TIDMAN.

RNS Number : 2578R

Alternative Networks plc

08 December 2016

Alternative Networks plc

Results for the year ended 30 September 2016

Alternative Networks plc, ('the Company' or 'the Group'), a leading provider of IT managed services and business-to-business communications, reports its Preliminary Results for the twelve months ended 30 September 2016.

HIGHLIGHTS

Performance in line with revised expectations with growth in Advanced Solutions recurring revenues and strong cash generation alongside significant operational enhancements

   --      Revenue declined 7.5% to GBP135.8m (2015: GBP146.8m) 

o Advanced Solutions recurring revenue growth of 2% offset by non-recurring revenue decline of 17%, resulting in the overall 6% Advanced Solutions revenue decline.

o Fixed Line and Mobile revenue declined 11% and 8% respectively.

   --      Adjusted EBITDA decreased 16.6% to GBP18.4m (2015: GBP22.1m) 
   --      Continued strong cash generation 

o Operating cash conversion of 84% of adjusted EBITDA (2015: 99%)

o Net debt of GBP19.1m (2015: GBP18.7m)

o Net debt leverage under 1.1 times adjusted EBITDA

-- No final dividend has been proposed due to the Board announcement on 21 November 2016 of the recommended offer by Daisy Intermediate Holdings plc for the entire share capital of Alternative Networks plc.

KEY FINANCIAL INFORMATION

 
 Audited results for the year           2016          2015       Change 
  ended 30 September 
                                     GBP'000       GBP'000            % 
 
 Revenue                             135,803       146,816          -8% 
 
 Adjusted Operating profit*           15,040        19,194         -22% 
 
 Adjusted EBITDA* **                  18,382        22,051         -17% 
 
 Adjusted Profit before taxation*     14,077        17,900         -21% 
 
 Adjusted Earnings per share*** 
  - basic                               23.4   p      28.4   p     -18% 
             - diluted                  23.2   p      27.8   p     -17% 
 
 Dividend per share                      6.2   p      16.4   p     -62% 
 
 Operating profit                     10,247        15,100         -32% 
 
 Profit before tax                     9,284        13,806         -33% 
 
 Earnings per share - basic             15.8   p      23.8   p     -34% 
                      - diluted         15.6   p      23.3   p     -33% 
 

* Profit before intangible assets amortisation excluding software, exceptional items and share based payments

** Earnings before interest, taxation, depreciation and amortisation

*** Adjusted earnings per share is based on adjusted profit after tax as set out in note 11

Mark Quartermaine, Chief Executive of Alternative Networks, commented:

"2016 has been a challenging year overall, impacted by two unforeseen events; being the mobile roaming tariff reset and the uncertainty in the run up to and caused by the result of the United Kingdom's European Union membership referendum. These events impacted the financial performance of the Group, but we have continued to invest in the business and drive improvements in customer service and operational performance whilst launching new innovative products.

The improved profit performance in the second half of 2016, together with the high recurring revenue levels in the Group and continued robust cash generation, means that the Board is confident that the business is well placed for the future. The combination with Daisy will ensure that the Group is best placed to capitalise on future growth opportunities and remain the provider of choice for our customers. In particular, the strong complementarity and strategic fit between Daisy and Alternative Networks will ensure our competitiveness and benefit our customers through access to a broader range of unified communications solutions"

 
 Enquiries: 
                                          0870 190 
 Alternative Networks                      7444 
 Mark Quartermaine, Chief Executive 
  Officer 
 Gavin Griggs, Chief Financial Officer 
 
 Investec Bank PLC - Nominated Adviser    020 7597 
  and Joint Broker                         5970 
 Patrick Robb / Carlton Nelson / 
  Andrew Pinder 
 
                                          020 7220 
 finnCap Limited - Joint Broker            0565 
 Stuart Andrews 
 
                                          020 3772 
 Bell Pottinger                            2500 
 Elly Williamson / Anna Legge 
 

CHAIRMAN'S STATEMENT

CHAIRMAN'S STATEMENT

Introduction

The 2016 financial year has seen Alternative Networks' financial performance impacted by two external events; the UK mobile carriers new tariffs on rest of world roaming and the impact of the uncertainty in the run up and immediately after the United Kingdom's European Union membership referendum. Despite these events we have made good progress in driving further business improvements that will benefit customers and help us return to growth. We have continued to strengthen our offering, adding further market leading products and services that can meet customers' communications and data needs. The investments we have made are delivering good operational results and position us well for the future.

