08:00 Wed 21 Aug 2019
Cloudbuy PLC - Interim Results
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cloudBuy plc
("cloudBuy" or the "Company")
Interim Results for the six months ended
cloudBuy plc (AIM: CBUY), the global provider of cloud-based ecommerce marketplaces and B2B buyer and supplier solutions, today announces its unaudited interim results for the six months ended
Operational
· We have seen an increase in the number of CCG's joining PHBChoices over the first half and this has accelerated in July and August with a related increase in the numbers of PHB holders now using the system
· We have developed a pipeline of additional eprocurement and digital prospects assisted by our presence on G-Cloud 11
· The Company Formations business was successfully sold resulting in cash receipts of
Financial
· Commentary is based on the Continuing Business which excludes the results of the Company Formations business for all periods.
· Revenue of
· Our existing ecommerce and eprocurement customers continue to produce revenue and provide opportunities for growth, this is partially offset by the continuing reduction in revenue from legacy customers.
· Administrative expenses, excluding share based payments, decreased by 15% to
· Operating loss, excluding share based payments was reduced by 28% to
· Net cash outflow from continuing operations including capital expenditure was reduced to £675Km (2018, net cash outflow:
· New investment of
· Cash and cash equivalents reduced to
"We have made progress in the first half of the year, with an increase in core revenue and a continuing focus on cash management and cost reduction. PHBChoices has contributed to the revenue increase and revenue from this area is growing. There is evidence that CCG's are under pressure to deliver more PHB's and increasingly they are reaching out to PHBChoices for a solution.
Our existing customer base continues to provide consistent revenue and we have a number of opportunities for additional revenue growth from this group. In
Following the publication of G-Cloud 11 we have generated a number of enquiries about our solutions from a range of different
We received further investment from
For further information, please contact:
cloudBuy plc
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Tel: 0118 963 7000 |
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Arden Partners plc - NOMAD and broker |
Tel: 020 7614 5900 |
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About cloudBuy plc
cloudBuy, (AIM: CBUY), provides cloud solutions for buyers and sellers - and brings them together to trade securely and ethically via an increasing number of public e-marketplaces and private purchasing portals around the world, powered by cloudBuy ecommerce technology.
cloudBuy solutions for buyers help B2B purchasers understand and control their spend, to reduce costs and increase value. Our cloudSell solutions enable sellers of all sizes, from start-ups to corporates, reach new customers and grow their business.
cloudBuy's technology platform powers web sites, public marketplaces and private purchasing portals that enable all types of online interactions and relationships including, citizen and business to government; consumer to business; and business to business.
For more information visit: www.cloudbuy.com
CHAIRMAN'S STATEMENT
Revenue
We continue to focus on our key projects.
PHBChoices
This remains the main growth driver in the business. During the first half of 2019, there has been a demonstrable increase in interest from CCG's as the requirement for personalisation in care has been driven by
The PHBChoices product has continued to be enhanced. To date, we are not aware of a competing product which shows the same benefits as PHBChoices including cost savings, greater visibility of spend, financial control and patient data security.
United Overseas Bank in
This project in
Ontario School Boards
Our project with the
HealthShare New South Wales
This project in
The system is live with ongoing SaaS licence fees and paid enhancements.
Other ecommerce customers
Our long term ecommerce customers continue to invest in cloudBuy products with our largest customer generating increased revenue in the first 7 months of the year.
Non-Strategic Legacy Contracts
Continuing the medium term trend, a number of our legacy
Financial Results
Commentary is based on the Continuing Business which excludes the results of the Company Formations business for all periods.
Revenue showed an increase of 11% with the reduction in legacy contract revenue being more than offset by an increase from PHBChoices.
As a result of the increase in revenue and a reduction in administrative expenses, operating loss, excluding share based payments was reduced by 28%.
Our operating cash outflow showed an improvement of 23%. Operating cash outflow was broadly in line with the operating loss.
Outlook
We expect revenue from PHBChoices to continue to grow in the second half and in 2020. Although at an early stage in the sales cycle, we are also seeing increasing interest in our product suite from
It is expected that operating losses and cash outflows will continue to reduce during the remainder of 2019.
