8 000 | 8 000 | |
| Net cash used on investment | ||||||
| activities | (38 943) | (6 296) | (113 414) | (29 630) | (170 361) | |
| Proceeds from issuance of shares | 101 346 | - | 101 853 | - | - | |
| Proceeds from borrowings | 7 | 12 405 | - | 43 492 | - | 109 764 |
| Repayment of borrowings | 545 | (64) | (7 194) | (126) | (12 686) | |
| Lease repayments Net cash flow from financing |
(4 988) | (3 363) | (9 427) | (6 549) | (17 459) | |
| activities | 109 308 | (3 427) | 128 724 | (6 675) | 79 619 | |
| Net change in cash and cash equivalents1) |
||||||
| 89 605 | 16 083 | 128 247 | (11 566) | (19 622) | ||
| Cash and cash equivalents at | ||||||
| beginning of period | 62 796 | 19 996 | 27 203 | 44 382 | 44 588 | |
| Effects of exchange rate changes on | ||||||
| cash and cash equivalents | 1 634 | 481 | (1 414) | 3 745 | 2 236 | |
| Cash and cash equivalents at end of period1) |
7 | 154 036 | 36 561 | 154 036 | 36 561 | 27 203 |
Cash flow has been restated for FY2020. Bank overdraft and cash is no longer presented net in the consolidated statement of cash flow.
The interim financial information has not been subject to audit or review.
Notes to the consolidated financial statements
Techstep (the Group) consists of Techstep ASA (the Company) and its subsidiaries. Techstep ASA is a limited liability company, incorporated in Norway. The consolidated interim financial statements consist of the Group and the Group's interests in a joint arrangement. As a result of rounding differences, numbers or percentages may not add up to the total.
The figures presented in the quarterly report are in NOK thousand unless otherwise stated.
Note 1. Accounting principles
The interim consolidated financial statements are prepared under International Financial Reporting Standards (IFRS) for the periods presented. The interim financial report is presented in accordance with IAS 34 Interim Financial Reporting. The interim consolidated financial statements do not include all the information and disclosures required in the Annual Financial Statements and should be read in conjunction with the Group's Annual Financial Statements 2020. The accounting policies adopted in the preparation of the interim consolidated financial statements are consistent with those followed in the preparation of the Group's Annual Financial Statements for the year ended 31 December 2020. The report has not been audited.
Note 2. Business segments
Techstep has three business segments, which are represented by the geographic locations where the Group's entities are incorporated and the newly acquired Optidev group. The entities are controlled and owned by the Techstep Group. Other companies are included in the segment Headquarters and other.
Eliminations comprise intersegment sales. Transactions between operating segments are conducted on normal commercial terms.
1) Norway
- Techstep Norway AS: The offerings of the company are mobile hardware, servicing, support and mobility consultancy services. The company is located in Oslo and Sandefjord.
- Mytos AS: A Norwegian-based software-as-a-services company with mainly recurring revenue. Mytos offers a full range of mobile expense management (TEM) modules, all with proprietary software and highly user-friendly implementation and operation. The company is located in Oslo.
- Techstep Denmark ApS: Established to invoice Danish customers. The company is fully supported from Norway and does not have any employees.
- Techstep Finance AS: Provides financing and remarketing services.
2) Sweden:
- Techstep Sweden AB: The company offers mobile hardware, industry leading cloud-based (UCaaS) PBX solutions, Mobility consultancy services and Enterprise Mobility Management (EMM) services, including Mobile Security, system design, implementation, mobile device management. The company is located in Karlstad, Gothenburg and Stockholm.
- Techstep Finance AB: Provides financing and remarketing services.
3) Optidev:
- Optidev AB, Optidev AS and Optidev ApS: The companies develop and provide enterprise mobility software and solutions, predominantly to customers in the transportation, logistics and public safety sectors in Sweden, Norway and Denmark.
- eConnectivity CC AB: the company is a specialised developer and provider of enterprise strategic services related to mobility and digitalisation.
4) Headquarters and other:
• Techstep ASA, Techstep Nordic AS and Techstep Holding AB.
