(WSI.L) Workplace Systems International PLC Buy/Sell

RNS Number : 6925G Workplace Systems International PLC 04 February 2010

4 February 2010

WorkPlace Systems International PLC ("WorkPlace" or the "Company")

Director's Shareholding

WorkPlace was notified on 3 February 2010 that on that day John Herring, a non-executive director of the Company, purchased through his SIPP 200,000 ordinary shares of 5 pence each in the Company at a price of 9 pence per share.

Following these purchases, John Herring is beneficially interested in 588,956 ordinary shares in the Company, representing approximately 0.40% of WorkPlace's issued share capital.

Enquiries:

WorkPlace Systems International PLC

Paul Wright, Chief Financial Officer

Tel: 01908 251 340

This information is provided by RNS The company news service from the London Stock Exchange

RDSLZLFBBLFBBBQ

RNS Number : 1064D Workplace Systems International PLC 26 November 2009

WorkPlace Systems International PLC ('WorkPlace' or the 'Company')

Half Year Results for the six months ended 30 September 2009

Chairman's Statement

Introduction

As indicated at the time of the trading update on 9 October, 2009 trading improved significantly during the second quarter and enabled the Company to reach break-even for the first-half in line with expectations. Whilst revenue of £4.4m for the Half Year was reduced compared to the corresponding period of 2008, it represented an increase over the preceding six-month period and this, together with the cost savings that the Board implemented in February 2009, generated a profit for the Half Year.

Following the US restructuring undertaken in late 2008/early 2009 which created the basis for a growing and profitable business, the Company's US operation was profitable over the Half Year. As noted in the trading update, the US operation signed a contract to deliver the new WorkPlace SAAS solution to a major US retailer at the end of September. Since that time, the solution has been rolled out across the customer's national network and is now live in over 3,000 of their stores.

Increased activity in the UK Market has lagged behind the US and European Markets but, towards the later months of the Half Year and again since September 30, the Company has seen a growing number of projects being commissioned in this Market. The upturn has also been reflected in the gathering speed of roll-outs amongst the WorkPlace European customer base when compared to the second-half of the last Financial Year.

Financial Results

Revenue was £4.4 m for the six months ended 30 September 2009 (2008: £5.3m) producing an Operating Profit of £31,000 (2008: £356,000). Recurring revenues received for Annual Use Licences were £1.8m (2008: £1.7m) and accounted for 41% of turnover (2008: 32%). This reflects the strength of the ongoing business and the base from which to grow profitability in the future. The Company overhead base was reduced to £3.9m for the period (2008: £4.8m) following the cost reduction exercise noted above.

The Company retained cash balances of £1.7m at the end of the period.

Business Performance

Trading improved significantly during the summer and the period since 30 September 2009 following the disappointing market conditions of early 2009.

In addition to the continued roll-out of its solutions under existing contracts, the Company won a number of new contracts during the period, including 11 new-name customers. These new customers embraced the range of WorkPlace solutions including the SAAS product which was also deployed in the US during the period.

Investment

WorkPlace continues to invest in both new and existing products to expand the range of solutions to existing and target customers. In May 2009, WorkPlace Systems Plc purchased the Intellectual Property of the software used for its On-Line SAAS product. This has subsequently been successfully deployed in the UK, the US and continues to be deployed in the Australian market.

In May, the Company announced the increase of its stake in WorkBuddy Solutions Pty Ltd to 50%. The results of that company have been consolidated since 30 June when the transaction closed. The Intellectual Property ("IP") of WorkBuddy was purchased through a UK trading subsidiary to consolidate the Group IP into a central entity wholly owned by WorkPlace.

Outlook

The objective of the Company during the second-half of the Financial Year is to build on the initial success experienced with the SAAS product worldwide. The Company needs to continue to win business in this area and to convert pilot systems into long-term revenue.

In the UK, Europe and USA the Company will also continue to focus on the roll-out of systems within major customers.

As previously stated in our trading update, the Board remains confident for the Full Year figures and for future periods providing the positive trend continues which has been experienced since the summer period.

