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Techstep ASA — Interim / Quarterly Report 2020
Feb 12, 2021
3770_rns_2021-02-12_09a5eb1d-c4d4-4e47-ace9-dc8631d35172.pdf
Interim / Quarterly Report
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Interim report Q4 2020
Highlights Q4 and FY 2020
- ● Execution of growth strategy and successful acquisitions drive financial results
- ● Stable full-year 2020 revenues of NOK 1 143 million explained by business model transition from lower margin hardware sales to higher margin services
- ● Gross profit of NOK 149 million in the quarter and NOK 378 million for the full year, compared with NOK 75 million in the fourth quarter and NOK 279 million for the full year 2019
- ● EBITDA adjusted increased to NOK 51 million in the quarter and NOK 96 million for the full year, compared with NOK 7.5 million in the fourth quarter and NOK 29 million for the full year 2019
- ● ARR increased to NOK 63 million, including ARR from newly acquired Optidev of NOK 24 million, up from NOK 37 million in the fourth quarter 2019
- ● Signed three new contracts for Techstep's software-based managed mobility service 'Flow', with an estimated value of NOK 25 million and 3,500 users
CEO comment
2020 was both transformative and a strong year for Techstep, despite the challenges the pandemic presented to us all. We delivered on our growth strategy with sharp focus on helping customers adopt our Managed Mobility Services (MMS) offering, as well as acquisitions and Nordic expansion. Moving into 2021, our team and market position are even stronger with two new great companies being integrated into Techstep. Being well positioned in an MMS market that is expected to experience strong growth, we are excited about the many opportunities ahead" said Jens Haviken, Techstep CEO.
"The months that have passed since the pandemic broke out, have indeed shown us what a workforce can achieve even when outside the normal office environment. But it has shown us even more what is possible to achieve with mobile technology for that large part of the workforce that don't have an office - the deskless worker. Techstep is purpose-built to service the mobility needs of enterprises and their workforce, regardless of how and where their employees work.
At the same time, Managed Mobility Services (MMS) is a market in its early stages. And while we are positioned for leadership in the Nordic region, we continuously need to educate our customers and the market, as well as relentlessly making sure that our solutions deliver great customer, employee and end-user experiences. In short, we need to ensure that our solutions are easy to use and delivers clarity in an otherwise complex digital reality.
We want to help enterprises and the Nordic workforce experience great MMS-solutions, and our ambition is to manage more than 1 million devices by 2025. With more devices under management, we can drive our value creation further by adding services and solutions. Techstep's MMS-offering is based on a service stack that can be combined into bundled solutions, and we will grow gross profit by ensuring that existing, and new customers, adopt this MMS-offering. In addition, we aim to add further customer value through the sale of new services.
We are confident that our mobility services and MMS-solutions will be increasingly adopted across the Nordics, because we have clear and very strong value propositions to our customers: Helping enterprises reduce cost, increase productivity, transform employee capabilities and enhance their
engagement, driving business value and revenue growth, while at the same time delivering on their ESG goals.
Providing Managed Mobility Services that benefit workers, enterprises, society and our planet, energizes Techstep's team of 300 dedicated mobility experts every day, and we are highly motivated to continue delivering on our growth journey and create stakeholder value in the years to come", Jens Haviken adds.
About Techstep
Techstep is purpose-built to become a leading Managed Mobility Services provider in the Nordics. Techstep combines device management, software, hardware and connectivity into a managed service. This enables enterprises and their employees to do their work across mobile devices and locations, with a high degree of security and operational stability. Techstep has 290 employees based in Norway, Sweden and Denmark, serving 550+ enterprise customers across various industries in the private and public sectors. The company is listed on the Oslo Stock Exchange. For more information, see www.techstepasa.no.
Key Figures
| (amounts in NOK 1 000) | Q4 2020 | Q4 2019 | FY 2020 | FY 2019 |
|---|---|---|---|---|
| Revenues | 399 284 | 334 724 | 1 142 866 | 1 132 059 |
| Annual Recurring Revenue (ARR) | 63 329 | 36 632 | 63 329 | 36 632 |
| Gross profit | 148 504 | 75 227 | 378 287 | 279 338 |
| EBITDA adjusted | 50 598 | 7 533 | 95 640 | 29 007 |
| EBITDA | 54 615 | 5 566 | 104 455 | 27 040 |
| EBITA | 14 048 | 949 | 17 122 | (58 174) |
| EBIT | 3 580 | (4 771) | (10 771) | (80 191) |
| Net profit (loss) for the period | (10 884) | 11 409 | (23 557) | (64 329) |
| EBITDA adj. margin (%) | 12.7 % | 2.3 % | 8.4 % | 2.6 % |
| EBITDA rep. margin (%) | 13.7 % | 1.7 % | 9.1 % | 2.4 % |
| EBITA margin (%) | 3.5 % | 0.3 % | 1.5 % | (5.1 %) |
| EBIT margin (%) | 0.9 % | (1.4 %) | (0.9 %) | (7.1 %) |
| Net profit (loss) for the period (%) | (2.7 %) | 3.4 % | (2.1 %) | (5.7 %) |
| Cash | 27 203 | 44 588 | 27 203 | 44 588 |
| Net interest-bearing debt | 166 838 | 1 996 | 166 838 | 1 996 |
| Capex | 43 599 | 19 845 | 130 036 | 33 610 |
EBITDA adjusted excludes non-recurring items such as M&A related costs of NOK 1 million and an earn-out reversal (other income) of NOK 4.9 million.
The 2020 financial statements include the full consolidation effect of the leasing portfolio from Techstep Finance and the Optidev acquisition. The effect in Q4 2020 of Techstep Finance is an increase of NOK 41.2 million on revenue, an increase of NOK 38.1 million on gross profit and EBITDA and an increase of NOK 33.0 million in depreciation.
The effect in Q4 2020 of Optidev is NOK 70.8 million in revenue, NOK 36.0 million in gross profit and 16.0 million in EBITDA.
