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TRCS Tracsis Plc

850.00
0.00 (0.00%)
19 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Tracsis Plc LSE:TRCS London Ordinary Share GB00B28HSF71 ORD 0.4P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 850.00 840.00 860.00 850.00 850.00 850.00 26,299 08:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Prepackaged Software 82.02M 6.81M 0.2277 37.33 254.06M

Tracsis PLC Audited results for the year ended 31 July 2017 (8298V)

08/11/2017 7:00am

UK Regulatory


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RNS Number : 8298V

Tracsis PLC

08 November 2017

Tracsis plc

('Tracsis', 'the Company' or 'the Group')

Audited results for the year ended 31 July 2017

Tracsis plc (AIM: TRCS), a leading provider of software and services for the traffic data and transportation industry, is pleased to announce its audited results for the year ended 31 July 2017.

Financial Highlights:

   --      A further period of good trading across the Group 
   --      Revenue increased 6% to GBP34.5m (2016: GBP32.6m) 
   --      Adjusted EBITDA* increased 11% to GBP8.5m (2016: GBP7.6m) 
   --      Statutory Pre-tax Profit increased 14% to GBP4.6m (2016: GBP4.0m) 
   --      Fully diluted adjusted Earnings Per Share increased 4% to 23.29p (2016: 22.37p) 
   --      Cash balances at 31 July of GBP15.4m (2016: GBP11.4m) 

-- Final dividend of 0.8p per share proposed (2016: 0.7p). Full year dividend increased 17% to 1.4p per share (2016: 1.2p)

-- Tracsis continues to trade well and remains highly cash generative with significant balance sheet strength. The Group remains debt free

Strategic and Operational Highlights:

-- Significant multi-million pound contract win secured for TRACS Enterprise Software - largest software contract secured to date

   --      Recently-acquired businesses On-Trac and SEP trading well and above expectation 
   --      Successful delivery of a North American contract for the Group's RCM technology 

-- Structural changes completed within Traffic & Data Services Division, which should be beneficial to margins

-- Strategic investment in Vivacity Labs Limited, a machine learning software business operating in the field of transport and traffic analytics

John McArthur, Chief Executive Officer, commented:

"This was a further year of progress, consolidation and continued growth for Tracsis following the acquisitions of SEP and Ontrac, which have substantially increased the Group's product depth, breadth and client base. The Group has adapted well to the needs of our customers and we have made significant progress in product innovation whilst also building our team.

Revenue and profit were both ahead of the previous year and the Group continues to benefit from a strong balance sheet as a result of excellent cash generation and sizeable reserves.

The Group continues to hold a great position within our respective markets. Our financial strength coupled with favourable market conditions and good customer momentum provides a good platform for growth in the year to come."

(*) Calculation unchanged from previous years and in line with broker forecasts and research coverage on Tracsis. Full definition and reconciliation in Note 6.

Enquiries:

 
 Tracsis plc 
 John McArthur / Max Cawthra               Tel: 0845 125 9162 
 Investec Bank plc 
 Corporate Finance: Andrew                 Tel: 020 7597 5970 
  Pinder / Sebastian Lawrence 
  Corporate Broking: Matt Lewis 
 

Chairman & Chief Executive Officer's Report

A welcome from Chris Cole, Non-Executive Chairman

Tracsis has performed well over the past 12 months and delivered a good financial result set against a backdrop of substantial industry change within the rail sector and renewed impetus into 'intelligent' technology and solutions across the entire traffic and transport sector. The Group continues to evolve, diversify and professionalise its offering and I am pleased with the significant progress that was made over the past year that will form the foundations on which Tracsis will continue to grow. On behalf of the Board, I wish to thank everyone for their hard work and dedication and remain excited about our future prospects.

Introduction

The financial year ended 31 July 2017 was a year of further growth and Group wide consolidation given it included the first full year of trading for Ontrac and SEP (acquired 2015/16), and also excludes Tracsis Traffic Data Pty Australia (disposed of Dec '15). The new businesses have added significant strength and depth to our market offering and have created synergies within the Group. These synergies have been realised primarily in the form of technology, process and people improvements which has put the business on an excellent footing as it enters the new financial year. These changes also contributed to a further period of growth in revenue and profitability and Tracsis remains in excellent financial health.

Business overview

Tracsis specialises in providing software, hosting services, consultancy services and bespoke technology solutions to high value, mission critical challenges within the transport and traffic sector. The Group's market offering can be broadly categorised into two distinct offerings:

-- Rail Technology & Services: Application software development and licensing, remote condition monitoring technology (RCM), and associated operational and strategic consulting services.

The Group has a long pedigree in developing industrial strength application software that covers a variety of resource/asset optimisation that removes extraneous cost, increase network uptime and robustness and improves overall service delivery. Our software offering is complemented by the Group's RCM offering (hardware and software) that allows for real-time reporting on the status of critical infrastructure assets, to identify problems and aid with preventative maintenance. Utilizing our expertise in the sector, the Group's professional services division provides consultancy and specialist advice across the operational and strategic planning horizons and play a key role in advising owning Groups, operators and a range of regulatory bodies.

-- Traffic & Data Services: Data capture, analysis and interpretation of traffic and pedestrian movement and demand volumes to aid with the planning, investment into, and ultimate operations of a transport environment.

Over a number of years, the Group has developed what is now the largest traffic and transport data capture and analytics business in the UK, and this was bolstered through the most recent acquisition of SEP Events and the investment made into Vivacity Labs. With the acquisition of SEP this division has expanded its addressable markets from rail, roads and highways to include the pedestrian rich environments of the events industry which is a significant and growing market within the UK.

The Group's mission is to help our clients solve complex, high value, data driven problems for which there is typically very little by way of an alternative offering. Tracsis chooses to operate within the traffic and transport markets due to the abundance of complex problems where our expertise and software have clear and demonstrable benefits. These markets also exhibit several attractive traits for the Group - high barriers to entry due to domain knowledge, large and disparate data sets, and well informed customers that understand the inherent value that can be released through the provision of a good solution or service. In short, Tracsis focuses on solving problems that are well understood by its customers but for which there is poor provision from traditional technology providers due to the niche nature of these problems.