Ian Lenagan - Chairman

Enquiries: WorkPlace Systems International plc
Barney Quinn, Chief Executive Tel: 07860 883 847

Paul Wright, Chief Financial Officer Tel: 01908 251 340 Altium
Ben Thorne Tel: 020 7484 4040

Paul Chamberlain

WorkPlace Systems International plc
Consolidated Income Statement Six months ended Six months ended Year ended
For six months ended 30 September 2009 30 September 30 September 31 March

unaudited unaudited audited
Note £'000 £'000 £'000

Continuing operations 4,365 5,341 9,561

Revenue
Operating profit / (loss) 31 356 (480)

Finance (expense) / income 2 66 90

Exceptional items - - (1,976)

Profit / (loss) before tax 33 422 (2,366)

Income tax - - -

Retained profit / (loss) 33 422 (2,366)

Earnings per share from continuing operations 2
Basic (pence) 0.022 0.288 (1.61)
Diluted (pence) 0.020 0.260 (1.45)

WorkPlace Systems International plc
Consolidated Balance Sheet As at 30 As at 30 As at 31
As at 30 September 2009 September September March

unaudited unaudited audited
Notes £'000 £'000 £'000

Non-current assets
Property, plant and equipment 3 391 214 431
Assets held for resale 211 -
Goodwill 4 1,662 2,941 1,441
Other Intangible assets 4 516 246 474
Investments 204 137 341
Total non-current assets 2,773 3,749 2,687

Current assets
Inventories - -
Trade and other receivables 2,988 3,352 2,512
Cash and cash equivalents 1,719 2,613 2,374
Total current assets 4,707 5,965 4,886

Total assets 7,480 9,714 7,573

Current liabilities
Trade and other payables 1,639 1,140 1,532
Deferred income 1,968 1,928 2,261
Total current liabilities 3,607 3,068 3,793

Net assets 3,873 6,646 3,780

Equity
Issued share capital 5 7,373 7,338 7,338
Share premium 8,811 8,811 8,811
Capital redemption reserve 1,871 1,871 1,871
Retained earnings (14,601) (11,664) (14,618)
Share Option Reserve 439 290 378
Minority Interests (20) - -
Equity shareholders' funds 6 3,873 6,646 3,780

WorkPlace Systems International plc Six months Six months Year
Consolidated Cash Flow Statement ended 30 ended 30 ended 31
For six months ended 30 September 2009 September 2009 September 2008 March 2009
unaudited unaudited audited
£'000 £'000 £'000

Operating activities
Operating profit 31 356 (2,456)
Share option charge 61 45 133
Depreciation 58 78 116
Amortisation of Intangibles 97 - 93
Impairment of Goodwill provision - - 1,500
Decrease / (Increase) in working capital (824) (318) 1,391
Income tax repayment - 230 87
Net cash (used) / generated from operating activities (577) 391 864

Investing activities
Purchase of Computer Software (59) - -
Internally generated intangible assets (80) (222) (502)
Purchases of property, plant and equipment (2) (57) (120)
Purchases of computer software (16) - (21)
Purchase of investment - - 204
Additional investment in subsidiary company net of cash received 58 - -
Net cash (used) / generated from investing activities (99) (279) (847)

Financing
Issue of Shares 35 - -
Finance income 2 68 90
Dividends paid - (294) (293)
Net cash generated / (used) from financing activities 37 (226) (203)

Net decrease in cash and cash equivalents (639) (114) (186)

Cash and cash equivalents at the beginning of the period 2,374 2,727 2,727
Effect of foreign exchange rates (16) - (167)
Cash and cash equivalents at the end of the period 1,719 2,613 2,374

Notes to the Accounts

1.1 Basis of preparation

The accounting policies set out below and used in the preparation of the consolidated interim financial statements represent the principal policies expected to apply to the preparation of the financial statements for the year ending 31 March 2010.

The summarised unaudited half year financial information does not constitute statutory accounts for the purposes of section 240 of the Companies Act 1985. The statutory accounts for the year ended 31 March 2009 have been delivered to the Registrar of Companies. The report of the auditors was unqualified and did not contain a statement under section 237(2) or (3) of the Companies Act 1985.