Operational review
Main developments
In the fourth quarter, Techstep continued its organic development through a strong anchored strategy of building a leading Managed Mobility Services (MMS) provider in the Nordic region. Techstep's MMS offering is a result of developments of high-margin software and a service stack bundle that combines market leading IP, software and mobility expertise. The MMS solution includes a recurring services bundle, and the service stack's key components comprise of Advisory Services, Platform Management and Asset Management.
Techstep continued its operational progress in the quarter with strong delivery on operational goals. The company signed three large 'Flow' contracts with a total estimated value of NOK 25 million, for a total of 3,500 new managed devices. Techstep will report on the total number of managed devices for the Group from 2021 onwards.
Techstep also strengthened its goal of building a leading MMS provider in the Nordics through growth and geographically driven acquisitions; first through the acquisition of Optidev AB, and then through Optidev's acquisition of eConnectivity CC AB. Both were completed in the fourth quarter. The acquisitions enhance Techstep's service and advisory capabilities especially for the Enterprise market, which are important parts of the company's services stack and end-to-end bundled solutions.
Optidev is a developer and provider of enterprise mobility software and solutions, predominantly to customers in the transportation, logistics and public safety sectors in Scandinavia. eConnectivity is a specialized developer and provider of enterprise strategic services related to mobility and digitalisation. The acquisitions complement Techstep's offering in the growing Nordic MMS market.
Market conditions are still impacted by the Covid-19 pandemic and subsequent lockdown, resulting in longer lead times on sales and implementation processes for some of Techstep's customers.
Strong transition towards making work mobile by investing in own software and IP
Techstep has over the last quarter increased its service stack offering and strengthening its everything as-a-service bundle by providing advisory services, platform management and asset management.
The Advisory Services consist of a highly experienced team that helps customers enable the power of the Asset and Platform Management services, in addition to ongoing support. Platform Management is made up of services designed to manage all types of mobile devices at enterprise level. These services manage user profiles, apps, OS updates and security. Asset Management provides services tied to the lifecycle of each individual device, comprising of Techstep's software solution 'Origo Business Cloud' and the as-a-service concept, 'Flow'.
'Flow' is one of Techstep's bundles of managed mobility services consisting of hardware, software and services. 'Flow' consists of a mobile device, Origo software, device lifecycle management, service, support and financing. Origo is Techstep's proprietary software-as-aservice solution, and a core value driver going forward. Techstep Finance is Techstep's own leasing solution that adds customer benefits like lower total cost of ownership and a residual value at the end of the leasing period.
The Optidev TrueMobile platform is a cloudbased mobile software solution. Through apps it creates traceability of work performed by
deskless workers, for example tracking goods in supply chains, picking orders in warehouses, controlling tickets or documenting service done by field-service-technicians. 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 such as transport planning and order handling. The solution includes a powerful integration platform enabling integrations with the clients' business systems.
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.
In line with Techstep's growth strategy, the company concluded the acquisition of Optidev AB for SEK 200 million on 1 October and eConnectivity CC AB for SEK 11 million on 18 December 2020.
eConnectivity is a specialized developer and provider of enterprise strategic services related to mobility and digitalisation. eConnectivity offers solutions within SAP mobility, project management, enterprise app development, and mobility business analysis. The company's six mobility experts provide services to large enterprises such as SKF, Volvo Cars and City of Gothenburg.
The combined company will be a leading IP, software and mobility expertise provider of deskless technology in the Nordics, designed to make work mobile and to help companies enhance their capabilities through mobile digital transformation. In the fourth quarter Techstep has strengthen its position in Norway and Sweden and grown its presence in Denmark.
Techstep will continue to pursue organic growth and M&A to further strengthen and expand its MMS offering in the Nordic region.
Increasing sales activity
During the fourth quarter Techstep signed three new 'Flow' agreements with a potential value of NOK 25 million and 3,500 new users.
Since 'Flow' was launched in late 2019, Techstep has signed a total of 24 customers with a total value potential of NOK 116 million.
The acquisition of Optidev has had a substantial positive effect on sales activity. Optidev contributed with NOK 71 million in revenue and NOK 24 million in ARR in the fourth quarter of 2020.
Techstep sees a solid pipeline for 'Flow', 'Origo' and 'TrueMobile' offerings going into 2021.
Recurring revenue base
Techstep's annual recurring revenue base (ARR1 ) was NOK 63 million per fourth quarter 2020 including Optidev. Techstep's recurring revenue relates to the sale of own software with ~98% 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 ~43,000 at the end of the year, up from ~27,000 users at year-end 2019.
1 *Refer to alternative performance measures
Financial review
The interim financial information has not been subject to audit or review.
Techstep ASA acquired Optidev 1 October 2020, and Optidev was included in the Techstep group consolidated financial statements from this date. Techstep ASA acquired eConnectivity 18 December 2020 and eConnectivity was included in the Techstep Group financial statements from this date.
Profit and loss fourth quarter 2020
Techstep generated total revenue of NOK 399.3 million in the fourth quarter of 2020, up from NOK 334.7 million in the corresponding quarter last year. The increase is primarily due to higher hardware volumes and advisory activities as well as Optidev being consolidated in Techstep's Q4 reporting.
Own Software accounted for NOK 14.5 million (NOK 8.8 million), whereas leasing revenue accounted for NOK 54.2 million (NOK 1.8 million). Advisory & Services amounted to NOK 80.7 million (NOK 48.1) and related commissions were NOK 8.0 million in the fourth quarter (NOK 8.9). Hardware sales (excluding leasing) remain the largest revenue generator with NOK 241.1 million (NOK 267.0 million).
Gross profit increased by 97.4% year-over-year to NOK 148.5 million. Gross margin for the quarter thus increased to 37.2%, from 22.5% in the corresponding quarter of 2019. In addition, there was an increased demand for Advisory & Services, an important driver for gross profit alongside Own Software going forward.
Salaries and personnel costs increased by 49% year-on-year to NOK 71.8 million (NOK 48.3 million), included option costs of NOK 0.7 million (NOK 0.5 million) in the fourth quarter of 2020, reflecting a higher headcount due to Techstep Finance and Optidev acquisitions.