Results

Reported revenue for the year ended 30 September 2016 was GBP135.8m, down 8% on 2015. Gross margins remained steady and adjusted EBITDA at GBP18.4m was 17% below the prior financial year.

Cash generation has remained strong across the Group with 84% of adjusted EBITDA converted to cash. Group net debt at 30 September 2016 was reduced to GBP19.1m (30 September 2015: GBP18.7m).

Recommended offer by Daisy Intermediate Holdings

On 21 November 2016, the Board announced a recommended cash offer by Daisy Intermediate Holdings plc to acquire the entire issued and to be issued share capital of Alternative Networks plc.

Review of operations

The acquisitions made in 2014 are fully integrated into the Advanced Solutions division, which now represents more than 53% of Group revenue. Revenue in the Advanced Solutions division comprises multiyear contractual arrangements with customers (recurring) and one off hardware and other sales (non-recurring). Advanced Solutions recurring business grew in the financial year, although both recurring and non-recurring new business performance were lower over the summer following the United Kingdom's European Union membership referendum, and we closed the year with a strong GBP5.0 million order backlog (2015: GBP5.2m). The division also enjoyed some excellent new client wins, and reinforced its particularly strong presence in the Higher Education sector.

Mobile Network Services was impacted by the mobile roaming tariff reset in the first half of the financial year but, following management actions, underlying performance stabilised in the second half of the year. Despite the challenges we continued to grow market share, with an increased number of subscribers in a competitive market, representing a very creditable achievement. As expected Fixed Voice revenue was down on the previous year and in line with market trends, and the division now represents less than 20% of Group revenues. Our market leading Synapse portal has continued to be a key differentiator, and we continue to drive further enhancements to its functionality, stability and reliability.

Growth strategy

The last year has been one of investment as we focus on becoming one of the UK's leading providers of IT managed services to UK businesses. This investment has been made to enable the Group to take maximum advantage of the expanded portfolio of services it has steadily developed, both in-house and through acquisition.

We have built a strong platform, and are positioned to use our breadth of products and services to establish ourselves as the long term supplier of choice for a larger customer target base and drive organic growth. The outlook for the Group and its growth prospects are positive but it should be recognised that the growth strategy is subject to execution risk and changes in the market environment. In this context, the mobile tariff reset and the uncertainty caused by the outcome of the referendum on the United Kingdom's continued membership of the European Union were unwelcome developments. As the Referendum is still relatively recent, the potential longer term impact on Alternative Networks' future trading performance is unclear.

We are able to invest further in product development so as to remain at the cutting edge of the market and maintain our competitive strengths. The growth of our pipeline, the increasing number of larger businesses taking more of our services and the conversion rate of orders, suggest that our strategy is working and can continue to deliver value. We therefore remain positive about future prospects for the business.

James Murray

Executive Chairman

7 December 2016

Chief Executive Officer's Review

Overview

Despite the trading challenges, the Group has continued to focus on operational improvement projects, and investing to create a strong platform to support future growth. This has resulted in a business that is well placed to increase sales and deliver even greater customer satisfaction in the coming years.

The major highlights of the year were as follows:

   --   Continued gains in key growth areas; 

o Mobile subscribers increased 6% to 105,490 (2015: 99,413)

o Advanced Solutions recurring revenues growth of 2%

-- Major product development with the release of new 'as a service' consumption based propositions as well as enhanced versions of existing products. These include;

o OnlineUC; Online Compute and Online Storage which all offer our customer modern, high functionality solutions that complement our existing portfolio and drive recurring revenues and margins

-- A significant investment in our customer service infrastructure that ensures we can now provide a single interface and improved customer service experience for all customers.

The enhanced product offering and investments in improving operational performance provide the Group with a solid platform for future growth. The Group is better positioned to expand both its managed service product portfolio and its selling capability to deliver the portfolio to new and existing customers more effectively.

Trading and performance overview

In 2016 the Group trading performance was below the level seen in 2015 as two external factors impacted the business: the UK mobile carriers new tariffs on rest of world roaming and the impact of the uncertainty in the run up and immediately after the United Kingdom's European Union membership referendum. This has resulted in decreases in reported revenues, gross profit and adjusted EBITDA compared with the prior period. Group reported revenues of GBP135.8m were 8% below the level of 2015, with gross profit 9% below and adjusted EBITDA 17% below 2015.