The Directors believe that the traffic, transport and pedestrian rich environments (such as events and the built space), are particularly well positioned for further, long term, growth and the Group will capitalise on this via an expanding portfolio of products and services that have a common theme of 'smart' planning and 'intelligent' mobility.

Financial summary

The Group delivered revenues of GBP34.5m which was an increase of 6% on the previous year (2016: GBP32.6m). This was a good performance given the level of consolidation within the Group, and as it was set against a difficult comparator in 2016 when Tracsis achieved revenue growth of 29%.

Adjusted EBITDA* of GBP8.5m was an increase of 11% on the previous year (2016: GBP7.6m), with Adjusted Profit** of GBP7.7m being 12% higher than the previous year (2016: GBP6.9m). The impact of acquisitions was a key contributor to the increased profit in the year and through further consolidation and integration of these business in future years Tracsis should be able to continue to leverage enhanced margins. Statutory Profit before Tax was also higher than the previous year at GBP4.6m (2016: GBP4.0m), with an increased charge being taken in respect of amortisation of acquired intangible assets and an increased share based payment charge.

At 31 July 2017, the Group's cash balances had grown to GBP15.4m (2016: GBP11.4m), and cash generation continues to be strong. Overall cash balances increased by GBP4.0m in the financial year, after paying contingent consideration of GBP1.1m (in respect of Ontrac and SEP year one earn outs) and also making a strategic investment in Vivacity Labs of GBP0.4m. The business therefore generated net cash of c. GBP5.5m which demonstrates excellent conversion of profits to cash. The Group continues to be debt free. Contingent consideration in respect of Ontrac and SEP year two earn outs is expected to be finalised and paid in due course, once the Group has clarity on a major sales opportunity that is being negotiated.

* Earnings before finance income, tax, depreciation, amortisation, exceptional items, other operating income, and share-based payment charges and share of result of equity accounted investees - see note 6 for reconciliation

** Earnings before finance income, tax, amortisation, exceptional items, other operating income, share-based payment charges, and share of result of equity accounted investees - see note 6 for reconciliation

Trading Progress and Prospects

Rail Technology & Services

Summary segment results:

   Revenue                  GBP16.0m (2016: GBP14.1m) 
   EBITDA                   GBP6.5m   (2016: GBP5.3m) 
   Profit before Tax       GBP6.3m   (2016: GBP5.1m) 

Software

Software sales, excluding Ontrac, were GBP6.4m (2016: GBP6.6m) with the vast majority of this revenue being made up by software licences, which are typically long term customer relationships and recurring in nature each year. All aspects of the software portfolio continued to perform well, with renewal rates for the TRACS, Compass and Retail & Operations product suites remaining very high. The Group continued its strategy of upselling and cross selling existing and new products to its customer base and was pleased to secure an additional sale of DayOne which should pave the way for broader market uptake of this new product. The lack of franchise bid work in the period under review impacted slightly on anticipated performance although a quiet year within rail franchising is often followed by a busy one.

Most significantly, in July 2017, the Group was delighted to announce a major, multiyear contract with one of the largest Train Operating Companies in the UK for its TRACS Enterprise solution. The value of this contract runs to several million pounds, and will be delivered over the next four years. This win was highly significant for the Group as once successfully implemented, it should lead to follow-on reference sales with other operators. We look forward to delivering this contract on time and to the satisfaction of our client and have already bolstered our software delivery team in Leeds and Manchester to accommodate the work planned in the year ahead. Elsewhere, a good contract win for our Compass product was secured in New Zealand, which builds upon our long standing relationship with this customer.

Remote Condition Monitoring (RCM)

Revenues of GBP2.6m were higher than the previous year (2016: GBP2.2m), largely due to successful delivery of a major order from a North American Class 1 railroad operator that was announced previously. This marked the Group's first major contract outside of the UK and the Group continues to target further sales to this operator and the broader class 1 freight operators alongside the Transit/Metro industry within North America. As noted previously, whilst the specific timing of new sales within a new geography will always be hard to predict, management remains confident that the US is the largest potential market for our goods and services and expect to growth our footprint in the near and medium term. To this end, Tracsis now has an agreement in place with a trusted reseller and channel partner who, alongside promoting our RCM offering, is also tasked with marketing our full range of resource planning software to the US rail industry.

In the UK, RCM trading remained buoyant, and was comparable with the previous year. The Group was delighted to have completed product development for busbar monitoring technology and delivered the first units as part of a pilot with its major UK customer. If successful, there is significant opportunity for this product, and our customer has indicated the viable addressable market demand would be a requirement is some 20,000 units for the UK network alone.

The Group continues to target alternative applications for its RCM technology and during the year, delivered its first revenue generating projects in respect of distributed power generation monitoring. This market remains viable and Tracsis continue to retain dedicated resources to grow this, and other, applications outside of rail.

Consultancy and Professional Services

Due to changes made by the DfT to the timetable of rail franchise competitions, revenue in the year was lower than originally anticipated. Consultancy and professional services revenue was GBP1.7m (2016: GBP2.1m) which was a good result given the circumstances where a high number of planning and performance related projects were successfully won and delivered to replace the revenue that would otherwise have been delivered via bid support to owning Groups. Tracsis acknowledged some time ago that it needed to be more resilient to unforeseen changes to the franchise bid timetable (which are not uncommon). This acknowledgement has created a far more robust business, not only in terms of service offering, but also in relation to staff competency and client reach.

In 2017-18, we anticipate supporting bidders for the Southeastern and West Coast franchise competitions which should lead to a significantly better consultancy performance.