Other operational costs were NOK 26.0 million in the fourth quarter 2020, up from NOK 19.2 million in the same quarter of 2019.
EBITDA amounted to NOK 54.6 million in the fourth quarter of 2020, compared to NOK 5.6
million in the same quarter last year. The EBITDA in the quarter includes other expenses related to M&A costs of NOK 1.0 million and other income of NOK 5.0 million, mainly related to an earn-out reversal of NOK 4.9 million from the acquisition of Wizor AS in 2018.
Adjusted EBITDA margin increased to 12.7% from 2.3% in the corresponding quarter last year, which reflects the improved gross profit in the quarter.
Operating profit (EBIT) came to NOK 3.6 million in the fourth quarter of 2020. This compares to an operating loss (EBIT) of NOK 4.8 million for the fourth quarter of 2019.
Tax expense in the quarter relates primarily to the Swedish companies, with the full year effect of Optidev being the main contributor.
Net loss in the fourth quarter of 2020 amounted to NOK 10.9 million, compared to a net profit of NOK 11.4 million in the fourth quarter of 2019.
Profit and loss full-year 2020
Techstep had total revenue of NOK 1,142.9 million in 2020, gross profit of NOK 378.3 million and EBITDA of NOK 104.5 million. Optidev was included in the Q4 reporting and had a positive impact on revenue of NOK 70.8 million, gross profit of NOK 36.0 million and EBITDA of NOK 16.0 million for the full year. Total revenues for 2019 were NOK 1,132.0 million, while gross profit was NOK 279.3 and EBITDA was NOK 27.0 million.
Total net operating expenses were NOK 1,171.5 million for 2020, compared with NOK 1,212.3 million the previous year. The ordinary operating loss (EBIT) amounted to NOK 10.8
million, compared to an operating loss of NOK 80.2 million in 2019, which included NOK 70 million in impairment of goodwill.
The net loss for 2020 was NOK 23.6 million, compared to a net loss of NOK 64.3 million in 2019.
Financial position
As at 31 December 2020, total assets were NOK 1,199.1 million, compared with NOK 817.2 million as at 31 December 2019.
Intangible assets account for NOK 733.3 million. Intangible assets include goodwill of NOK 571.4 million and customer relations and technology of NOK 161.9 million.
Total tangible assets were NOK 173.6 million as at 31 December 2020 including NOK 133,4 million in hardware leased out to customers and NOK 40.2 million in premises and leased assets.
Total inventories and receivables were NOK 264.8 million as at 31 December 2020. The increase from NOK 175.3 million at the end of the preceding year reflects an increase of NOK 31.4 million in inventories, NOK 40,6 million in accounts receivables and NOK 17.5 million in other receivables.
Total equity at the end of the fourth quarter was NOK 563.5 million (NOK 455.9 million), corresponding to an equity ratio of 47% (56%).
Non-current interest-bearing debt of NOK 108.5 million (NOK 0.2 million) includes an acquisition loan of NOK 50.0 million and seller's credits of NOK 50.8 million. Other non-current debt of NOK 54.5 million mostly relates to leasing commitments of NOK 26.3 million and a buyback obligation for leased hardware of NOK 25.3 million.
Current interest-bearing liabilities amounted to NOK 85.5 million. This includes net bank overdraft accounts of NOK 43.3 million, as well as short-term seller's credit of NOK 24.1 million and short-term part of the acquisition loan of NOK 13.3 million.
Other current liabilities of NOK 166.0 million 31 December 2020 mainly include payables to employees NOK 39.8 million, deferred revenue of NOK 78.8 million, leasing commitments of NOK 14.1 million and a buy-back obligation for leased hardware of NOK 1.9 million.
Net interest-bearing debt was NOK 166.8 million at the end of the fourth quarter 2020, compared to NOK 2 million at the end of the preceding year. The increase is mainly due to interest-bearing debt from the Optidev acquisition.
Cash flow fourth quarter 2020
Net cash inflow from operating activities was NOK 48.8 million in the fourth quarter of 2020 and includes a negative effect of NOK 21.7 million from increased net operating working capital, mainly due to inventory increase and pre-payments from customers in Optidev.
Net cash flow used for investment activities was a negative NOK 105.0 million. This is largely due to acquisition expenditure of NOK 61.4 million net of cash acquired, as well as capital expenditures mostly related to leased out hardware of NOK 35.8. Techstep also invested NOK 7.8 million in own software and IT development in the quarter.
Net cash flow from financing activities was negative at NOK 12.9 million in the fourth quarter 2020. This includes lease repayments of NOK 7.6 million and repayment of bank loans of NOK 5.4 million. Cash and cash equivalents decreased by NOK 69.1 million in the fourth quarter to negative NOK 15.9 million. Refer to note 7.
Outlook
Techstep is transitioning from a hardware supplier to an IP and software purpose-driven MMS provider. Techstep combines device management, software, hardware and connectivity into a managed service. The company will continue to invest in own software as well as pursue M&A opportunities to further expand its Nordic position and its MMS offering.
The recent acquisitions of the enterprise mobility service provider Optidev and eConnectivity will strengthen Techstep's position in the MMS segment, one of the fastest growing segments in the global telecom and ITservices industry.
Techstep targets to close 30 new MMS contracts as well as increase the number of Origo business cloud users with 100% in the medium term. Moreover, the expected gross profit growth is 20-25% and EBITDA to gross profit conversion is 20-25% in the same period. Development capex is expected to be NOK 30- 35 million medium term.
Medium term outlook is influenced by long term ambitions to drive growth in managed devices and gross profit per device. Techstep will achieve long term ambition through valuecreation for existing and new customers by offering tailormade requiring bundled MMS solutions, as well as by continuously adding new services.