Cash generation was once again strong, with operating cash conversion of 84% of adjusted EBITDA. As a result, net debt was GBP19.1m, which was broadly in line with our stated objective of one times adjusted EBITDA.

The Advanced Solutions business was 6% below the prior year. Non recurring revenue was impacted by the slowdown in new business orders over summer 2016 in the run up and immediately following the United Kingdom's European Union membership referendum and was 17% below the prior year. Recurring revenue was 2% ahead of the prior year driven by growth in On Demand Services. Trading performance in Managed Services has been solid, with minimal client attrition. New orders have been generated across the portfolio, with some notable areas of success particularly in Higher Education.

The Mobile business was significantly impacted by new tariffs introduced in the first half of the financial year by the UK mobile carriers which reduced the revenue and profitability of rest of world roaming. Following actions taken by management, performance has stabilised in the second half of the year with improved gross margin levels as a direct consequence of management's actions taken including new carrier arrangements. The underlying performance was good in the period, gaining market share with a 6% increase in the subscriber base year on year, and more than 1,700 subscribers signed that will connect by the end of the first quarter of 2017. Revenues were 8% below the prior year GBP37.4m, representing 28% of the Group's overall revenue.

Fixed Voice revenues were 11% below the prior year, in line with expectations. Gross profit was more resilient at 7% behind the prior year due to the positive impact of new commercial agreements signed in the period. Whilst we continue to manage the product set for profitability, the key focus remains the migration of the fixed line base to SIP channels which have grown 32% year on year. Overall the Fixed Voice business now represents less than 19% of the Group's revenue.

Strategy

The Group's strategy is to become the leading IT managed services provider for UK businesses, via both organic and acquisitive growth. The Group operates in the UK Telecoms and Information Technology (IT) market as an IT Managed Services company covering the full spectrum of services and products from device to the datacentre.

The financial performance of the Group, including revenues, profits, cash flows and net debt is set out in the Chief Financial Officer's Review together with a discussion of the KPIs of the Group.

Platform for growth

2016 has been another year of progress and change. Key areas of investment have been product development and IT application development focused on providing customers with a further enhanced experience and improving the Group's operational efficiency. These combined investments have not only improved our offering to customers, but will also increase productivity and collaboration amongst our people and allow easier integration of future acquisitions.

The Board is committed to building a broader and stronger platform for growth. We have set out our vision to be the leading IT managed services provider of choice to UK businesses. We have invested in the development of a platform and products that allow customers to bridge private and public cloud services, in addition to routine recurring capital investments. The technical strategy is focussed on three elements:

 
  o   On demand services - to be accessed through the 
       portal and consumed per user per month (e.g. 
       Email or Unified Communications ("UC")) or per 
       unit of compute (e.g. storage); 
  o   Infrastructure services - in mobile, WAN, voice 
       and hosting; and 
  o   Significantly enhanced Synapse customer portal 
       to include IT services and extend to public cloud 
       services. 
 

The Group infrastructure and hosting services are critical to the delivery of this strategy and in 2016 we have launched our own UC cloud platform and OnlineCompute, Alternative's cloud infrastructure platform.

All products are now supported by a group wide rollout of ServiceNow (a market leading case management system). This provides us the platform to offer improved customer service and alongside the integration with our Synapse portal, improved visibility and control of a customer's infrastructure.

Strategically, we are positioning ourselves to continue to support our customers to consume business critical applications via a variety of communication methods, and this will support our growth aspirations going forward.

Organic growth

The Group continues to build successfully on the following four key areas of focus to deliver continued organic growth:

 
  o   winning larger customers in our target markets; 
  o   using improved customer service and Synapse to 
       drive improved customer retention across the 
       wider product set; 
  o   improved product penetration across our customer 
       base; and 
  o   product development and innovation to increase 
       value to our customer base. 
 

In 2016 the average spend per client was up 2.7% on the prior year demonstrating the successful implementation of the strategy. At the period end, average monthly spend of our 'large customers' (i.e., those with a monthly spend in excess of GBP1,000) remained in line with 2015, reflecting a satisfactory level of customer service.

The Group's ability to win large contracts with new customers has been proven once again in 2016 including sizeable deals with Channel 4 and the North Lincolnshire and Goole NHS Trust.

Product penetration statistics continue to show a broadening uptake of services from across our customer base, with increases in sales per customer showing that our customer service levels continue to improve.