Executive Chairman and CIO
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)
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Notes |
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6 months to |
6 months to |
Year ended (as restated) |
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£'000 |
£'000 |
£'000 |
|||||
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|
|
|
|
|
|||
|
|
|
|
|
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|||
Revenue from continuing operations |
2 |
|
538 |
485 |
791 |
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Cost of sales |
|
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(26) |
(35) |
(59) |
|||
Gross Profit |
|
|
512 |
450 |
732 |
|||
Administrative expenses |
|
|
(1,174) |
(1,374) |
(2,426) |
|||
Share based payments |
|
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(17) |
(54) |
(72) |
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Operating loss |
|
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(679) |
(978) |
(1,767) |
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Finance Income -interest received |
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|
0 |
0 |
1 |
|||
Finance costs |
|
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(296) |
(289) |
(601) |
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Loss on ordinary activity before taxation |
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(975) |
(1,267) |
(2,366) |
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Income tax credit |
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|
- |
- |
124 |
|||
Loss for the period from continuing operations |
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(975) |
(1,267) |
(2,242) |
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Profit for the period from discontinued Operations |
4 |
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291 |
20 |
49 |
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Loss for the period |
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(684) |
(1,247) |
(2,193) |
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Other comprehensive income - item which will or may be reclassified to profit and loss |
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- |
- |
- |
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Exchange (loss)/gain arising on translation of foreign operations |
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(2) |
141 |
115 |
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Total Comprehensive Income |
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(686) |
(1,106) |
(2,077) |
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Loss per share - basic and diluted from continuing operations |
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0.7p |
1.0p |
1.7p |
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CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)
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Notes |
30 June |
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30 June |
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31 Dec |
£'000 |
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£'000 |
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£'000 |
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Assets |
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Non-current assets |
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3 |
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7 |
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6 |
Other intangible assets |
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25 |
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45 |
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34 |
Property, plant and equipment |
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28 |
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53 |
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40 |
Current Assets |
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Trade and other receivables |
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401 |
|
408 |
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365 |
Taxes recoverable |
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- |
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- |
|
124 |
Cash and cash equivalents |
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1,031 |
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1,605 |
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791 |
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1,432 |
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2,013 |
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1,280 |
Total assets |
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1,460 |
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2,066 |
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1,320 |
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Liabilities |
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Current liabilities |
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Trade and other payables |
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(1,628) |
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(1,220) |
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(1,319) |
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(1,628) |
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(1,220) |
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(1,319) |
Non-current liabilities |
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Financial liabilities - borrowings |
5 |
(6,333) |
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(5,739) |
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(5,833) |
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Total liabilities |
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(7,961) |
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(6,959) |
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(7,152) |
Total net (liabilities)/assets |
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(6,501) |
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(4,893) |
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(5,832) |
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Shareholder's equity |
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Called up share capital |
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1,304 |
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1,304 |
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1,304 |
Share premium account |
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5,534 |
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5,534 |
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5,534 |
Other reserve |