| HQ and | Elim | |||||
|---|---|---|---|---|---|---|
| Q2 2021 | Norway | Sweden | Optidev | other | inations | Total |
| Operating revenues from | ||||||
| external customers | 196 477 | 81 900 | 46 022 | 338 | - | 324 737 |
| Operating revenues from other | ||||||
| segments | 5 047 | 2 138 | 220 | 9 130 | (16 535) | - |
| Operating revenues | 201 524 | 84 037 | 46 242 | 9 469 | (16 535) | 324 737 |
| Cost of goods sold | (137 329) | (61 458) | (16 054) | - | 3 982 | (210 858) |
| Salaries and personnel costs | (30 263) | (14 306) | (17 830) | (10 113) | 858 | (71 654) |
| Other operational costs | (11 432) | (5 376) | (5 688) | (15 219) | 8 777 | (28 937) |
| Share of profit (loss) of joint venture | - | - | - | - | - | - |
| Depreciation | (15 376) | (4 296) | (5 156) | (349) | - | (25 176) |
| Amortisation | (2 623) | (1 902) | (5 610) | (2 002) | - | (12 138) |
| Impairment | - | - | - | - | - | - |
| Other income | - | - | - | - | - | - |
| Other expenses | - | - | - | (8 037) | - | (8 037) |
| Operating profit (loss) | 4 501 | (3 300) | (4 096) | (26 250) | (2 917) | (32 063) |
| Employees 30 June 2021 | 117 | 59 | 96 | 20 | 292 |
| HQ and | Elim | |||||
|---|---|---|---|---|---|---|
| Q2 2020 | Norway | Sweden | Optidev | other | inations | Total |
| Operating revenues from | ||||||
| external customers | 165 081 | 72 846 | - | 247 | - | 238 173 |
| Operating revenues from other | ||||||
| segments | 363 | 1 576 | - | 8 274 | (10 213) | - |
| Operating revenues | 165 444 | 74 422 | - | 8 521 | (10 213) | 238 173 |
| Cost of goods sold | (110 724) | (51 054) | - | 1 | 1 486 | (160 291) |
| Salaries and personnel costs | (25 984) | (11 601) | - | (7 569) | 115 | (45 039) |
| Other operational costs | (13 372) | (4 974) | - | (12 691) | 15 137 | (15 900) |
| Share of profit (loss) of joint venture | - | - | - | - | - | - |
| Depreciation | (10 417) | (1 644) | - | (2 033) | - | (14 094) |
| Amortisation | (3 779) | (1 959) | - | (621) | - | (6 360) |
| Impairment | - | - | - | - | - | - |
| Other income | 8 000 | - | - | - | - | 8 000 |
| Other expenses | 45 | - | - | (718) | - | (673) |
| Operating profit (loss) | 9 213 | 3 189 | - | (15 111) | 6 525 | 3 816 |
| Employees 30 June 2020 | 131 | 61 | - | 18 | 210 |
| HQ and | Elim | |||||
|---|---|---|---|---|---|---|
| H1 2021 | Norway | Sweden | Optidev | other | inations | Total |
| Operating revenues from | ||||||
| external customers | 385 936 | 149 121 | 95 026 | 585 | - | 630 667 |
| Operating revenues from other | ||||||
| segments | 5 183 | 2 748 | 368 | 18 261 | (26 560) | - |
| Operating revenues | 391 119 | 151 869 | 95 394 | 18 845 | (26 560) | 630 667 |
| Cost of goods sold | (268 241) | (104 963) | (34 097) | (267) | 4 811 | (402 756) |
| Salaries and personnel costs | (62 726) | (29 784) | (33 901) | (21 094) | 1 258 | (146 247) |
| Other operational costs | (22 929) | (12 039) | (10 888) | (26 823) | 17 634 | (55 045) |
| Share of profit (loss) of joint venture | - | - | - | - | - | - |
| Depreciation | (29 525) | (8 530) | (10 503) | (2 684) | - | (51 243) |
| Amortisation | (5 054) | (3 866) | (10 001) | (4 006) | - | (22 927) |
| Impairment | - | - | - | - | - | - |
| Other income | - | - | - | - | - | - |
| Other expenses | - | - | - | (8 511) | - | (8 511) |
| Operating profit (loss) | 2 645 | (7 313) | (3 997) | (44 540) | (2 857) | (56 062) |
| HQ and | Elim | |||||
|---|---|---|---|---|---|---|
| H1 2020 | Norway | Sweden | Optidev | other | inations | Total |
| Operating revenues from | 375 002 | 155 355 | - | 493 | - | 530 850 |
| external customers | ||||||
| Operating revenues from other | 3 034 | 2 736 | - | 16 549 | (22 319) | - |
| segments | ||||||
| Operating revenues | 378 036 | 158 091 | - | 17 042 | (22 319) | 530 850 |
| Cost of goods sold | (265 087) | (111 942) | - | (283) | 4 798 | (372 514) |