Product penetration across the customer base remains strong, with 46% of customers taking more than one product (2015: 46%) and the proportion taking 4 or more products increasing to 18% (2015:17%). This is in line with the Group's stated strategy of growing the average size of the customers, via enterprise sales and driving product penetration in our existing base.

Product development

We have always aligned our technical strategy with our customers' needs and have now successfully transitioned the Group into IT managed services. We continually look at new product offerings to further support customers and align their IT with the needs of the end user, and to deliver bespoke IT solutions for our customers from the device to the datacentre. As a result we are well positioned to take increasing amounts of market share with new services, most importantly PaaS (Platform as a Service) and DaaS (Desktop as a Service). In 2016 we have added IaaS (Infrastructure as a Service) and an Online Voice offering.

 
              Year to September 2016               2017 plans 
-----------  -----------------------------------  ------------------------- 
 Advanced     Online Unified Communications        Enhancement of 
  Solutions    ("OnlineUC" - formally ApaaS)        security portfolio 
               enhanced to include a broader        and services. 
               set of UC applications including 
               call recording, contact 
               centre and call analytics. 
              OnlineUC enhanced to provide         Synapse development 
               a voiced optimised IaaS              focusing on automation 
               service Hosted UC.                   of service provision 
                                                    increasing customer 
                                                    self service capability 
                                                    and allowing services 
                                                    simpler and quicker 
                                                    to deploy. 
              OnlineStorage Platform implemented 
               to provide wider range of 
               Hybrid IT services. 
              OnlineBack up platform offering      Introduction of 
               implemented to increase              Hyperscale offering 
               customer capability to manage        (public cloud 
               back and archive data.               services) consultancy 
                                                    and professional 
                                                    services. 
              OnlineCompute an enhanced 
               Managed IaaS platform built 
               on public cloud technology. 
              Continued growth of the              Introduction of 
               Online Desktop (DaaS) product        software defined 
               line.                                WAN capabilities 
              ECB developed enhancing 
               portal services and providing 
               a unique Managed Service 
               capability. Allowing service 
               based views. 
              Enhancement of Synapse service 
               capability across all product 
               areas in advanced solutions. 
 Mobile       Introduction of cloud based          Integrate our 
  Voice        Mobile security offering.            mobile security 
                                                    offering. 
                                                   Synapse development 
                                                    to enhance customer 
                                                    estate management. 
-----------  -----------------------------------  ------------------------- 
 Fixed        Diversified SIP Carrier              SIP Based ISDN 
  Voice        Capability                           replacement 
              Introduced International             Synapse development 
               SIP capability                       to enhance customer 
                                                    estate management. 
-----------  -----------------------------------  ------------------------- 
 

Portal development

Central to this strategy is the use of Synapse, the Group's dynamic service interface, offering customers significant service and flexibility benefits. During 2016 the Group has continued developing Synapse as well as continuing the process of converging the other, wider Group portal systems into it, providing an enhanced interface, covering the Group's device to datacentre portfolio.

Growth by acquisition

The Group's cash generative nature has facilitated the significant reduction in net debt since the 2014 acquisitions. This, combined with the strong balance sheet, leaves us well placed to capitalise on further opportunities and as such the Group monitored the market proactively during 2016 for further "right-fit" acquisitions. Potential opportunities were targeted to complement the existing products and to further expand our capabilities and product set in the Advanced Solutions area, with a focus on managed and hosted services, applying strict selection criteria.

The Group's long standing and consistently strict criteria for acquisitions remains unchanged. Targets must:

 
  o   be successful, growing, highly cash generative, 
       and profitable; 
  o   have customers that provide cross selling opportunities 
       for the Group; and 
  o   be earnings enhancing in the first full year 
       of ownership. 
 

Outlook

The strategic acquisitions in 2014 and the transformational projects in 2015 and 2016 have resulted in an IT Services business with a unified operational structure, a fully invested sales force and a market leading product portfolio, able to deliver end-to-end solutions to a larger and more receptive customer base. Product penetration statistics continue to show a broadening uptake of services from across our customer base, with increases in average sales per customer showing that our customer service level continues to exceed expectations.

The outlook for Group and its growth prospects remain positive; its growth strategy is subject to execution risk and changes in the market environment. The dividend payments and dividend policy have been an important part of the Group's investment case. While the Board reiterated its intention to deliver annual growth in the dividend of no less than 10 per cent in the recent trading update released on 27 September 2016, the Alternative Networks Directors also believe that, in the longer term, any growth in dividends will need to reflect the growth in the Group's underlying profits.