Consolidated income statement
| Note (amounts in NOK 1 000) |
Q4 2020 | Q4 2019 | FY 2020 | FY 2019 |
|---|---|---|---|---|
| 2, 3 Revenue |
398 364 | 334 898 | 1 138 943 | 1 127 763 |
| Other revenue | 919 | (174) | 3 923 | 4 296 |
| Total revenues | 399 284 | 334 724 | 1 142 866 | 1 132 059 |
| Cost of goods sold | (250 779) | (259 498) | (764 579) | (852 722) |
| Salaries and personnel costs | (71 845) | (48 331) | (208 243) | (187 994) |
| Other operational costs | (26 062) | (19 201) | (74 405) | (63 396) |
| Share of profit (loss) in joint ventures | - | (162) | - | 1 059 |
| 5 Depreciation |
(40 567) | (4 618) | (87 332) | (15 214) |
| Amortisation | (10 469) | (5 719) | (27 892) | (22 018) |
| Impairment | - | - | - | (70 000) |
| Other income | 5 048 | - | 17 843 | - |
| Other expenses | (1 031) | (1 967) | (9 028) | (1 967) |
| Operating profit (loss) | 3 580 | (4 770) | (10 770) | (80 192) |
| Remeasurement on equity interests | - | 18 206 | - | 18 206 |
| Financial income | 460 | 1 726 | 5 760 | 5 546 |
| Financial expense | (2 443) | (1 951) | (11 822) | (5 948) |
| Profit before taxes | 1 596 | 13 211 | (16 832) | (62 388) |
| Income taxes | (12 480) | (1 802) | (6 725) | (1 941) |
| Net profit (loss) for the period | (10 884) | 11 409 | (23 557) | (64 329) |
| Net income attributable to | ||||
| Non-controlling interests | 1 075 | (1) | 1 188 | (1) |
| Shareholders of Techstep ASA | (11 960) | 11 410 | (24 746) | (64 328) |
| Earnings per share in NOK: | ||||
| Basic | (0.07) | 0.07 | (0.15) | (0.40) |
| Diluted | (0.07) | 0.07 | (0.13) | (0.40) |
Consolidated statement of comprehensive income
| (amounts in NOK 1 000) | Note | Q4 2020 | Q4 2019 | FY 2020 | FY 2019 |
|---|---|---|---|---|---|
| Net profit (loss) for the period | (10 884) | 11 409 | (23 557) | (64 329) | |
| Items that may be reclassified to profit and loss | |||||
| Exchange differences on translating foreign operations | 3 844 | 1 483 | 22 346 | (7 613) | |
| Income tax related to these items | 2 623 | (415) | (730) | 923 | |
| Total comprehensive income | (4 417) | 12 477 | (1 941) | (71 019) | |
| Total comprehensive income attributable to | |||||
| Non-controlling interests | 1 075 | (1) | 1 188 | - | |
| Shareholders of Techstep ASA | (5 492) | 12 477 | (3 130) | (71 019) |
Consolidated statement of financial position
| (amounts in NOK 1 000) | |||
|---|---|---|---|
| ASSETS | Note | Q4 2020 | 2019 |
| Non-current assets | |||
| Goodwill | 6, 8 | 571 372 | 418 385 |
| Customer relations and technology | 8 | 161 892 | 61 901 |
| Total intangible assets | 733 263 | 480 285 | |
| Right-of-use assets | 5 | 40 233 | 36 590 |
| Property, plant and equipment | 5 | 133 384 | 75 197 |
| Total tangible assets | 173 617 | 111 787 | |
| Shares and investments | 44 | 44 | |
| Other non-current assets | 169 | 181 | |
| Total financial assets | 213 | 225 | |
| Total non-current assets | 907 093 | 592 298 | |
| Inventories | 43 258 | 11 828 | |
| Accounts receivable | 187 983 | 147 411 | |
| Other receivables | 33 594 | 16 104 | |
| Total inventories and receivables | 264 836 | 175 343 | |
| Cash and cash equivalents | 7 | 27 203 | 44 588 |
| Assets classified as held for sale | - | 4 962 | |
| Total current assets | 292 039 | 224 893 | |
| Total assets | 1 199 131 | 817 191 | |
| EQUITY AND LIABILITIES | Note | Q4 2020 | 2019 |
| Share capital | 4 | 183 295 | 162 795 |
| Other equity | 379 272 | 293 478 | |
| Total equity attributable to the owners of Techstep ASA | 4 | 562 568 | 456 273 |
| Non-controlling interests | 884 | (304) | |
| Total equity | 563 451 | 455 970 | |
| Deferred tax | 27 659 | 4 483 | |
| Non-current interest-bearing debt | 8 | 108 539 | 162 |
| Other non-current debt | 54 488 | 47 688 | |
| Total non-current debt | 190 686 | 52 333 | |
| Current interest-bearing liabilities | 7 | 85 502 | 46 423 |
| Accounts payable | 154 442 | 122 328 | |
| Tax payable | (750) | 936 | |
| Public taxes, provisions | 39 756 | 22 381 | |
| Other current liabilities | 166 044 | 116 820 | |
| Total current debt | 444 994 | 308 888 | |
| Total liabilities | 635 680 1 199 131 |
361 221 817 191 |
Consolidated statement of changes in equity
| Share | Other paid-in |
Other | Reval. | Minority | Total equity |
||
|---|---|---|---|---|---|---|---|
| (amounts in NOK 1 000) | capital | capital | equity | reserve | SUM | interest | capital |
| Equity as at 1 January 2019 | 159 057 | 497 096 | (143 670) | 1 296 | 513 780 | - | 513 780 |
| Profit for the period | - | - | (64 328) | - | (64 328) | (1) | (64 329) |
| Other comprehensive income | - | - | - | (6 690) | (6 690) | - | (6 690) |
| Total comprehensive income for | |||||||
| the period | - | - | (64 328) | (6 690) | (71 018) | (1) | (71 019) |
| Transactions with owners in their capacity as owners: |
|||||||
| Issue of ordinary shares as | |||||||
| consideration for a business | |||||||
| combination, net of transaction costs | |||||||
| and tax | 3 738 | 7 178 | - | - | 10 916 | (305) | 10 611 |
| Share-based payments | - | - | 2 597 | - | 2 597 | - | 2 597 |
| Equity as at 31 December 2019 | 162 795 | 504 273 | (205 402) | (5 394) | 456 273 | (304) | 455 970 |
| 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 |
Consolidated statement of cash flow