Ontrac

Ontrac, performed well in the period and contributed revenue of GBP5.3m (2016: GBP3.2m) in its first full year as part of the Tracsis Group. Revenue was delivered from a combination of software licences, hosting services, and bespoke software development work along with related consultancy services. The business continues to work extensively with Network Rail and a wide variety of engineering and construction companies within the railway supply chain who use Ontrac's Connect, Rail Hub and National Hazard Directory products.

Ontrac continues to work on the next iteration of its 'Rail Hub' product suite and in particular the eTrac product which allows for geospatial visualisation of railway networks and asset mapping. There has been significant interest for this innovation from key customers and the Ontrac team have high confidence that a significant sale of eTrac will be delivered in the coming financial year. Looking ahead, with the contractual earn-out period relating to Ontrac coming to an end in 2017, further consideration will be given to how Ontrac can be integrated more fully into the rest of the Tracsis Group and how skills and resources can be leveraged for mutual benefit.

Traffic & Data Services

Summary segment results:

   Revenue                GBP18.5m (2016: GBP18.5m) 
   EBITDA                 GBP2.0m   (2016: GBP2.3m) 
   Profit before Tax     GBP1.4m   (2016: GBP1.3m) 

Traffic Data and Passenger Counts

Traffic Data and Passenger Counts has historically been the fastest growing division in terms of pure organic growth. Revenues of GBP12.8m were delivered in the year (2016: GBP14.4m), reflecting the disposal of the non-core Australian business in 2015, and also taking account of the challenging market conditions that were announced in February 2017 (2016: GBP13.2m excluding Australia).

In response to the trading environment and challenges posed within this part of the business, the Group undertook and completed significant restructuring from October 2016 through to February 2017, which should result in savings of c.GBP0.6m on an annualised basis, with the full effects being realised during the current financial year ending 31 July 2018.

The Group continues to have a strong position and enjoys a favourable market share. Tracsis is excited by the opportunity that the Vivacity technology presents in terms of the potential to improve gross margins by reducing analysis costs significantly, and looks forward to adopting this in due course. The strategy for this part of our business remains unchanged - to transition what was historically a 'project led services business' to a 'product led technology business'. In doing so the Group believes it can achieve enhanced operational efficiencies via increased use of technology and process improvements to improve both gross and net margin.

SEP

SEP achieved revenues of GBP5.7m (2016: GBP4.1m) in its first full year as part of the enlarged Group which was a fantastic achievement and significantly ahead of any previous year as an independent entity. Along with delivering a large number of prominent events to a retained blue chip client base, the team was successful in growing its market share and winning several new customers on a retained basis. SEP continues to target the stadium and fixed venue event market and sees Premier League football clubs as a major opportunity. The Group continues to work closely with one of the largest clubs in the English Premiership and looks forward to replicating our success within this market in the year ahead.

The year also saw the launch of Tracsis Live Traffic (TLT) which provides event operators with a real time insight into traffic and pedestrian dynamics that comprises ANPR technology, together with application software developed internally by the Group's technical development team. Use of this technology means the Group can differentiate itself from the competitors, and also provide incremental, high value services as part and parcel of an engagement. Early signs for the adoption of this system have been positive, with good revenues being achieved in the year. The opportunity continues to exist to roll out to other existing and potential new clients.

Dividends

In February 2012, the Board implemented a progressive dividend policy and the Group intends to maintain this going forwards. An interim dividend of 0.6p per share for FY 2016/17 was paid in April 2017. A final dividend of 0.8p per share in respect of FY 2016/17 is proposed, to take the full year dividend to 1.4p. This represents a 17% increase on the previous year's dividend of 1.2p per share.

The dividends remain well covered by the Group's profitability and cash position, which supports its primary focus on growth via acquisition and through further development of new products and services. The Board is committed to maintaining the progressive dividend policy as the business continues to trade profitably and in line with its expectations.

The dividend will be paid on 16 February 2018 to shareholders on the register on 2 February 2018.

Acquisitions

The Group did not make any acquisitions in the year under review, but assessed multiple opportunities in line with our stated strategy. Although no transaction was completed in the period, Tracsis' appetite for continued aggregation in selected traffic and transport markets remains unchanged and so too does the standard by which we critique potential acquisition targets. Looking ahead, the pipeline of opportunities remains strong and Tracsis has never been in a stronger position to make further acquisitions.

Investments

The Group was pleased to announce that it had made a strategic investment of up to GBP1.3m into Vivacity Labs Limited ("Vivacity"), a provider of smart, hyperlocal data for smart cities and intelligent transport systems, in return for a 28.1% equity stake.

Vivacity has developed novel Machine Learning software and sensor technology which can be applied across a wide range of traffic and transport issues, most specifically for the automatic counting and classification of pedestrian and vehicle flows in a variety of environments. The business has secured a number of client wins and pilot projects with local governments, infrastructure owners and transport providers. In March 2017 the Group was successful in winning a significant Smart Cities grant with a value of GBP1.7m.

Adoption of the Vivacity technology has the potential for the Group to significantly reduce its existing costs for processing video footage within the Traffic & Data Services Division whilst also leading to improvements in operational performance such as increased accuracy of traffic counts and the reduction of turnaround times for clients.

As part of a broader investment round for Vivacity, the Group agreed to invest up to GBP1.0m via a tranched equity funding in return for 23.3% of the enlarged share capital of Vivacity. The first investment of GBP0.4m was made in the year, with the balance of GBP0.6m expected to be made in the year ending 31 July 2018, subject to performance milestones being fulfilled. In addition, Tracsis holds a warrant to subscribe for a further 4.8% of the enlarged share capital for an additional GBP0.3m.

Tracsis is entitled to a seat on the Board of Directors of Vivacity (currently filed by John McArthur - Group CEO) to help monitor our investment and promote the Vivacity offering to the Tracsis customer base. The investment round also included Downing Ventures EIS Fund and the London Co-Investment Fund with Tracsis being lead investor.