The consolidated interim financial statements are prepared on the basis of all International Accounting Standards (IAS) and IFRS published by the International Accounting Standards Board (IASB) that are currently in issue. An element of uncertainty still surrounds the application of IFRS as the European Union may not endorse all IASB pronouncements, new interpretations may be issued by the International Financial Reporting Interpretations Committee (IFRIC) on existing standards and best practice continues to evolve.

These financial statements have been prepared under the historical cost convention.

Copies of this statement of interim results are being sent to all shareholders shortly and thereafter will be available from the Group's registered office.

1.2 Basis of Consolidation

The consolidated interim financial statements incorporate the results of WorkPlace Systems International plc and subsidiaries as at 30 September 2009.

The accounting policies have been consistently applied throughout the group for the purposes of the preparation of these consolidated interim financial statements.

1.3 Revenue recognition

Revenue represents amounts in respect of software licence, consulting services and annual use/maintenance contracts, excluding value added tax, as set out below:

Software licence revenue

Software licence revenue is recognised when customer contractual obligations have been performed.

Income from consulting services

Consulting services and project management revenues are recognised monthly as earned.

Income from annual use/maintenance contracts

Annual use/maintenance contracts are contracted for and paid annually in advance and are non-cancellable. Revenue is recognised on a straight line basis over the period of the contract. The residual income which has been received in advance is shown within current liabilities as deferred income.

1.4 Business Combinations

The acquisition of subsidiaries is accounted for using the purchase method. The cost of the acquisition is measured at the aggregate of fair values, at the date of exchange, of assets given, liabilities incurred or assumed, and equity instruments issued by the Company in exchange for control of the acquiree, plus any costs directly attributable to the business combination. The acquiree's identifiable assets and liabilities are recognised at their fair value at the acquisition date.

1.5 Goodwill

Goodwill arising on consolidation represents the excess of the cost of acquisition over the Group's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the subsidiary recognised at the date of acquisition.

Goodwill is stated at the amortised value as at 1st April 2006 less any accumulated impairment losses on an annual basis. Any impairment is recognised immediately in the Income Statement and is not subsequently reversed.

For the purpose of impairment testing, goodwill is allocated to each of the Group's cash-generating units expected to benefit from the synergies of the combination. Cash-generating units to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not reversed in a subsequent period

On disposal of a subsidiary, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.

Goodwill arising on acquisitions before the date transition to IFRSs has been retained at the previous UK GAAP amounts, subject to being tested for impairment at that date.

1.6 Property, Plant and Equipment

Property, plant and equipment are stated at cost less accumulated depreciation and any recognised impairment loss.

Depreciation is charged so as to write off the cost of assets over their estimated useful lives, using the straight-line method. The estimated useful lives of all assets are four years.

Assets held under finance leases are depreciated over their expected useful lives on the same basis as owned assets or, where shorter, over the term of the relevant lease.

The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sale proceeds and the carrying amount of the asset and is recognised in income.

1.7 Other intangible assets

Where computer software does not form an integral part of the machinery or computer hardware to which it relates, it is presented as an intangible asset. Computer software costs are included at cost and amortised on a straight line basis over their expected useful economic life, which are expected to be four years.

1.8 Research and development

Research expenditure is written off as incurred.

Development expenditure is also written off, except where the Directors are satisfied that a new or significantly improved product or process results and other relevant IAS 38 criteria are met as to the technical, commercial and financial viability of individual projects that would allow such costs to be capitalised. In such cases, the identifiable expenditure is capitalised and amortised over the period during which benefits are expected.

Intangible assets are reviewed for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable.

1.9 Investments

Investments held as fixed assets are stated at cost less provision for any impairment.

1.10 Taxation

Current tax, including UK Corporation Tax, is provided at amounts expected to be paid/(recovered) using the tax rate and laws that have been enacted or substantively enacted at the balance sheet date.

Deferred tax is recognised in respect of all timing differences that have originated, but not reversed, at the balance sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences between the Company's taxable profits and its results, as stated in the Financial Statements, that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the Financial Statements.

Deferred tax is measured at the average tax rates that are expected to apply in the periods in which timing differences are expected to reverse, based on tax rates and laws that have been enacted or substantially enacted by the balance sheet date. Deferred tax is measured on a non-discounted basis.