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2,235 |
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2,220 |
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2,235 |
Share based payment reserve |
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1,241 |
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1,205 |
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1,224 |
Currency translation |
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(81) |
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(53) |
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(79) |
Accumulated losses |
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(16,734) |
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(15,104) |
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(16,050) |
Total equity attributable to equity shareholders of the parent |
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(6,501) |
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(4,893) |
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(5,832) |
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
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6 months to |
6 months to (as restated)
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Year ended (as restated)
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£'000 |
£'000 |
£'000 |
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Cash flow from operating activities |
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Loss for the period (excluding Taxation) |
(684) |
(1,247) |
(2,193) |
Adjustments for: |
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Finance income/cost |
295 |
289 |
599 |
Depreciation of property, plant and equipment |
11 |
19 |
30 |
Amortisation of other Intangible assets |
3 |
2 |
4 |
Share based payments |
17 |
54 |
72 |
Changes in working capital |
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Trade and other receivables |
(48) |
55 |
(26) |
Trade and other payables |
25 |
(163) |
(265) |
Currency translation |
(2) |
141 |
115 |
Profit from discontinued operations |
(291) |
(19) |
(49) |
Net cash used by continuing operations
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(674) |
(870) |
(1,713) |
Tax (paid)/received |
124 |
- |
- |
Operating cashflow from Discontinued operations |
12 |
19 |
49 |
Net cash used in operating activities |
(538) |
(851) |
(1,664) |
Cash flows from investing activities |
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Purchase of other intangible assets |
- |
- |
(5) |
Purchase of property, plant and equipment |
(1) |
(4) |
- |
Sale of discontinued business |
279 |
- |
- |
Net cash used in investing activities |
278 |
(5) |
(5) |
Cash flows from financing activities |
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Issue of loan notes |
500 |
- |
- |
Net cash generated from financing
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500 |
- |
- |
Net increase/(decrease) in cash and cash equivalents |
240 |
(855) |
(1,669) |
Cash and cash equivalents at beginning of period |
791 |
2,460 |
2,460 |
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Cash and cash equivalents at end of period |
1,031 |
1,605 |
791 |
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CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY (UNAUDITED)
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Share Capital |
Share premium |
Other reserve |
Share based payment reserve |
Currency translation |
Accumulated losses |
Share-holder's equity |
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£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
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|
|
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At |
1,304 |
5,534 |
2,215 |
1,151 |
(194) |
(13,858) |
(3,847) |
Share issued in the period |
- |
- |
- |
- |
- |
- |
- |
Convertible loan notes issued in the period |
- |
- |
5 |
- |
- |
- |
5 |
Share based payments |
- |
- |
- |
54 |
- |
- |
54 |
Exchange in the period |
- |
- |
- |
- |
141 |
- |
141 |
Retained loss for the period |
- |
- |
- |
- |
- |
(1,247) |
(1,247) |
At |
1,304 |
5,534 |
2,220 |
1,205 |
(53) |
(15,105) |
(4,893) |
Share issued in the period |
- |
- |
- |
- |
- |
- |
- |
Convertible loan notes issued in the period |
- |
- |
15 |
- |
- |
- |
15 |
Share based payments |
- |
- |
- |
19 |
- |
- |
19 |
Exchange in the period |
- |
- |
- |
- |
(26) |
- |
(26) |
Retained loss for the period |
- |
- |
- |
- |
- |
(945) |
(945) |
At |
1,304 |
5,534 |
2,235 |
1,224 |
(79) |
(16,050) |
(5,832) |
Share issued in the period |
- |
- |
- |
- |
- |
- |
- |
Convertible loan notes issued in the period |
- |
- |
- |
- |
- |
- |
- |
Share based payments |
- |
- |
- |
17 |
- |
- |
17 |
Exchange in the period |
- |
- |
- |
- |
(2) |
- |
(2) |
Retained loss for the period |
- |
- |
- |
- |
- |
(684) |
(684) |
At |
1,304 |
5,534 |
2,235 |
1,241 |
(81) |
(16,734) |
(6,501) |
NOTES TO THE FINANCIAL STATEMENTS
1. Basis of preparation
These interim financial statements have been prepared in accordance with the accounting policies set out in the Annual Report and Accounts for the year ended
The preparation of financial statements requires estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although the estimates are based on management's best knowledge of the amounts, events or actions, actual results may differ from those estimates.
These financial statements separate out the company formations business as a discontinued operation for all three periods covered, this has resulted in a restatement of the first half and fully year 2018 results. The details of the discontinued operation are contained in note 3.
This announcement which was approved by the board of cloudBuy plc on
2. Revenue
Below is an analysis of revenue recognised and gross profit attributable between reportable segments
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6 months to |
6 months to (as restated)
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Year ended (as restated) |
£'000 |
£'000 |
£'000 |
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Web and ecommerce services |
519 |
465 |
751 |
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18 |
20 |
40 |
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538 |
485 |
791 |
Gross Profit |
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Web and ecommerce services |
493 |
431 |
692 |
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18 |
20 |
40 |
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512 |
450 |
732 |
3. Loss per share
The calculations for loss per share are based on the weighted average number of shares in issue during the period: 130,432,664 (6 months to
The share options and warrants are not dilutive as they would not increase the loss per share in the year.