| Salaries and personnel costs | (55 907) | (23 181) | - | (16 097) | 365 | (94 819) |
| Other operational costs | (28 877) | (10 086) | - | (26 296) | 30 315 | (34 945) |
| Share of profit (loss) of joint venture | - | - | - | - | - | - |
| Depreciation | (18 638) | (3 524) | - | (3 954) | - | (26 116) |
| Amortisation | (6 477) | (3 821) | - | (1 101) | - | (11 398) |
| Impairment | - | - | - | - | - | - |
| Other income | 8 000 | - | - | - | - | 8 000 |
| Other expenses | 45 | - | - | (718) | - | (673) |
| Operating profit (loss) | 11 096 | 5 537 | - | (31 407) | 13 158 | (1 615) |
| HQ and | ||||||
|---|---|---|---|---|---|---|
| FY 2020 | Norway | Sweden | Optidev | other | Eliminations | Total |
| Operating revenues from | ||||||
| external customers | 760 611 | 310 577 | 70 692 | 986 | - | 1 142 866 |
| Operating revenues from | ||||||
| other segments | 6 397 | 4 202 | 112 | 32 204 | (42 916) | - |
| Operating revenues | 767 007 | 314 779 | 70 805 | 33 190 | (42 916) | 1 142 886 |
| Cost of goods sold | (511 798) | (224 774) | (34 788) | - | 6 782 | (764 579) |
| Salaries and personnel costs | (112 736) | (49 604) | (15 716) | (31 652) | 1 465 | (208 243) |
| Other operational costs | (53 544) | (21 928) | (4 324) | (25 580) | 30 971 | (74 405) |
| Share of profit (loss) of joint | ||||||
| venture | - | - | - | - | - | - |
| Depreciation | (61 479) | (11 422) | (5 990) | (8 442) | - | (87 332) |
| Amortisation | (7 816) | (7 770) | (4 161) | (8 145) | - | (27 892) |
| Impairment | - | - | - | - | - | - |
| Other income | 8 150 | 4 835 | - | 4 859 | - | 17 843 |
| Other expenses | (105) | - | - | (8 923) | - | (9 028) |
| Operating profit (loss) | 27 679 | 4 116 | 5 826 | (44 694) | (3 698) | (10 770) |
Note 3. Disaggregation of revenues
In the following tables, Total revenue is disaggregated by major revenue streams divided into the reportable segments as shown in Note 2:
| HQ and | ||||||
|---|---|---|---|---|---|---|
| Q2 2021 | Norway | Sweden | Optidev | other | Eliminations | Group |
| Total revenues | 201 524 | 84 037 | 46 242 | 9 469 | (16 535) | 324 737 |
| Hardware | ||||||
| Hardware revenues | 135 519 | 48 477 | 10 765 | - | (1 914) | 192 847 |
| Leasing | 21 643 | 5 657 | 5 643 | - | - | 32 943 |
| Kickback | 9 319 | 2 417 | 233 | - | - | 11 968 |
| Total | 166 480 | 56 551 | 16 641 | - | (1 914) | 237 758 |
| Solutions | ||||||
| Advisory & Services | 20 844 | 26 486 | 23 802 | - | (4 812) | 66 320 |
| Own Software | 9 689 | - | 5 482 | - | - | 15 171 |
| Commission | 3 845 | 973 | - | - | - | 4 818 |
| Total | 34 379 | 27 459 | 29 284 | - | (4 812) | 86 309 |
| Other revenues | ||||||
| Other | 665 | 28 | 316 | 9 469 | (9 809) | 669 |
| Total | 665 | 28 | 316 | 9 469 | (9 809) | 669 |
| Headquarter | ||||||
|---|---|---|---|---|---|---|
| Q2 2020 | Norway | Sweden | Optidev | and other | Eliminations | Group |
| Total revenues | 165 444 | 74 422 | - | 8 521 | (10 213) | 238 173 |
| Hardware | ||||||
| Hardware revenues | 106 744 | 53 969 | - | - | (71) | 160 642 |
| Leasing | 11 314 | 2 062 | - | - | - | 13 376 |
| Kickback | 7 241 | 1 218 | - | - | - | 8 459 |
| Total | 125 300 | 57 249 | - | - | (71) | 182 477 |
| Solutions | ||||||
| Advisory & Services | 24 433 | 13 705 | - | - | (1 868) | 36 270 |
| Own Software | 9 530 | - | - | - | - | 9 530 |
| Commission | 4 639 | 3 011 | - | - | - | 7 650 |
| Total | 38 602 | 16 716 | - | - | (1 868) | 53 450 |
| Other revenues | ||||||
| Other | 1 543 | 457 | - | 8 521 | (8 274) | 2 246 |
| Total | 1 543 | 457 | - | 8 521 | (8 274) | 2 246 |
| HQ and | ||||||
|---|---|---|---|---|---|---|
| H1 2021 | Norway | Sweden | Optidev | other | Eliminations | Group |
| Total revenues | 391 119 | 151 869 | 95 394 | 18 845 | (26 560) | 630 667 |
| Hardware | ||||||
| Hardware revenues | 263 524 | 93 314 | 23 489 | - | (2 113) | 378 215 |
| Leasing | 39 886 | 10 349 | 13 229 | - | - | 63 463 |