| (amounts in NOK 1 000) | Note | Q4 2020 | Q4 2019 | FY 2020 | FY 2019 |
|---|---|---|---|---|---|
| Profit before tax | 1 596 | 13 211 | (16 832) | (62 388) | |
| Profit from joint venture | - | 162 | - | (1 059) | |
| Depreciation equipment and other fixed assets | 5 | 35 139 | 10 336 | 72 590 | 4 281 |
| Depreciation right-of-use assets | 5 | 5 429 | - | 14 743 | 10 933 |
| Amortisation | 10 469 | - | 27 892 | 22 018 | |
| Share-based payments | 675 | 535 | 1 834 | 2 597 | |
| Dividend and other reclassified to investment | - | - | (8 000) | (2 103) | |
| activities | |||||
| Gain from sale of property plant and equipment reclassified to investment activities |
- | - | (4 795) | - | |
| Impairment | - | - | - | 70 000 | |
| Remeasurement of contingent liability | 4 859 | - | 4 859 | ||
| Remeasurement of equity interest | - | (18 206) | - | (18 206) | |
| Net exchange differences | 1 056 | 1 072 | 923 | 1 451 | |
| Taxes paid | (2 664) | (801) | (5 514) | (2 508) | |
| Changes in net operating working capital core | (21 747) | 8 120 | (30 107) | 2 681 | |
| Changes in other net operation working capital | 14 038 | 18 920 | 13 528 | 23 382 | |
| Net cash flow from operational activities | 48 849 | 33 340 | 71 120 | 51 079 | |
| Payment for acquisition of subsidiaries net of | 8 | (61 414) | 5 184 | (61 414) | 5 184 |
| cash acquired | |||||
| Payment for equipment and other fixed assets | (35 787) | (19 845) | (108 650) | (16 221) | |
| Payment for intangible assets | (7 812) | - | (21 386) | (17 389) | |
| Repayment of invested capital | - | - | - | 8 073 | |
| Proceeds from dividends received | - | - | - | 2 094 | |
| Proceeds from sale of property, plant and | - | - | 13 089 | - | |
| equipment | |||||
| Proceeds from sale of business | - | - | 8 000 | - | |
| Net cash used on investment activities | (105 014) | (14 661) | (170 361) | (18 259) | |
| Proceeds from borrowings | - | - | 66 665 | - | |
| Repayment of borrowings | (5 366) | (84) | (12 686) | - | |
| Lease repayments | (7 552) | (3 993) | (17 459) | (15 350) | |
| Net exchange differences finance | - | 2 990 | - | (12 145) | |
| Net cash flow from financing activities | (12 918) | (1 088) | 36 520 | (27 494) | |
| Net change in cash and cash equivalents | (69 083) | 17 592 | (62 721) | 5 326 | |
| Cash and cash equivalents at beginning of | 54 920 | 26 694 | 44 588 | 39 716 | |
| period | |||||
| Effects of exchange rate changes on cash and | (1 733) | 305 | 2 236 | (453) | |
| cash equivalents Cash and cash equivalents at end of period |
7 | (15 896) | 44 588 | (15 896) | 44 588 |
*Refer to note 7
Notes to the consolidated financial statements
1. Accounting principles
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.
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 2019. 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 2019. 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 specialized developer and provider of enterprise strategic services related to mobility and digitalization.
4) Headquarters and other:
• Techstep ASA, Techstep Nordic AS and Techstep Holding AB.
| HQ and | Elim | |||||
|---|---|---|---|---|---|---|
| Q4 2020 | Norway | Sweden | Optidev | other | inations | Total |
| Operating revenues from | ||||||
| external customers | 235 197 | 93 148 | 70 692 | 247 | - | 399 284 |
| Operating revenues from other | ||||||
| segments | 3 251 | 931 | 112 | 7 382 | (11 677) | - |
| Operating revenues | 238 448 | 94 079 | 70 805 | 7 628 | (11 677) | 399 284 |
| Cost of goods sold | (152 501) | (65 106) | (34 788) | 283 | 1 333 | (250 779) |
| Salaries and personnel costs | (33 909) | (15 138) | (15 716) | (8 182) | 1 100 | (71 845) |
| Other operational costs | (13 005) | (6 856) | (4 324) | 12 738 | (14 615) | (26 062) |
| Share of profit (loss) of joint venture | - | - | - | - | - | - |
| Depreciation | (26 245) | (6 072) | (5 990) | (2 260) | - | (40 567) |
| Amortisation | 2 128 | (1 991) | (4 161) | (6 445) | - | (10 469) |
| Impairment | - | - | - | - | - | - |
| Other income | 150 | 40 | - | 4 859 | - | 5 048 |
| Other expenses | - | - | - | (1 031) | - | (1 031) |
| Operating profit (loss) | 15 066 | (1 043) | 5 826 | 7 589 | (23 859) | 3 580 |
| Employees 31 December 2020 | 124 | 56 | 84 | 19 | 283 |
| HQ and | Elim | |||||
|---|---|---|---|---|---|---|
| Q4 2019 | Norway | Sweden | Optidev | other | inations | Total |
| Operating revenues from external | ||||||
| customers | 246 665 | 88 059 | - | - | - | 334 725 |
| Operating revenues from other | ||||||
| segments | 1 721 | 598 | - | 7 184 | (9 503) | - |
| Operating revenues | 248 386 | 88 657 | - | 7 185 | (9 503) | 334 725 |
| Cost of goods sold | (194 387) | (66 890) | - | (25) | 1 804 | (259 498) |
| Salaries and personnel costs | (29 313) | (11 551) | - | (7 670) | 204 | (48 331) |
| Other operational costs | (15 900) | (4 381) | - | (5 641) | 6 721 | (19 201) |
| Share of profit (loss) of joint venture | - | - | - | (162) | - | (162) |
| Depreciation | (1 996) | (654) | - | (1 968) | - | (4 618) |
| Amortisation | (4 982) | (1 800) | - | 1 063 | - | (5 719) |
| Impairment | - | - | - | - | - | - |
| Other income | - | - | - | - | - | - |
| Other expenses | - | - | - | (1 967) | - | (1 967) |