Summary and Outlook

FY 2016-17 was another year of significant progress, consolidation and continued growth for Tracsis following the acquisitions of SEP and Ontrac, which substantially increased the Group's product reach and client base. The Group has demonstrated maturity and resilience to dynamic market conditions and continues to take the initiative to innovate and evolve in new areas that should provide for significant margin improvement and competitive advantages in the years ahead.

Revenue, adjusted EBITDA and adjusted profit were once again all well ahead of the previous year and the Group continues to benefit from a strong balance sheet that benefits from the business' excellent cash generation and sizeable reserves.

The Group believes that the significant Software contract win, investment in Vivacity Labs, restructuring of its Traffic Data business and North American success all provide a good platform for growth in 2017-18.

Tracsis' growth strategy remains unchanged: to deliver shareholder value both organically and through acquisition of complementary businesses, and by developing products and services that solve well recognised, high value problems that are poorly served by existing technology. The Group's business model continues to focus on markets that generally have high barriers to entry, with contracts that are sold on a recurring/repeat basis, and to a retained customer base that is predominantly blue chip in nature. This strategy has worked well in the past to generate good growth and significant returns for shareholders and the Group believes it will continue to work well in the future especially given the pace of change within its target markets.

As always, our thanks go to our numerous customers and partners who support our growth plans, and most importantly our talented and dedicated staff across the whole Group.

Chris Cole, Chairman

John McArthur, Chief Executive Officer

8 November 2017

Consolidated Statement of Comprehensive Income for the year ended 31 July 2017

 
                                                     2017                   2016 
                                               Continuing    Continuing   Discontinued      Total 
                                               operations    operations     operations 
                                      Notes        GBP000        GBP000         GBP000     GBP000 
-----------------------------------  ------  ------------  ------------  -------------  --------- 
 Revenue                                  3        34,486        31,403          1,238     32,641 
 Cost of sales                                   (15,279)      (12,559)          (715)   (13,274) 
-----------------------------------  ------  ------------  ------------  -------------  --------- 
 Gross profit                                      19,207        18,844            523     19,367 
 Administrative costs                            (14,491)      (14,745)          (662)   (15,407) 
 Adjusted EBITDA*                       3,6         8,494         7,444            201      7,645 
 Depreciation                                       (799)         (744)           (29)      (773) 
-----------------------------------  ------  ------------  ------------  -------------  --------- 
 Adjusted profit **                       6         7,695         6,700            172      6,872 
 Amortisation of intangible 
  assets                                          (1,674)       (1,378)              -    (1,378) 
 Exceptional items                                  (139)         (136)          (311)      (447) 
 Other operating income                               134             -              -          - 
 Share-based payment charges                      (1,300)       (1,087)              -    (1,087) 
-----------------------------------  ------  ------------  ------------  -------------  --------- 
 Operating profit / (loss)                          4,716         4,099          (139)      3,960 
 Finance income                                        15            36              -         36 
 Finance expense                                     (38)          (37)            (4)       (41) 
 Share of result of equity                           (77)             -              -          - 
  accounted investees 
 Profit / (loss) before 
  tax                                               4,616         4,098          (143)      3,955 
 Taxation                                           (901)         (372)           (50)      (422) 
 Profit / (loss) after tax                          3,715         3,726          (193)      3,533 
-----------------------------------  ------  ------------  ------------  -------------  --------- 
 
   Other comprehensive income: 
 Items that are or may be 
  reclassified subsequently 
  to profit or loss 
 Foreign currency translation 
  differences - foreign operations                      -             -            189        189 
 
   Total recognised income 
   for the year                                     3,715         3,726            (4)      3,722 
-----------------------------------  ------  ------------  ------------  -------------  --------- 
 
 
 Earnings per ordinary share 
 Basic                                    4        13.36p        13.40p        (0.69p)     12.71p 
 Diluted                                  4        12.93p        12.93p        (0.67p)     12.26p 
-----------------------------------  ------  ------------  ------------  -------------  --------- 
 

* Earnings before finance income, tax, depreciation, amortisation, exceptional items, other operating income, and share-based payment charges and share of result of equity accounted investees - see note 6.

** Earnings before finance income, tax, amortisation, exceptional items, other operating income, share-based payment charges, and share of result of equity accounted investees - see note 6.

Consolidated Balance Sheet as at 31 July 2017

 
                                              2017     2016 
                                            GBP000   GBP000 
----------------------------------------   -------  ------- 
 Non-current assets 
 Property, plant and equipment               2,461    2,608 
 Intangible assets                          24,458   26,132 
 Investments - loan notes receivable             -      125 
 Investments - equity                          675      375 
 Loans due from associated undertakings        187      125 
 Investments in equity accounted 
  investees                                    111      125 
 Deferred consideration receivable               -      167 
 Deferred tax assets                           457      573 
                                            28,349   30,230 
 ----------------------------------------  -------  ------- 
 Current assets 
 Inventories                                   239      271 
 Trade and other receivables                 8,480    6,166 
 Deferred consideration receivable               -      133 
 Cash and cash equivalents                  15,350   11,385 
-----------------------------------------  -------  ------- 
                                            24,069   17,955 
 ----------------------------------------  -------  ------- 
 Total assets                               52,418   48,185 
-----------------------------------------  -------  ------- 
 Non-current liabilities 
 Hire-purchase contracts                       230      296 
 Contingent & Deferred consideration 
  payable                                        -    4,485 
 Deferred tax liabilities                    3,718    4,284 
-----------------------------------------  -------  ------- 
                                             3,948    9,065 
 ----------------------------------------  -------  ------- 
 Current liabilities 
 Hire-purchase contracts                       320      368 
 Trade and other payables                    8,842    8,354 
 Contingent & Deferred consideration 
  payable                                    5,041    1,665 
 Current tax liabilities                       620       67 
-----------------------------------------  -------  ------- 
                                            14,823   10,454 
 ----------------------------------------  -------  ------- 
 Total liabilities                          18,771   19,519 
-----------------------------------------  -------  ------- 
 Net assets                                 33,647   28,666 
-----------------------------------------  -------  ------- 
 Equity attributable to equity 
  holders of the company 
 Called up share capital                       112      110 
 Share premium reserve                       5,948    5,622 
 Merger reserve                              3,010    3,010 
 Retained earnings                          24,577   19,924 
 Total equity                               33,647   28,666 
-----------------------------------------  -------  ------- 
 