1.11 Leases

Rentals payable under operating leases are charged to the income statement on a straight-line basis over the term of the relevant lease.

1.12 Foreign Currency

The consolidated Financial Statements are presented in pounds sterling which is the Group's functional and presentational currency. The Group determines the functional currency of each entity and items included in the Financial Statements of each entity are measured using the functional currency. Transactions denominated in foreign currencies are translated into sterling at the actual rate of exchange ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at rates ruling at the balance sheet date. Exchange differences are included in the Income Statement.

1.13 Retirement benefits

The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The amount charged to the Income Statement in respect of pension costs and other post retirement benefits is the contributions payable in the year. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments in the balance sheet.

1.14 Share based payment

The Company operates an equity-settled share based incentive plan. The fair value of the employee services received in exchange for the grant of options is recognised as an expense. The total amount to be expensed over the vesting period is recognised as an expense. The total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted measured by use of the Black-Scholes pricing method, excluding the impact of any non-market vesting conditions (for example, profitability and growth targets). Non-market vesting conditions are included in the assumptions about the number of options that are expected to become exercisable. At each balance sheet date, the Company revises its estimates of the number of options that are expected to become exercisable. It recognises the impact of the revision of original estimates, if any, in the Income Statement, and a corresponding adjustment to reserves over the remaining vesting period. The proceeds received net of any attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised.

1.15 Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held with banks and bank overdrafts.

1.16 Financial Instruments

Financial assets and financial liabilities are recognised on the balance sheet when the Company/Group becomes a party to the contractual provisions of the instrument.

2. Earnings per share
Six months Six months Year
ended ended ended
30 September 30 September 31 March

unaudited unaudited audited

£'000 £'000 £'000

Profit / (loss) per share - basic and diluted
Profit / (loss) attributable to shareholders 33 422 (2,366)

Basic EPS
Shares (000's) 147,468 146,758 146,762
EPS (pence) 0.022 0.288 (1.61)

Diluted EPS
Shares (000's) 162,983 162,405 162,275
EPS (pence) 0.020 0.260 (1.45)

3. Property, plant and equipment

Freehold Computer Fixtures Total
Property equipment & fittings
£'000 £'000 £'000 £'000

Cost
At 1 April 2009 250 469 453 1,172
Additions - 16 2 18
At 30 September 2009 250 485 455 1,190

Accumulated depreciation
At 1 April 2009 43 327 371 741
Charge 3 41 14 58
At 30 September 2009 46 368 385 799

Net book value
At 30 September 2009 204 117 70 391
At 31 March 2009 207 142 82 431

4. Goodwill and other intangible fixed assets
Computer Development
Goodwill software costs Total
£'000 £'000 £'000 £'000

Cost
At 1 April 2009 3,324 28 544 3,896
Additions 221 59 80 360
At 30 September 2009 3,545 87 624 4,256

Accumulated depreciation
At 1 April 2009 1,883 11 87 1,981
Charge - 3 94 97
At 30 September 2009 1,883 14 181 2,078

Net book value
At 30 September 2009 1,662 73 443 2,178
At 31 March 2009 1,441 17 457 1,915

5. Share capital

The total authorised share capital is 250,000,000 ordinary shares of 5p each.
Number of Nominal
shares value
(thousands) £'000
At 31 March 2009 146,762 7,338
Shares issued 706 35
At 30 September 2009 147,468 7,373

6. Reconciliation of movement in shareholders' funds

Six months ended 30 Six months ended 30 Year ended 31
September September March

unaudited unaudited audited
£'000 £'000 £'000
Opening shareholders' funds 3,780 6,471 6,471
Profit for the period 33 422 (2,533)
Dividend payment - (294) (293)
Other recognised gains and losses (14) - -
Shares issued in the period 35 2 2
Premium arising on equity - - -

shares
Share Option Reserve 61 45 133
Share of retained earnings (20)

relating to previously held interests arising on business combinations

Closing shareholders' funds 3,873 6,646 3,780

This information is provided by RNS The company news service from the London Stock Exchange

IR ZGMZMLKVGLZM