| Operating profit (loss) | 1 807 | 3 382 | - | (9 185) | (774) | (4 770) |
| Employees 31 December 2019 | 134 | 59 | 18 | 211 |
| 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) |
| HQ and | |||||
|---|---|---|---|---|---|
| FY 2019 | Norway | Sweden | Optidev other |
Eliminations | Total |
| Operating revenues from | |||||
| external customers | 824 119 | 307 940 | - | - | 1 132 059 |
| Operating revenues from | |||||
| other segments | 6 057 | 3 172 | 22 567 | (31 796) | - |
| Operating revenues | 830 176 | 311 112 | 22 567 | (31 796) | 1 132 059 |
| Cost of goods sold | (622 397) | (238 273) | (35) | 7 984 | (852 722) |
| Salaries and personnel costs | (114 929) | (42 444) | (31 587) | 965 | (187 994) |
| Other operational costs | (55 118) | (12 888) | (18 577) | 23 187 | (63 396) |
| Share of profit (loss) of joint | |||||
| venture | - | - | 1 059 | - | 1 059 |
| Depreciation | (7 094) | (2 600) | (5 519) | - | (15 214) |
| Amortisation | (13 298) | (7 068) | (1 653) | - | (22 018) |
| Impairment | (70 000) | - | - | - | (70 000) |
| Other income | - | - | - | - | - |
| Other expenses | - | - | (1 967) | - | (1 967) |
| Operating profit (loss) | (52 660) | 7 839 | (35 712) | 340 | (80 192) |
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 | ||||||
|---|---|---|---|---|---|---|
| Q4 2020 | Norway | Sweden | Optidev | other | Eliminations | Group |
| Total revenues | 238 448 | 94 079 | 70 805 | 7 628 | (11 677) | 399 284 |
| Hardware | ||||||
| Hardware revenues | 146 521 | 61 298 | 24 662 | - | (626) | 231 855 |
| Leasing | 38 193 | 5 128 | 10 883 | - | - | 54 203 |
| Bonus | 9 062 | 188 | - | - | - | 9 250 |
| Total | 193 775 | 66 615 | 35 544 | - | (626) | 295 309 |
| Solutions | ||||||
| Advisory & Services | 30 158 | 24 256 | 29 867 | - | (3 557) | 80 723 |
| Own Software | 9 518 | - | 4 956 | - | - | 14 473 |
| Commission | 4 655 | 3 317 | - | - | - | 7 972 |
| Total | 44 330 | 27 573 | 34 823 | - | (3 557) | 103 168 |
| Other revenues | ||||||
| Other | 343 | (108) | 438 | 7 628 | (7 494) | 807 |
| Total | 343 | (108) | 438 | 7 628 | (7 494) | 807 |
| Headquarter | |||||
|---|---|---|---|---|---|
| Q4 2019 | Norway | Sweden | Optidev and other |
Eliminations | Group |
| Total revenues | 248 386 | 88 657 | 7 185 | (9 503) | 334 725 |
| Hardware | |||||
| Hardware revenues | 194 285 | 64 367 | - | (891) | 257 761 |
| Leasing | 1 540 | 263 | - | - | 1 804 |
| Bonus | 9 363 | 69 | - | - | 9 432 |
| Total | 205 189 | 64 699 | - | (891) | 268 997 |
| Solutions | |||||
| Advisory & Services | 27 516 | 22 110 | - | (1 427) | 48 199 |
| Own Software | 8 825 | - | - | - | 8 825 |
| Commission | 6 776 | 2 103 | - | - | 8 878 |
| Total | 43 117 | 24 212 | - | (1 427) | 65 902 |
| Other revenues | |||||
| Other | 80 | (254) | 7 185 | (7 184) | (174) |
| Total | 80 | (254) | 7 185 | (7 184) | (174) |
| 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 |
| Bonus | 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 |
| HQ and | ||||||
|---|---|---|---|---|---|---|
| FY 2019 | Norway | Sweden | Optidev | other | Eliminations | Group |
| Total revenues | 830 176 | 311 112 | 22 567 | (31 796) | 1 132 059 | |
| Hardware | ||||||
| Hardware revenues | 605 596 | 203 723 | - | (5 266) | 804 053 | |
| Leasing | 1 540 | 263 | - | - | 1 804 | |
| Bonus | 28 380 | 2 807 | - | - | 31 187 | |
| Total | 635 517 | 206 793 | - | (5 266) | 837 044 | |
| Solutions | ||||||
| Advisory & Services | 121 390 | 95 765 | - | (3 963) | 213 192 | |
| Own Software | 34 361 | - | - | - | 34 361 | |
| Commission | 34 388 | 8 780 | - | - | 43 167 | |
| Total | 190 139 | 104 544 | - | (3 963) | 290 720 | |
| Other revenues | ||||||
| Other | 4 521 | (225) | 22 567 | (22 567) | 4 296 | |
| Total | 4 521 | (225) | 22 567 | (22 567) | 4 296 |
Note 4: Share capital and shareholders
The company's share capital as at 31 December 2020 was NOK 183,295,472 consisting of 183,295,472 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 31 December 2020 were as follows:
| Shareholder | # of shares | Ownership % |
|---|---|---|
| DATUM AS | 32 317 975 | 17.63% |
| MIDDELBORG INVEST AS | 30 617 764 | 16.70% |
| KARBON INVEST AS | 19 448 795 | 10.61% |
| SWEDBANK AB | 19 000 430 | 10.37% |
| TIGERSTADEN AS | 5 000 000 | 2.73% |
| CIPRIANO AS | 4 968 835 | 2.71% |
| VERDIPAPIRFONDET DNB SMB | 4 206 320 | 2.29% |
| ZONO HOLDING AS | 4 000 007 | 2.18% |
| TVENGE | 3 800 000 | 2.07% |
| BRIDGE CAPITAL AS | 3 738 317 | 2.04% |
| SÅ&HØSTE AS | 2 925 936 | 1.60% |
| NORDHOLMEN AS | 2 206 512 | 1.20% |
| ADRIAN AS | 2 038 851 | 1.11% |
| SKANDINAVISKA ENSKILDA BANKEN AB | 1 969 703 | 1.07% |
| PIKA HOLDING AS | 1 956 512 | 1.07% |
| NORDIALOG ENSJØ AS | 1 946 253 | 1.06% |
| UNIFIED AS | 1 849 457 | 1.01% |
| IDEKAPITAL AS | 1 797 532 | 0.98% |
| DATUM VEKST AS | 1 600 000 | 0.87% |
| SPIRALIS AS | 1 580 864 | 0.86% |
| Total number owned by top 20 | 146 970 063 | 80.18 % |
| Total number of shares | 183 295 472 | 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) Cipriano AS, owned by vice chairman of the board Einar J. Greve
4) Zono Holding AS owned by Middelborg Invest AS 50.44%, Cipriano AS 4.65%, Duo Jag AS 0.93%
Idekapital AS, which is controlled by board member Anders Brandt, owns 1,797,532 shares in Techstep ASA.