| Kickback | 17 389 | 6 044 | 888 | - | - | 24 320 |
| Total | 320 799 | 109 707 | 37 606 | - | (2 113) | 465 998 |
| Solutions | ||||||
| Advisory & Services | 41 789 | 40 222 | 45 757 | - | (5 360) | 122 408 |
| Own Software | 19 490 | - | 11 306 | - | - | 30 796 |
| Commission | 8 200 | 1 915 | - | - | - | 10 115 |
| Total | 69 479 | 42 137 | 57 063 | - | (5 360) | 163 320 |
| Other revenues | ||||||
| Other | 840 | 25 | 726 | 18 845 | (19 088) | 1 349 |
| Total | 840 | 25 | 726 | 18 845 | (19 088) | 1 349 |
| Headquarter | ||||||
|---|---|---|---|---|---|---|
| H1 2020 | Norway | Sweden | Optidev | and other | Eliminations | Group |
| Total revenues | 378 036 | 158 091 | - | 17 042 | (22 319) | 530 850 |
| Hardware | ||||||
| Hardware revenues | 278 103 | 108 868 | - | - | (2 743) | 384 228 |
| Leasing | - | - | - | - | - | - |
| Kickback | 14 690 | 2 798 | - | - | - | 17 488 |
| Total | 292 793 | 111 666 | - | - | (2 743) | 401 716 |
| Solutions | ||||||
| Advisory & Services | 71 735 | 40 372 | - | - | (3 028) | 109 079 |
| Own Software | - | - | - | - | - | - |
| Commission | 11 612 | 5 740 | - | - | - | 17 352 |
| Total | 83 346 | 46 112 | - | - | (3 028) | 126 430 |
| Other revenues | ||||||
| Other | 1 897 | 314 | 17 042 | (16 549) | 2 704 | |
| Total | 1 897 | 314 | - | 17 042 | (16 549) | 2 704 |
| HQ and | ||||||
|---|---|---|---|---|---|---|
| FY 2020 | Norway | Sweden | Optidev | other | Eliminations | Group |
| Total revenues | 767 007 | 314 779 | 70 805 | 33 190 | (42 916) | 1 142 866 |
| Hardware | ||||||
| Hardware revenues | 492 315 | 210 373 | 24 662 | - | (3 399) | 723 950 |
| Leasing | 79 494 | 14 929 | 10 883 | - | - | 105 305 |
| Kickback | 31 040 | 3 138 | - | - | - | 34 179 |
| Total | 602 849 | 228 440 | 35 544 | - | (3 399) | 863 434 |
| Solutions | ||||||
| Advisory & Services | 102 351 | 75 905 | 29 867 | - | (7 199) | 200 924 |
| Own Software | 38 420 | - | 4 956 | - | - | 43 376 |
| Commission | 21 031 | 10 291 | - | - | - | 31 322 |
| Total | 161 802 | 86 196 | 34 823 | - | (7 199) | 275 622 |
| Other revenues | ||||||
| Other | 2 356 | 143 | 438 | 33 190 | (32 317) | 3 811 |
| Total | 2 356 | 143 | 438 | 33 190 | (32 317) | 3 811 |
Note 4. Share capital and shareholders
The company's share capital as at 30 June 2021 was NOK 205,950,619 consisting of 205,950,619 ordinary shares with a par value of NOK 1.00.
Each share gives the right to one vote at the company's annual general meeting. At the time of this report, Techstep holds 1,914 treasury shares.
Techstep's 20 largest shareholders at 30 June 2021 were as follows:
| Shareholder | # of shares | Ownership % |
|---|---|---|
| DATUM AS1 | 35 597 288 | 17.3% |
| MIDDELBORG INVEST AS | 23 528 007 | 11.4% |
| KARBON INVEST AS2 | 21 804 349 | 10.6% |
| SWEBANK AB | 19 007 433 | 9.2% |
| DnB NOR Bank ASA | 11 200 678 | 5.4% |
| VERDIPAPIRFONDET DNB SMB | 8 146 121 | 4.0% |
| CIPRIANO AS3 | 5 579 946 | 2.7% |
| TIGERSTADEN AS | 5 000 000 | 2.4% |
| ZONO HOLDING AS | 4 000 007 | 1.9% |
| TORSTEIN TVENGE | 3 000 000 | 1.5% |
| SÅ&HØSTE AS | 2 925 936 | 1.4% |
| BRIDGE CAPITAL AS | 2 513 317 | 1.2% |
| NORDHOLMEN AS | 2 075 608 | 1.0% |
| ADRIAN AS | 2 038 851 | 1.0% |
| PIKA HOLDING AS | 1 956 512 | 0.9% |
| NORDIALOG ENSJØ AS | 1 946 253 | 0.9% |
| UNIFIED AS | 1 849 457 | 0.9% |
| SABINUM AS | 1 802 813 | 0.9% |
| IDEKAPITAL AS4 | 1 797 532 | 0.9% |
| SIMEN THORSEN | 1 680 000 | 0.8% |
| Total number owned by top 20 | 157 450 108 | 76.5% |
| Total number of shares | 205 950 619 | 100.00% |
1) Datum AS is controlled by deputy board member Jan Haudemann-Andersen
2) Karbon Invest AS is owned by chairman of the board Jens Rugseth
3) Zono Holding AS is owned by Middelborg Invest AS 50.44%, Cipriano AS 4.65%, Duo Jag AS 0.93%
4)Idekapital AS, which is controlled by board member Anders Brandt, owns 1,802,8013 shares in Techstep ASA.