The basic and diluted loss per share calculated on the unadjusted earnings is 0.7p (6 months to
4. Discontinued operations
On
The trading of Company formations business in the relevant period is as follow:
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30 June 2019 £ '000 |
£'000 |
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Revenue |
|
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74 |
166 |
318 |
Cost of sales |
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(27) |
(73) |
(139) |
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Gross profit |
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46 |
93 |
179 |
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Administrative Expenses |
(30) |
(73) |
(130) |
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Share based payments |
- |
- |
- |
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Operating loss |
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16 |
20 |
49 |
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Finance Income -interest received |
- |
- |
- |
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Finance costs |
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- |
- |
- |
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Profit from discontinued Operations Before tax |
16 |
20 |
49 |
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Income tax expenses |
- |
- |
- |
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Profit for the period |
16 |
20 |
49 |
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Gain on Disposal |
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275 |
- |
- |
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Profit for the period from discontinued operations |
291 |
20 |
49 |
All of the assets and liabilities of the business have been disposed of in this transaction.
Cash flows generated by the Company Formations business for the reporting periods under review until its disposal were as follows:
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£'000 |
£'000 |
£'000 |
Operating activities |
12 |
19 |
49 |
Investing activities |
279 |
- |
- |
Cashflow from Discontinued Operations |
291 |
19 |
49 |
Cash flows from investing activities relate solely to the proceeds from the sale of Company Formations which was received in cash in
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Calculation of gain on disposal |
£'000 |
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Assets |
|
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Non-current assets |
- |
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Goodwill |
- |
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Property, plant and equipment |
- |
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Total non-current assets |
- |
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Current assets |
- |
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Trade and other receivables |
4 |
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Cash and cash equivalents |
- |
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Total current assets |
4 |
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Liabilities |
- |
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Current liabilities |
- |
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Trade and other payables |
- |
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Total liabilities |
- |
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Provisions - lease incentive |
- |
|
Net assets |
4 |
|
Less: net assets attributable to minority interest |
- |
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Net Assets Disposed |
4 |
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Total Consideration received in cash |
279 |
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Net cash Received |
279 |
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Gain on Disposal |
275 |
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5. Convertible Loan Stock and Loan Stock
The principal terms of the loan instruments are as follows:
"Existing" Loan Notes
Instrument (the "Instrument") |
Interest bearing loan note instrument constituting 4,172,562 |
Amount DRAWN |
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Term |
10 year term with an early repayment option on 5th anniversary |
Drawdown |
Minimum of |
Interest |
2.33% |
Borrower Covenants |
cloudBuy plc cannot issue any instrument that is pari passu or senior to the Instrument and/or the Loan Notes without the consent of the holder of the Loan Notes |
Lender Covenants |
None |
Conversion price |
|
Security |
The Loan Notes will be secured, by way of a secondary charge over the Company's assets, with the charge ranking behind the Company's clearing bank facility provider from time to time where the priority charge over the Company assets will be limited to |
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Mr. Roberto Sella to have the right, but not the obligation, to participate in future equity fundraising by the Company at 80% of the price of other investors up to the end of the Term |
"New" (
Instrument (the "Instrument") |
Interest bearing loan note instrument constituting up to 3,400,000 |
Amount Drawn |
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Term |
10 year term with an early repayment option on 5th anniversary |
|
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Interest |
2.33% |
Borrower Covenants |
cloudBuy plc cannot issue any instrument that is pari passu or senior to the Instrument and/or the Loan Notes without the consent of the holder of the Loan Notes |
Lender Covenants |
None |
Conversion price |
|
Security |
The Loan Notes will be secured, by way of a secondary charge over the Company's assets, with the charge ranking behind the Company's clearing bank facility provider from time to time where the priority charge over the Company assets will be limited to |
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6. Disclosure of Concert Party Shareholdings
The following details are required to be disclosed in this report to comply with the conditions of The Takeover Code. Mike Pasternak who is a director of cloudBuy is deemed to be acting in concert with Roberto Sella for the purposes of the Takeover Code. The holdings of Roberto Sella and Mike Pasternak at
Shareholder |
Interest in issued share capital on |
Percentage interest in issued share capital on |
Total interest on the basis that the further |
Percentage total assuming no other ordinary shares are issued |
Roberto Sella |
14,700,000 |
11.27% |
301,204,965 |
72.24% |
Mike Pasternak |
2,150,000 |
1.65% |
2,150,000 |
0.52% |
Total |
16,850,000 |
12.92% |
303,354,965 |
72.76% |
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