Consolidated Statement of Changes in Equity

 
 
                           Share      Share     Merger    Retained   Translation 
                         Capital    Premium    reserve    Earnings       reserve       Total 
                         GBP'000    GBP'000    GBP'000     GBP'000       GBP'000     GBP'000 
 
 At 1 August 
  2015                       106      4,776      1,846      15,838         (189)      22,377 
 Profit for the 
  year                         -          -          -       3,533             -       3,533 
 Other comprehensive 
  income                       -          -          -           -            22          22 
 Reclassification 
  on disposal                  -          -          -           -           167         167 
---------------------  ---------  ---------  ---------  ----------  ------------  ---------- 
 Total comprehensive 
  income                       -          -          -       3,533           189       3,722 
---------------------  ---------  ---------  ---------  ----------  ------------  ---------- 
 Transactions 
  with owners: 
 Dividends                     -          -          -       (301)             -       (301) 
 Share based 
  payment charges              -          -          -       1,087             -       1,087 
 Tax movements 
  in equity                    -          -          -       (233)             -       (233) 
 Exercise of 
  share options                3        846          -           -             -         849 
 Shares issued 
  as consideration             1          -      1,164           -             -       1,165 
 At 31 July 2016             110      5,622      3,010      19,924             -      28,666 
---------------------  ---------  ---------  ---------  ----------  ------------  ---------- 
 
 
 
 At 1 August 
  2016                  110   5,622   3,010   19,924   -   28,666 
 Profit for the 
  year                    -       -       -    3,715   -    3,715 
 Total comprehensive 
  income                  -       -       -    3,715   -    3,715 
---------------------  ----  ------  ------  -------      ------- 
 Transactions 
  with owners: 
 Dividends                -       -       -    (362)   -    (362) 
 Share based 
  payment charges         -       -       -    1,300   -    1,300 
 Exercise of 
  share options           2     326       -        -   -      328 
 At 31 July 2017        112   5,948   3,010   24,577   -   33,647 
---------------------  ----  ------  ------  -------      ------- 
 

Consolidated Cash Flow Statement

 
                                                      2017      2016 
                                           Notes    GBP000    GBP000 
----------------------------------------  ------  --------  -------- 
 Operating activities 
 Profit for the year                                 3,715     3,533 
 Finance income                                       (15)      (36) 
 Finance expense                                        38        41 
 Depreciation                                          799       773 
 Loss on disposal of plant and 
  equipment                                             12         2 
 Loss on disposal of business                            -       272 
 Exceptional items                                     139         - 
 Other operating income                              (134)         - 
 Amortisation of intangible 
  assets                                             1,674     1,378 
 Share of result of equity accounted                    77         - 
  investees 
 Income tax charge                                     901       422 
 Share based payment charges                         1,300     1,087 
----------------------------------------  ------  --------  -------- 
 Operating cash inflow before 
  changes in working capital                         8,506     7,472 
 Movement in inventories                                32         3 
 Movement in trade and other 
  receivables                                      (2,314)     (506) 
 Movement in trade and other 
  payables                                             488      (17) 
 Cash generated from operations                      6,712     6,952 
 Finance income                                         15        36 
 Finance expense                                      (38)      (41) 
 Income tax paid                                     (664)   (1,081) 
----------------------------------------  ------  --------  -------- 
 Net cash flow from operating 
  activities                                         6,025     5,866 
----------------------------------------  ------  --------  -------- 
 Investing activities 
 Purchase of plant and equipment                     (558)     (795) 
 Proceeds from disposal of plant 
  and equipment                                         56        83 
 Acquisition of subsidiaries                             -   (6,761) 
 Proceeds from disposal of subsidiaries                  -       166 
 Equity investments and loans 
  to investments                                     (550)     (750) 
 Repayment of loans from investments                   111         - 
 Receipt of deferred consideration                     300        74 
 Payment of contingent & deferred 
  consideration                                    (1,109)      (30) 
----------------------------------------  ------  --------  -------- 
 Net cash flow used in investing 
  activities                                       (1,750)   (8,013) 
----------------------------------------  ------  --------  -------- 
 Financing activities 
 Dividends paid                                5     (362)     (301) 
 Proceeds from exercise of share 
  options                                              328       849 
 Hire purchase repayments                            (276)     (369) 
 Net cash flow from / (used 
  in) financing activities                           (310)       179 
----------------------------------------  ------  --------  -------- 
 Net increase / (decrease) in 
  cash and cash equivalents                          3,965   (1,968) 
 Effect of exchange fluctuations                         -        12 
 Cash and cash equivalents at 
  the beginning of the year                         11,385    13,341 
 Cash and cash equivalents at 
  the end of the year                               15,350    11,385 
----------------------------------------  ------  --------  -------- 
 

Notes to the Consolidated Financial Statements

   1          Financial information 

The financial information set out above does not constitute the company's statutory accounts for the years ended 31 July 2017 or 2016 but is derived from those accounts. Statutory accounts for 2016 have been delivered to the registrar of companies, and those for 2017 will be delivered in due course. The auditors have reported on those accounts; their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

   2          Basis of preparation 
   (a)        Statement of compliance 

The Group consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ('IFRSs') as adopted by the EU and applicable law. The Company has elected to prepare its parent company financial statements in accordance with FRS 101. These parent company statements appear after the notes to the consolidated financial statements

    (b)       Basis of measurement 

The Accounts have been prepared under the historical cost convention.

   (c)        Functional and presentation currency 

These consolidated financial statements are presented in sterling, which is the Group and Company's functional currency. All financial information presented in sterling has been rounded to the nearest thousand.