Duo Jag AS, which is partly owned by board member Ingrid Leisner, owns 601,562 shares in Techstep ASA.
Share option grant
.
At the Annual General meeting 22 June 2020, 4,069,883 share options (2.5% of existing shares) were granted under the 2020 program. The share options vested on 22 June 2021 and must be exercised within 22 June 2024. The exercise price is NOK 3.00.
At the Annual General meeting 22 April 2021, 4,593,307 share options (2.5% of existing shares) were granted under the 2021 program. The share options vest 1/3 each year from 22 April 2022 and are fully vested on 22 April 2024. The options must be exercised within 22 April 2026. The exercise price is NOK 5.80.
The Board intends to propose the adoption of a similar option programme in 2022.
As at 30 June 2021, the total number of outstanding share options was 8,303,483 (4.03%).
| Name | Position | Shares | Share options |
|---|---|---|---|
| Jens Haviken* | CEO | 123 364 | 2 050 943 |
| Marius Drefvelin | CFO | 63 364 | 1 663 720 |
| Mads Vårdal | CPO | 5 019 | 1 156 726 |
| Erik Haugen | CCO | 4 672 | 1 156 726 |
| Inge Paulsen | Managing Director Norway | 150 000 | 1 156 726 |
| Fredrik Logenius | Managing Director Sweden | 9 469 399 | 229 660 |
| Lars Ole Allum | Managing Director Mytos | 2 266 368 | 329 660 |
| Marius Kyvåg | Managing Director Techstep Finance | 329 660 | |
| David Landerborn | Dep. Managing Director Optidev | 229 660 |
Overview of shares and share options held by members of the management group as at 30 June 2021:
*See note 9, Subsequent events for Share option grant given after 30 June 2021.
Note 5. Property, plant and equipment
| Land and buildings |
Right-of-use assets |
Equipment1) | Other fixed assets |
Total | |
|---|---|---|---|---|---|
| Accumulated cost as at 1 January 2021 | - | 69 045 | 279 256 | 35 052 | 383 353 |
| Additions | - | 7 206 | 99 665 | 1 141 | 108 013 |
| Additions arising from business | |||||
| combinations | - | (824) | - | - | (824) |
| Disposals Translation differences |
- - |
(11 240) (524) |
(79 242) (4 597) |
(3 812) (481) |
(94 294) (5 603) |
| Reclassified to asset classified as held | |||||
| for sale | - | - | - | - | - |
| Accumulated cost 30 June 2021 | - | 63 664 | 295 082 | 31 900 | 390 645 |
| Accumulated cost as at 1 January 2020 | - | 47 552 | 105 865 | 19 966 | 173 383 |
| Additions | - | 9 287 | 105 340 | 3 836 | 118 462 |
| Additions arising from business | |||||
| combinations | - | 11 877 | 78 768 | 10 725 | 101 369 |
| Disposals | - | - | (9 677) | (2 619) | (12 296) |
| Translation differences | - | 330 | 1 679 | 425 | 2 434 |
| Reclassified to asset classified as held for sale |
- | - | - | - | - |
| Accumulated cost 31 December 2020 | - | 69 045 | 281 974 | 32 334 | 383 353 |
| Accumulated depreciation as at 1 | |||||
| January 2021 | - | (29 026) | (153 906) | (27 415) | (210 347) |
| Additions arising from business | |||||
| combinations | - | 499 | - | - | 499 |
| Current year depreciation | - | (6 644) | (43 317) | (1 295) | (51 255) |
| Disposals | - | 3 574 | 63 312 | 3 676 | 70 562 |
| Translation differences | - | 238 | 2 370 | 482 | 3 091 |
| Reclassified to asset classified as held | |||||
| for sale Accumulated depreciation 30 June |
- | - | - | - | - |
| 2021 | - | (31 359) | (131 540) | (24 552) | (187 451) |
| Accumulated depreciation as at 1 | |||||
| January 2020 | (10 962) | (33 871) | (16 703) | (61 536) | |
| Additions arising from business | |||||
| combinations | - | (3 639) | (47 936) | (6 969) | (58 544) |
| Current year depreciation | - | (14 361) | (71 560) | (1 411) | (87 332) |
| Disposals | - | - | - | (1 971) | (1 971) |
| Translation differences | - | 149 | (538) | 35 | (353) |
| Reclassified to asset classified as held for sale |
- | - | - | - | - |
| Accumulated depreciation 31 | |||||
| December 2020 | - | (28 813) | (153 906) | (27 018) | (209 736) |
| Book value of assets 31 December 2020 | - | 40 233 | 128 068 | 5 316 | 173 617 |
| Book value of assets 30 June 2021 | - | 32 305 | 163 542 | 7 348 | 203 195 |
1) Equipment comprises mobile phones, tablets and other equipment where the Group is the lessor.