Duo Jag AS, which is partly owned by board member Ingrid Leisner, owns 554,834 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 will become exercisable (vest) on 22 June 2021 and must be exercised within 22 June 2024. The exercise price is NOK 3.00. The exercise price will be adjusted for any dividends paid or accrued before exercise. Each option holder's aggregated gross profit from exercising the options shall be limited to the amount equal to 3 years' gross base salary at the time of exercising the options.
The exercise of share options can be settled in cash, and/or with new or existing treasury shares. The Board intends to propose the adoption of a similar option program in 2021 and 2022.
As at 31 December 2020, the total number of outstanding share options was 4,910,274 (2.7%) which includes 1,200,000 share options from the 2018 grant to other key employees.
Overview of shares and share options held by members of the management group as at 31 December 2020:
| Name | Position | Shares | Share options |
|---|---|---|---|
| Jens Haviken | CEO | 100 000 | 1 017 471 |
| Marius Drefvelin | CFO | 40 000 | 813 976 |
| Mads Vårdal | CPO | 5 019 | 559 609 |
| Erik Haugen | CCO | - | 559 609 |
| Inge Paulsen | Managing Director Norway | 150 000 | 559 609 |
Note 5: Property, plant and equipment
| Land and | Right-of-use | Other fixed | |||
|---|---|---|---|---|---|
| buildings | assets | Equipment* | assets | Total | |
| Accumulated cost as at 1 January 2020 | - | 47 552 | 105 865 | 19 966 | 173 383 |
| Additions Additions arising from business |
- | 9 287 | 105 340 | 3 836 | 118 462 |
| combinations | - | 11 877 | 78 768 | 10 725 | 101 369 |
| Disposals | - | - | (9 677) | (2 618) | (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 cost as at 1 January 2019 | 8 166 | - | - | 17 950 | 26 115 |
| Additions | - | 47 686 | 14 858 | 2 049 | 64 593 |
| Additions arising from business combinations |
- | - | 91 007 | - | 91 007 |
| Disposals | - | - | - | - | - |
| Translation differences | (133) | (135) | - | (32) | (300) |
| Reclassified to asset classified as held | |||||
| for sale | (8 032) | - | - | - | (8 032) |
| Accumulated cost | |||||
| 31 December 2019 | - | 47 552 | 105 865 | 19 966 | 173 383 |
| Accumulated depreciation as at 1 | |||||
| January 2020 | |||||
| Additions arising from business combinations |
- | (10 962) | (33 871) | (16 703) | (61 536) |
| Current year depreciation | - | (3 639) | (47 936) | (6 969) | (58 544) |
| Reclassified to held for sale | - | (14 361) | (71 560) | (1 411) | (87 333) |
| 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) | (209 737) |
| Accumulated depreciation as at 1 January 2019 |
(3 261) | - | - | (13 682) | (16 943) |
| Additions arising from business | |||||
| combinations | - | - | (32 034) | - | (32 034) |
| Current year depreciation | (240) | (10 933) | (1 834) | (2 970) | (15 978) |
| Disposals | - | - | - | (60) | (60) |
| Translation differences | 81 | (28) | (3) | (110) | (61) |
| Reclassified to asset classified as held | |||||
| for sale | 3 420 | - | - | - | 3 420 |
| Accumulated depreciation | |||||
| 31 December 2019 | - | (10 962) | (33 871) | (16 823) | (61 656) |
| Book value of assets 31 December 2019 Book value of assets 31 December 2020 |
- - |
36 590 40 233 |
71 994 128 068 |
3 203 5 316 |
111 787 173 617 |
* Equipment comprise mobile phones, tablets and other equipment where the Group is the lessor.
Note 6: Impairment
Management has assessed Covid-19 and the global pandemic to be an indicator for 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 FY 2020 |
FY 2019 |
|---|---|
| Cash at bank and in hand, not included in cash pool 27 203 |
44 588 |
| of which is restricted 6 356 |
6 102 |
| Reconciliation with cash flow statement | |
| Balances above 27 203 |
44 588 |
| Net bank overdrafts in cash pool* (43 099) |
- |
| Balance as per cash flows (15 896) |
44 588 |
*Net bank overdrafts in cash pool comprise all bank accounts in the cash pool, including the drawn down credit facility. Negative net bank overdrafts in cash pool are classified as current interest-bearing debt. Positive net bank overdrafts in cash pool are classified as cash and cash equivalents.
The Group has a credit facility of NOK 80 million related to the cash pool.
Note 8 Changes in Group structure and Business combinations
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 corresponds to NOK 3.9 million.
Acquisition-related costs amounting to NOK 7.0 million are recognized 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 | - | - |
| 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 | 215 107 | 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 verticals. 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.