   (d)        Use of estimates and judgements 

The preparation of financial statements in conformity with IFRSs requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision only affects that period, or in the period of the revision and future periods, if the revision affects both current and future periods.

    (e)       Accounting Developments 

The Group and Company financial statements have been prepared and approved by the directors in accordance with International Financial Reporting Standards as adopted by the EU ("Adopted IFRSs"). The accounting policies have been applied consistently to all periods presented in the consolidated financial statements, unless otherwise stated.

Certain new standards, amendments and interpretations to existing standards have been published that are mandatory for the Group's accounting period beginning on or after 1 August 2016. The following new standards and amendments to standards are mandatory and have been adopted for the first time for the financial year beginning 1 August 2016:

   --      Accounting for Acquisitions of Interests in Joint Operations (Amendments to IFRS 11) 

-- Investment Entities: Applying the Consolidation Exception (Amendments to IFRS 10, IFRS 12 and IAS 28)

-- Clarification of Acceptable Methods of Depreciation and Amortisation (Amendments to IAS 16 and IAS 38)

   --      Equity Method in Separate Financial Statements (Amendments to IAS 27) 
   --      Disclosure Initiative (Amendments to IAS 1) 
   --      Annual Improvements to IFRSs 2012-2014 Cycle - various standards 

These standards have not had a material impact on the Consolidated Financial Statements.

The following new or revised standards and interpretations issued by the International Accounting Standards Board (IASB) have not been applied in preparing these accounts as their effective dates fall in periods beginning on or after 1 August 2017.

Effective for the year ending 31 July 2018

-- IAS 7 'Statement of cash flows' - amendments relating to the IASB's disclosure initiative intended to provide information to help investors better understand changes in a company's debt

-- IAS 12 'Income taxes' - amendments relating to the accounting for deferred tax assets for unrealised losses on debt instruments measured at fair value.

Effective for the year ending 31 July 2019

-- IFRS 2 'Share-based payment' - amendments clarifying how to account for certain types of share-based payment transactions

-- IFRS 9 'Financial instruments' - introduces new requirements for classification and measurement of financial assets and financial liabilities, impairment methodology and hedge accounting.

-- IFRS 15 'Revenue from contracts with customers' - provides a single model for measuring and recognising revenue arising from contracts with customers, unless the contracts are in the scope of other standards, such as IAS 17. It supersedes all existing revenue requirements in IFRS.

Effective for the year ending 31 July 2020

-- IFRS 16 'Leases' - provides a single lessee accounting model, specifying how leases are recognised, measured, presented and disclosed

   (f)         Going concern 

The Group is debt free and has substantial cash resources. The Board has prepared cash flow forecasts for the forthcoming year based upon assumptions for trading and the requirements for cash resources.

Based upon this analysis, the Board has concluded that the Group has adequate working capital resources and that it is appropriate to use the going concern basis for the preparation of the consolidated financial statements.

   3          Segmental analysis 

The Group has divided its results into two segments being 'Rail Technology and Services' and 'Traffic & Data Services'. 'Rail Technology and Services' includes the Group's Software, Consultancy and Remote Condition Monitoring technology and also includes Ontrac which was acquired in the previous period. Traffic & Data Services includes SEP which was acquired in the previous period.

In accordance with IFRS 8 'Operating Segments', the Group has made the following considerations to arrive at the disclosure made in these financial statements. IFRS 8 requires consideration of the Chief Operating Decision Maker ("CODM") within the Group. In line with the Group's internal reporting framework and management structure, the key strategic and operating decisions are made by the Board of Directors, who review internal monthly management reports, budgets and forecast information as part of this. Accordingly, the Board of Directors are deemed to be the CODM.

Operating segments have then been identified based on the internal reporting information and management structures within the Group. From such information it has been noted that the CODM reviews the business as a single operating segment, receiving internal information on that basis. The management structure and allocation of key resources, such as operational and administrative resources, are arranged on a centralised basis.

Sales revenue is summarised below

 
                                               2017     2016 
                                             GBP000   GBP000 
------------------------------------------  -------  ------- 
 Rail Technology & Services                  15,964   14,066 
 Traffic & Data Services - continuing        18,522   17,337 
 Total revenue from continuing operations    34,486   31,403 
------------------------------------------  -------  ------- 
 Discontinued operations                          -    1,238 
 
 Total revenue                               34,486   32,641 
------------------------------------------  -------  ------- 
 

Revenue can also be analysed as follows:

 
                                    2017     2016 
                                  GBP000   GBP000 
-------------------------------  -------  ------- 
 Software and related services    11,711    9,817 
 Other                            22,775   22,824 
 Total                            34,486   32,641 
-------------------------------  -------  ------- 
 

Reconciliations of reportable segment revenues, profit or loss, assets and liabilities and other material items

Information regarding the results of the reportable segment is included below. Performance is measured based on segment profit before income tax, as included in the internal management reports that are reviewed by the Board of Directors. Segment profit is used to measure performance. There are no material inter-segment transactions, however, when they do occur, pricing between segments is determined on an arm's length basis. Revenues disclosed below materially represent revenues to external customers.