Note 6. Impairment
The group's assets have been assessed for impairment, and it is management's judgement that no impairment charge is necessary.
Note 7. Cash and cash equivalents
| Current assets | Q2 2021 | FY 2020 |
|---|---|---|
| Cash at bank and in hand, not included in cash pool | 154 036 | 27 203 |
| of which is restricted | 10 358 | 6 356 |
The Group has a credit facility of NOK 80 million related to the cash pool.
Note 8. Changes in Group structure and business combinations
2021
In May 2021, Techstep merged its two subsidiaries eConnectivity CC AB and Optidev Integration AB into Optidev AB.
2020
In 2020, Techstep invested NOK 73.2 million in cash (net of cash acquired NOK 61.4 million) related to the acquisition of subsidiaries and businesses (Business combinations). Furthermore, the Group issued consideration shares amounting to NOK 107.6 million in 2020. In addition, seller credits amounting to NOK 74.0 million have been recognised. All investments have been accounted for as business combinations.
Techstep acquired 100% of the shares in Optidev AB 1 October 2020. The transaction was settled partly in 19,744,177 consideration shares in Techstep ASA. At the time of completion, this corresponded to NOK 103.7 million.
On 18 December 2020 Techstep acquired 100% of the shares in eConnectivity CC AB. The transaction was settled partly in 755,958 consideration shares in Techstep ASA. At the time of completion, this corresponded to NOK 0.8 million.
Acquisition-related costs amounting to NOK 7.0 million are recognised in the consolidated income statement in the line item Other expenses.
The tables below summarise the consideration transferred, and the amounts recognised for assets acquired and liabilities assumed after the business combinations:
| Consideration and amount recognised | Optidev | eConnectivity | Total |
|---|---|---|---|
| Cash payments | 69 706 | 3 893 | 73 599 |
| Consideration shares | 103 657 | 3 893 | 107 550 |
| Seller credit | 70 092 | 3 893 | 73 985 |
| Total | 243 455 | 11 680 | 255 135 |
| Net assets | Optidev | eConnectivity | Total |
| Intangible assets | 1 829 | - | 1 829 |
| Property plant and equipment | 43 052 | 325 | 43 377 |
| Other non-current assets | 38 | - | 38 |
| Inventories | 28 753 | - | 28 753 |
| Trade and other receivables | 50 040 | 3 772 | 53 812 |
| Cash and cash equivalents | 11 110 | 299 | 11 409 |
| Deferred tax liabilities | (3 118) | - | (3 118) |
| Other non-current liabilities | (19 949) | (153) | (20 101) |
| Current liabilities | (69 487) | (3 664) | (73 151) |
| Net assets | 42 268 | 580 | 42 848 |
| Excess value | 201 187 | 11 100 | 212 287 |
| Purchase price allocation | Optidev | eConnectivity | Total |
| Technology | 17 683 | - | 17 683 |
| Customer relations | 56 379 | 5 464 | 61 843 |
| Customer contracts | 9 882 | - | 9 882 |
| Deferred tax | (19 965) | (1 126) | (21 091) |
| Goodwill | 137 208 | 6 761 | 143 969 |
| Total | 201 187 | 11 100 | 212 287 |
The goodwill of NOK 144.0 million relates to the know-how within the mobility space. The acquired companies broaden the Group's scope on Managed mobility in specific vertical segments. There are synergies with existing Group companies by cross selling of products. None of the goodwill recognised is expected to be deductible for income tax purposes. The business combinations are carried out as part of the Group's growth strategy.
The companies acquired in business combinations completed through purchase of shares have since the acquisition dates contributed NOK 70.8 million to operating revenues and NOK 4.9 million to consolidated net profit. If the acquisition date of all business combinations completed through purchase of shares was as at 1 January 2020, the operating revenues of the Group would have increased by NOK 184.0 million and the effect on the consolidated net profit would have been positive NOK 21.0 million.
Note 9. Subsequent events
Acquisition of Famoc S.A.
Techstep announced on 1 July 2021 the closing of the Acquisition and assumed 100% ownership of Famoc.
The purchase price for Famoc will partly be settled by the issuance of new Techstep shares, and the board of directors of Techstep has thus resolved to issue 3,679,211 new shares (the "Consideration Shares") to the sellers of Famoc. The Consideration Shares will be issued pursuant to the existing authorisation for the Company's board of directors to increase the share capital, as adopted at the general meeting held on 22 April 2021. Following the resolution, Techstep's new share capital is NOK 209,629,830 divided into 209,629,830 shares, each with a par value of NOK 1. The Company registered the new share capital with the Norwegian Register of Business Enterprises on 7 July 2021. The Consideration Shares are subject to a lock up, of which 1/3 of the Consideration Shares will be released every 12 months as of the date hereof.