2019
In Q4 2019, Techstep acquired 30% of the shares in Techstep Finance AS, increase the total ownership to 80%. The transaction was settled in 3,738,317 consideration shares in Techstep ASA. At the time of completion, this corresponded to NOK 10.9 million.
As a consequence of the acquisition, Techstep Finance AS and its subsidiary Techstep Finance AB are consolidated as a subsidiary in the Techstep Group accounts. Up until 31 December 2019, Techstep Finance AS was accounted for as a joint venture.
Acquisition-related costs amounting to NOK 0.3 million are recognised in the consolidated income statement in the line item Other operational costs.
The tables below summarise the consideration transferred and the amounts recognised for assets acquired and liabilities assumed after the business combinations:
| Calculation of remeasurement of previously held equity interest | |
|---|---|
| Techstep Finance valuation | 40 000 |
| Techstep's share | 50 % |
| Value of previously held equity interest | 20 000 |
| Book value of previously held equity interest | 1 794 |
| Remeasurement gain | 18 206 |
Consideration and amount recognised
| Consideration shares | 10 916 |
|---|---|
| Book value of previously held equity interest | 1 794 |
| Remeasurement of previously held equity interest | 18 206 |
| Total | 30 916 |
Net assets
| Property plant and equipment | 58 973 |
|---|---|
| Trade and other receivables | 3 535 |
| Cash and cash equivalents | 5 169 |
| Other non-current liabilities | (2 360) |
| Current liabilities | (66 105) |
| Net assets | (788) |
| Excess value | 31 704 |
Purchase price allocation
| Goodwill | 31 704 |
|---|---|
| Total | 31 704 |
The goodwill of NOK 31.4 million recognised is the systems, back-to-back contracts, work practices and know-how in the company for efficient execution of transactions as well as proven synergies with other companies in the Group. None of the goodwill recognised is expected to be deductible for income tax purposes. The business combination is 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 1.8 million to operating revenues and NOK 0.0 million to consolidated net profit. If the acquisition date of all business combinations completed through purchase of shares was as at 1 January 2019, the operating revenues of the Group would have increased by NOK 36.2 million and the effect on the consolidated net profit would have been positive NOK 0.6 million.
Note 9: Subsequent events
No subsequent events.
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 non-recurring 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 annualized.
| APM's in the income statement | Q4 2020 | Q4 2019 | FY 2020 | FY 2019 |
|---|---|---|---|---|
| Total revenue | 399 284 | 334 724 | 1 142 866 | 1 132 059 |
| Cost of goods sold | (250 779) | (259 498) | (764 579) | (852 722) |
| Gross profit | 148 504 | 75 227 | 378 287 | 279 338 |
| Gross margin | 37 % | 22 % | 33 % | 25 % |
| Salaries and personnel costs | (71 845) | (48 331) | (208 243) | (187 994) |
| Other operational costs | (26 062) | (19 201) | (74 405) | (63 396) |
| Share of profit (loss) in joint ventures | - | (162) | - | 1 059 |
| Other income | 5 048 | - | 17 843 | - |
| Other expenses | (1 031) | (1 967) | (9 028) | (1 967) |
| EBITDA | 54 615 | 5 566 | 104 455 | 27 040 |
| Depreciation | (40 567) | (4 618) | (87 332) | (15 214) |
| Impairment | - | - | - | (70 000) |
| EBITA | 14 048 | 949 | 17 122 | (58 174) |
| Amortisation | (10 469) | (5 719) | (27 892) | (22 018) |
| EBIT | 3 580 | (4 771) | (10 771) | (80 191) |
| Adjusted EBITDA | Q4 2020 | Q4 2019 | FY 2020 | FY 2019 |
|---|---|---|---|---|
| EBITDA | 54 615 | 5 566 | 104 455 | 27 040 |
| Other income | (5 048) | - | (17 843) | - |
| Other expense | 1 031 | 1 967 | 9 028 | 1 967 |
| Adjusted EBITDA | 50 598 | 7 533 | 95 640 | 29 007 |
| Total net operating expenses | Q4 2020 | Q4 2019 | FY 2020 | FY 2019 |
|---|---|---|---|---|
| Cost of goods sold | (250 779) | (259 498) | (764 579) | (852 722) |
| Salaries and personnel costs | (71 845) | (48 331) | (208 243) | (187 994) |
| Other operational costs | (26 062) | (19 201) | (74 405) | (63 396) |
| Share of profit (loss) in joint ventures | - | (162) | - | |
| Depreciation | (40 567) | (4 618) | (87 332) | (15 214) |
| Amortisation | (10 469) | (5 719) | (27 892) | (22 018) |
| Impairment | - | - | - | (70 000) |
| Other income | (1 031) | (1 967) | (9 028) | (1 967) |
| Total net operating expenses | (400 752) | (339 494) | (1 171 479) | (1 212 252) |
| Revenue splits | Q4 2020 | Q4 2019 | FY 2020 | FY 2019 |
|---|---|---|---|---|
| Revenue | 399 284 | 334 724 | 1 142 866 | 1 132 059 |
| Hardware revenue | 296 115 | 268 823 | 867 244 | 841 340 |
| Solutions revenue | 103 168 | 65 902 | 275 622 | 290 720 |
| Hardware share of revenue | 74 % | 80 % | 76 % | 74 % |
| Solutions share of revenue | 26 % | 20 % | 24 % | 26 % |
| NIBD | FY 2020 | FY 2019 |
|---|---|---|
| Cash and cash equivalents | 27 203 | 44 588 |
| Non-current interest-bearing borrowings | 108 539 | 162 |
| Current interest-bearing borrowings | 85 502 | 46 423 |
| NIBD | 166 838 | 1 996 |
| Equity ratio | FY 2020 | FY 2019 |
| Total equity | 563 451 | 455 970 |
| Total equity and liabilities | 1 199 131 | 817 191 |
| Equity ratio | 47 % | 56 % |
| ARR | FY 2020 | FY 2019 |
| Number of users (1 000) | 249 | 201 |
| Average price own software | 254 | 182 |
| ARR (1 000) | 63 329 | 36 632 |
TECHSTEP ASA
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