 
                                                              2017 
                                              Rail 
                                        Technology      Traffic 
                                        & Services       & Data     Unallocated     Total 
                                                       Services 
                                            GBP000       GBP000          GBP000    GBP000 
------------------------------------  ------------  -----------  --------------  -------- 
 Revenues 
 Total revenue for reportable 
  segments                                  15,964       18,522               -    34,486 
 Consolidated revenue                       15,964       18,522               -    34,486 
------------------------------------  ------------  -----------  --------------  -------- 
 Profit or loss 
 EBITDA for reportable 
  segments                                   6,451        2,043               -     8,494 
   Amortisation of intangible 
    assets                                       -            -         (1,674)   (1,674) 
   Depreciation                              (124)        (675)               -     (799) 
   Exceptional items                             -            -           (139)     (139) 
   Other operating income                                                   134       134 
   Share-based payment charges                   -            -         (1,300)   (1,300) 
   Interest receivable/payable(net)              -            -            (23)      (23) 
   Share of result of equity 
    accounted investees                          -            -            (77)      (77) 
------------------------------------  ------------  -----------  --------------  -------- 
 Consolidated profit before 
  tax                                        6,327        1,368         (3,079)     4,616 
------------------------------------  ------------  -----------  --------------  -------- 
 
 
                                                            2016 
                                              Rail     Traffic 
                                        Technology      & Data 
                                        & Services    Services    Unallocated     Total 
                                            GBP000      GBP000         GBP000    GBP000 
  ----------------------------------  ------------  ----------  -------------  -------- 
   Revenues 
   Total revenue for reportable 
    segments                                14,066      18,575              -    32,641 
   Consolidated revenue                     14,066      18,575              -    32,641 
  ----------------------------------  ------------  ----------  -------------  -------- 
   Profit or loss 
   EBITDA for reportable 
    segments                                 5,346       2,299              -     7,645 
   Amortisation of intangible 
    assets                                       -           -        (1,378)   (1,378) 
   Depreciation                              (111)       (662)              -     (773) 
   Exceptional items                          (79)       (368)              -     (447) 
   Share-based payment charges                   -           -        (1,087)   (1,087) 
   Interest receivable/payable(net)              -           -            (5)       (5) 
  ----------------------------------  ------------  ----------  -------------  -------- 
   Consolidated profit before 
    tax                                      5,156       1,269        (2,470)     3,955 
  ----------------------------------  ------------  ----------  -------------  -------- 
 
 
                                                            2017 
                                                 Rail     Traffic 
                                           Technology      & Data 
                                           & Services    Services     Unallocated      Total 
                                              GBP'000      GBP000          GBP000     GBP000 
-----------------------------  ----------------------  ----------  --------------  --------- 
 Assets 
 Total assets for reportable 
  segments (exc. cash)                          3,581       7,599               -     11,180 
 Intangible assets and 
  investments                                       -           -          25,431     25,431 
 Deferred tax assets                                -           -             457        457 
 Cash and cash equivalents                      3,784       1,844           9,722     15,350 
 Consolidated total 
  assets                                        7,365       9,443          35,610     52,418 
-----------------------------  ----------------------  ----------  --------------  --------- 
 
 Liabilities 
 Total liabilities for 
  reportable segments                         (6,142)     (3,870)               -   (10,012) 
 Deferred tax                                       -           -         (3,718)    (3,718) 
 Contingent & deferred 
  consideration                                     -           -         (5,041)    (5,041) 
 Consolidated total 
  liabilities                                 (6,142)     (3,870)         (8,759)   (18,771) 
-----------------------------  ----------------------  ----------  --------------  --------- 
 
 
                                                            2016 
                                                 Rail     Traffic 
                                           Technology      & Data 
                                           & Services    Services     Unallocated      Total 
                                              GBP'000      GBP000          GBP000     GBP000 
-----------------------------  ----------------------  ----------  --------------  --------- 
 Assets 
 Total assets for reportable 
  segments (exc. cash)                          2,401       6,944               -      9,345 
 Intangible assets and 
  investments                                       -           -          26,882     26,882 
 Deferred tax assets                                -           -             573        573 
 Cash and cash equivalents                      4,365       1,507           5,513     11,385 
 Consolidated total 
  assets                                        6,766       8,451          32,968     48,185 
-----------------------------  ----------------------  ----------  --------------  --------- 
 
 Liabilities 
 Total liabilities for 
  reportable segments                         (5,004)     (4,081)               -    (9,085) 
 Deferred tax                                       -           -         (4,284)    (4,284) 
 Contingent & deferred 
  consideration                                     -           -         (6,150)    (6,150) 
 Consolidated total 
  liabilities                                 (5,004)     (4,081)        (10,434)   (19,519) 
-----------------------------  ----------------------  ----------  --------------  --------- 
 

Major customers

Transactions with the Group's largest customer represent 16% of the Group's total revenues (2016: 14%).

Geographic split of revenue

 
 A geographical analysis of revenue      2017     2016 
  is provided below: 
                                       GBP000   GBP000 
------------------------------------  -------  ------- 
 United Kingdom                        33,224   30,798 
 North America                            437       32 
 Australia                                  -    1,238 
 Rest of the World                        825      573 
 Total                                 34,486   32,641 
------------------------------------  -------  ------- 
 
   4          Earnings per share 

Basic earnings per share

The calculation of basic earnings per share at 31 July 2017 was based on the profit attributable to ordinary shareholders of GBP3,715,000 (2016: GBP3,533,000) and a weighted average number of ordinary shares in issue of 27,804,000 (2016: 27,807,000), calculated as follows:

Weighted average number of ordinary shares

In thousands of shares

 
                                         2017     2016 
 Issued ordinary shares at 1 August    27,546   26,564 
 Effect of shares issued related 
  to business combinations                  -      360 
 Effect of shares issued for cash         258      883 
 Weighted average number of shares 
  at 31 July                           27,804   27,807 
------------------------------------  -------  ------- 
 

Diluted earnings per share

The calculation of diluted earnings per share at 31 July 2017 was based on profit attributable to ordinary shareholders of GBP3,715,000 (2016: GBP3,533,000) and a weighted average number of ordinary shares in issue after adjustment for the effects of all dilutive potential ordinary shares of 28,738,000 (2016: 28,811,000):

Adjusted EPS

In addition, Adjusted Profit EPS is shown below on the grounds that it is a common metric used by the market in monitoring similar businesses. A reconciliation of this figure is provided below:

 
                                                    2017      2016 
                                                 GBP'000   GBP'000 
 Profit attributable to ordinary shareholders      3,715     3,533 
 Amortisation of intangible assets                 1,674     1,378 
 Share-based payment charges                       1,300     1,087 
 Exceptional items                                   139       447 
 Other operating income                            (134)         - 
 Adjusted profit for EPS purposes                  6,694     6,445 
----------------------------------------------  --------  -------- 
 
 
   Weighted average number of ordinary 
   shares 
   In thousands of shares 
----------------------------------------------  --------  -------- 
 For the purposes of calculating Basic 
  earnings per share                              27,804    27,807 
 Adjustment for the effects of all 
  dilutive potential ordinary shares              28,738    28,811 
----------------------------------------------  --------  -------- 
 
 Basic adjusted earnings per share                24.08p    23.18p 
 Diluted adjusted earnings per share              23.29p    22.37p 
----------------------------------------------  --------  -------- 
 
 
   5          Dividends 

The Group introduced a progressive dividend policy during previous years. The cash cost of the dividend payments is shown below:

 
                                    2017     2016 
                                  GBP000   GBP000 
------------------------------   -------  ------- 
 Final dividend for 2014/15 
  of 0.60p per share paid              -      164 
 Interim dividend for 2015/16 
  of 0.50p per share paid              -      137 
 Final dividend for 2015/16          195        - 
  of 0.70p per share paid 
 Interim dividend for 2016/17        167        - 
  of 0.60p per share paid 
 Total dividends paid                362      301 
-------------------------------  -------  ------- 
 

The dividends paid or proposed in respect of each financial year is as follows:

 
                                      2017       2016       2015       2014      2013     2012 
                                   GBP'000     GBP000     GBP000     GBP000    GBP000   GBP000 
------------------------------  ----------  ---------  ---------  ---------  --------  ------- 
 Interim dividend for 2011/12 
  of 0.20p per share paid                -          -          -          -         -       48 
 Final dividend for 2011/12 
  of 0.35p per share paid                -          -          -          -         -       87 
 Interim dividend for 2012/13            -          -          -          -        75        - 
  of 0.30p per share paid 
 Final dividend for 2012/13              -          -          -          -       102        - 
  of 0.40p per share paid 
 Interim dividend for 2013/14            -          -          -         89         -        - 
  of 0.35p per share paid 
 Final dividend for 2013/14              -          -          -        119         -        - 
  of 0.45p per share paid 
 Interim dividend for 2014/15            -          -        106          -         -        - 
  of 0.40p per share paid 
 Final dividend for 2014/15              -          -        164          -         -        - 
  of 0.60p per share paid 
 Interim dividend for 2015/16            -        137          -          -         -        - 
  of 0.50p per share paid 
 Final dividend for 2015/16              -        195          -          -         -        - 
  of 0.70p per share proposed 
 Interim dividend for 2016/17          167          -          -          -         -        - 
  of 0.60p per share paid 
 Final dividend for 2016/17            222          -          -          -         -        - 
  of 0.80p per share proposed 
------------------------------  ----------  ---------  ---------  ---------  --------  ------- 
 

The total dividends paid or proposed in respect of each financial year ended 31 July is as follows:

 
                              2017    2016    2015    2014   2013    2012 
 Total dividends paid per 
  share                       1.4p    1.2p    1.0p    0.8p   0.7p   0.55p 
--------------------------  ------  ------  ------  ------  -----  ------ 
 

The dividend will be payable on 16 February 2018 to shareholders on the Register at 2 February 2018.

   6          Reconciliation of adjusted profit metrics 

In addition to the statutory profit measures of Operating profit and profit before tax, the Group quotes Adjusted EBITDA and Adjusted profit.

Adjusted EBITDA is defined as Earnings before finance income, tax, depreciation, amortisation, exceptional items, other operating income, and share-based payment charges and share of result of equity accounted investees.

Adjusted EBITDA can be reconciled to statutory profit before tax as set out below:

 
                                   2017     2016 
                                 GBP000   GBP000 
-----------------------------   -------  ------- 
 Profit before tax                4,616    3,955 
 Finance income / (expense) 
  - net                              23        5 
 Share-based payment charges      1,300    1,087 
 Exceptional items                  139      447 
 Other operating income           (134)        - 
 Amortisation of intangible 
  assets                          1,674    1,378 
 Depreciation                       799      773 
 Share of result of equity           77        - 
  accounted investees 
 Adjusted EBITDA                  8,494    7,645 
------------------------------  -------  ------- 
 

Adjusted profit is defined as Earnings before finance income, tax, amortisation, exceptional items, other operating income, share-based payment charges, and share of result of equity accounted investees.

Adjusted profit can be reconciled to statutory profit before tax as set out below:

 
                                   2017     2016 
                                 GBP000   GBP000 
-----------------------------   -------  ------- 
 Profit before tax                4,616    3,955 
 Finance income / (expense) 
  - net                              23        5 
 Share-based payment charges      1,300    1,087 
 Exceptional items                  139      447 
 Other operating income           (134)        - 
 Amortisation of intangible 
  assets                          1,674    1,378 
 Share of result of equity           77        - 
  accounted investees 
 Adjusted profit                  7,695    6,872 
------------------------------  -------  ------- 
 

Adjusted EBITDA reconciles to adjusted profit as set out below:

 
                       2017     2016 
                     GBP000   GBP000 
-----------------   -------  ------- 
 Adjusted EBITDA      8,494    7,645 
 Depreciation         (799)    (773) 
 Adjusted profit      7,695    6,872 
------------------  -------  ------- 
 
   7          Annual Report and Annual General Meeting 

The Company anticipates dispatching a copy of its annual report and accounts to all shareholders on or around 29 November 2017. A copy will also be available on the Company's website www.tracsis.com.

The Annual General Meeting of the Company will be held at Leeds Innovation Centre, 103 Clarendon Road, Leeds, LS2 9DF on Wednesday 24 January 2018 at 1pm.

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR UGGPPGUPMGAM

(END) Dow Jones Newswires

November 08, 2017 02:00 ET (07:00 GMT)

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