The estimated total purchase is NOK 109.9 million, of which NOK 79.1 million will be settled by cash, NOK 19.1 million in shares and NOK 11.7 million in seller's credit. Consequently, this will increase the net interested bearing debt with an estimated NOK 90.7 million (cash reduction and seller's credit increase). The final purchase price will be determined during Q3 2021 after a closing balance sheet review.
Børge Astrup appointed as new CEO of Techstep
Børge Astrup started in the role as CEO of Techstep on 1 August 2021, replacing Jens Haviken, who has been with the company since March 2018. Jens Haviken stepped down as CEO on 2 July and CFO Marius Drefvelin acted as interim CEO until Børge Astrup took over in August.
Grant of share options to Børge Astrup
Børge Astrup was on 9 July 2021 awarded 4,500,000 share options in Techstep ASA. The share option award is subject to the approval of an extraordinary general meeting of Techstep, which is expected to be held in September 2021.
The share options vest 1/3 each year from 1 September 2024 and are fully vested on 1 September 2026. The exercise period is two years from the vesting date. The strike price is NOK 4.75, NOK 5.75 and NOK 6.75 for the respective tranches.
| Name | Position | Shares | Share options |
|---|---|---|---|
| Børge Astrup | CEO (from 1 August 2021) | 32 396 | 4 500 000 |
Alternative performance measures
Techstep Group's financial information is prepared in accordance with international financial reporting standards (IFRS). In addition, it is management's intention to provide alternative performance measures that are regularly reviewed by management to enhance the understanding of Techstep's performance, but not instead of the financial statements prepared in accordance with IFRS. The alternative performance measures presented may be determined or calculated differently by other companies. The principles for measuring the alternative performance measures are in accordance with the principles used both for segment reporting in Note 2 and internal reporting to Group Executive Management (chief operating decision makers) and are consistent with financial information used for assessing performance and allocating resources.
Gross profit
Gross profit is defined as Total revenue less Cost of goods sold.
Gross margin
Gross margin is defined as Total revenue less Cost of goods sold divided by Total revenue.
EBITDA
Earnings before interest, tax, depreciation, amortisation and impairment (EBITDA) is a key financial parameter for Techstep. This measure is useful to users of Techstep's financial information in evaluating operating profitability on a more variable cost basis as it excludes depreciation and amortisation expense related primarily to leases, capital expenditures and acquisitions that occurred in the past. The EBITDA margin presented is defined as EBITDA divided by total revenues.
Adjusted EBITDA
Adjusted Earnings before interest, tax, depreciation, amortisation and impairment (EBITDA) is based on EBITDA but adjusted for transactions of a non-recurring nature. Such non-recurring transactions include, but are not limited to restructuring costs, gains or losses related to sale of subsidiaries, acquisition-related costs and other nonrecurring income and expenses.
EBITA
Earnings before interest, tax and amortisation (EBITA) is a key financial parameter for Techstep. This measure is useful to users of Techstep's financial information in evaluating operating profitability on a more variable cost basis as it excludes depreciation related primarily to leases and capital expenditures and acquisitions that occurred in the past. The EBITA margin presented is defined as EBITA divided by total revenue.
EBIT
Earnings before interest and tax (EBIT) is useful to users with regard to Techstep's financial information in evaluating operating profitability on the cost basis as well as the historic cost related to past business combinations and capex. The EBIT margin presented is defined as EBIT divided by total revenue.
Total net operating expenses
Total net operating expenses includes the line items Cost of goods sold, Salaries and personnel costs, Other operating costs, Share of profit (loss) in joint venture, Depreciation, Amortisation, Impairment and Other income.
Hardware revenue
Hardware revenue is defined as revenue from sales of tangible goods and related discounts from suppliers and partners.
Hardware share of revenue is the hardware revenue divided by total revenues.
Solutions revenue
Solutions revenue is defined as revenue from sales of licenses, support and other non-tangible items to customers. Also included are discounts from suppliers and partners. Solutions share of revenue is the solutions revenue divided by total revenue.
Net interest-bearing debt (NIBD)
Net interest-bearing debt is non-current interest-bearing debt plus current interest-bearing liabilities less cash and cash equivalents.
Equity ratio
Equity ratio is defined as Total equity divided by total equity and liabilities.
Capital Expenditure (Capex)
Capital expenditure is the same as payment for property, plant and equipment and intangible assets.
Annual Recurring Revenue (ARR)
ARR is calculated as the revenue the following 12 months from own software as at the balance sheet date. The ARR is calculated by multiplying the number of users of own software with the price per product and in turn annualised.
| APM's in the income statement | Q2 2021 | Q2 2020 | H1 2021 | H1 2020 | FY 2020 |
|---|---|---|---|---|---|
| Total revenue | 324 737 | 238 173 | 630 667 | 530 850 | 1 142 866 |
| Cost of goods sold | (210 858) | (160 291) | (402 756) | (372 514) | (764 579) |
| Gross profit | 113 879 | 77 882 | 227 911 | 158 336 | 378 287 |
| Gross margin | 35% | 33% | 36% | 30% | 33% |
| Salaries and personnel costs | (71 654) | (45 039) | (146 247) | (94 819) | (208 243) |
| Other operational costs | (28 937) | (15 900) | (55 045) | (34 945) | (74 405) |
| Share of profit (loss) in joint ventures | - | - | - | - | - |
| Other income | - | 8 000 | - | 8 000 | 17 843 |
| Other expenses | (8 037) | (673) | (8 511) | (673) | (9 028) |
| EBITDA | 5 251 | 24 270 | 18 108 | 35 899 | 104 455 |
| Depreciation | (25 176) | (14 094) | (51 243) | (26 116) | (87 332) |
| Impairment | - | - | - | - | - |
| EBITA | (19 925) | 10 176 | (33 135) | 9 783 | 17 122 |
| Amortisation | (12 138) | (6 360) | (22 927) | (11 398) | (27 892) |
| EBIT | (32 063) | 3 816 | (56 062) | (1 615) | (10 771) |
| Adjusted EBITDA | Q2 2021 | Q2 2020 | H1 2021 | H1 2020 | FY 2020 |
|---|---|---|---|---|---|
| EBITDA | 5 251 | 24 943 | 18 108 | 35 899 | 104 455 |
| Other income | - | (8 000) | - | (8 000) | (17 843) |
| Other expense | 8 037 | 673 | 8 511 | 673 | 9 028 |
| Adjusted EBITDA | 13 288 | 17 193 | 26 619 | 28 572 | 95 640 |
| Total net operating expenses | Q2 2021 | Q2 2020 | H1 2021 | H1 2020 | FY 2020 |
| Cost of goods sold | (210 858) | (160 291) | (402 756) | (372 514) | (764 579) |
| Salaries and personnel costs | (71 654) | (45 039) | (146 247) | (94 819) | (208 243) |
| Other operational costs | (28 937) | (15 900) | (55 045) | (34 945) | (74 405) |
| Share of profit (loss) in joint ventures | - | - | - | - | (162) |
| Depreciation | (25 176) | (14 094) | (51 243) | (26 116) | (87 332) |
| Amortisation | (12 138) | (6 360) | (22 927) | (11 398) | (27 892) |
| Impairment | - | - | - | - | - |
| Other expenses | (8 037) | (673) | (8 511) | (673) | (9 028) |
| Total net operating expenses | (356 800) | (242 357) | (686 729) | (540 465) | (1 171 479) |
| Revenue splits | Q2 2021 | Q2 2020 | H1 2021 | H1 2020 | FY 2020 |
| Revenue | 324 737 | 238 173 | 630 667 | 530 850 | 1 142 866 |
| Hardware revenue | 238 428 | 184 723 | 467 347 | 404 420 | 867 244 |
| Solutions revenue | 86 309 | 53 450 | 163 320 | 126 430 | 275 622 |
| Hardware share of revenue | 73% | 78% | 74% | 76% | 76% |
| Solutions share of revenue | 27% | 22% | 26% | 24% | 24% |
| NIBD Q2 2021 |
FY 2020 |
|---|---|
| Cash and cash equivalents 154 036 |
27 203 |
| Non-current interest-bearing borrowings 123 664 |
108 539 |
| Current interest-bearing borrowings 94 702 |
85 502 |
| NIBD (64 330) |
166 838 |
| Equity ratio Q2 2021 |
FY 2020 |
| Total equity 605 612 |
563 451 |
| Total equity and liabilities 1 300 523 |
1 199 131 |
| Equity ratio 47% |
47% |
| ARR Q2 2021 |
FY 2020 |
| Number of users (1 000) 251 |
249 |
| Average price own software 256 |
254 |
| ARR (1 000) 64 303 |
63 329 |
Responsibility statement
Oslo, 18 August 2021
From the Board of Directors and CEO of Techstep ASA
We confirm, to the best of our knowledge, that the condensed set of financial statements for the period 1 January to 30 June 2021 has been prepared in accordance with IAS 34 – Interim Financial Reporting and gives a true and fair view of the (Company's and) 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 party transactions.
Jens Rugseth Chairman
Ingrid Leisner Board member
Anders Brandt Board member
Melissa Mulholland Board member
Børge Astrup CEO
TECHSTEP ASA
Brynsalléen 4 0667 Oslo, Norway +47 915 233 37