The combination with Daisy will ensure that the Group is best placed to capitalise on future growth opportunities and remain the provider of choice for our customers. In particular, the strong complementarity and strategic fit between Daisy and Alternative Networks will ensure our competitiveness and benefit our customers through access to a broader range of unified communications solutions.

Mark Quartermaine

Chief Executive Officer

7 December 2016

Chief Financial Officer's Review

Results & trading overview

In 2016 the Group experienced continued growth in Advanced Solutions recurring revenues, and continued strong cash performance. The Advanced Solutions segment now accounts for 54% of Group revenues (2015: 53%) with a reduction in the contribution value from Fixed Voice services, which is in managed decline.

Year ended 30 September 2016

 
                                 Advanced 
                                 Solutions                            Mobile Voice                           Fixed Voice                               Group 
                   ------------------------------------  -------------------------------------  -------------------------------------  ------------------------------------ 
                                                 Change                                Change                                 Change                                 Change 
                               GBPm                %                 GBPm                 %                 GBPm                 %                 GBPm                % 
 Revenue                                  73.2    -6%                           37.3    -7.7                           25.3    -11%                          135.8    -8% 
  Recurring                               45.9     2%                37.3               -7.7                25.3               -11%               108.5                - 
  Non-recurring                           27.3    -17%                -                   -                   -                  -                 27.3               -17% 
 
 Gross 
  profit                                  27.4    -7%                           16.7   -12.4%                          11.4     -7%                           55.5     9% 
 Margin                       37.4%              -20bps             44.7%              +240bps             45.3%              +200bps             40.9%              +50bps 
 
 

In order to facilitate understanding of business performance, the Group splits out its operating KPIs, both financial and non-financial into three distinct revenue groups. These are Advanced Solutions, Mobile and Fixed Voice. These enable the Group's performance to be benchmarked against competitors and allow the Board to control more clearly the underlying drivers to the Group's business. All recent acquisitions are reported in Advanced Solutions and have no impact on Mobile or Fixed Voice. For avoidance of doubt, the business does not operate separate trading divisions but sells a converged product offering, with teams of sales and service organised according to customer size.

Group revenue decreased 7.5% to GBP135.8m (2015: GBP146.8m) largely due to the slowdown in Advanced Solutions non-recurring revenues, mitigated by the increase in recurring revenues. Coupled with this, the fall in Mobile revenue of 7.7% (GBP3.0m) meant that performance was unable to compensate for the managed decline of the Fixed Voice Business, which fell 11.4% (GBP3.2m).

Gross profit decreased by 8.6% (GBP5.2m) to GBP55.5m. Gross margins are level year on year, reflecting the effect of good margin growth in Fixed Voice and margin stability in Advanced Solutions, netted off by the pressures across Mobile owed to the new tariffs on roaming rates implemented by the carriers. Further analysis is detailed below by product.

Adjusted EBITDA at GBP18.4m was down GBP3.7m (16.6%). Throughout the year the effects of the reduction in gross profits were mitigated by savings in sales, operational costs and overheads by GBP1.9m, reflecting the drive in Operational efficiency. The Group also benefitted from a refund of National Insurance (GBP0.4m). During the period the Group focused its resources on the introduction of new products such as OnlineCompute and Hosted Voice.

Advanced Solutions

 
                             Year           Year       Change 
                              to             to 
                         30 September   30 September 
                             2016           2015 
                             GBPm           GBPm 
  Revenue 
  Non Recurring 
  Hardware / Software        21.6           26.3       (17.6%) 
  Professional 
   Services                  5.7            6.6        (13.4%) 
  Subtotal                   27.3           32.9       (16.8%) 
 
  Recurring 
  Managed Services           17.2           17.6       (2.8%) 
  Online Desktop             4.0            3.3         20.0% 
  Maintenance                10.9           11.6       (6.1%) 
  Connectivity               9.4            8.3         13.1% 
  Billing                    4.4            4.2         6.2% 
  Subtotal                   45.9           45.0        1.8% 
 
  Total                      73.2           77.9       (6.0%) 
 
  Gross Margins 
  Hardware / Software        19%            21%        -200bps 
  Professional 
   Services                  56%            59%        -300bps 
  Recurring                  44%            44%           - 
 
  Advanced Solutions         37%            38%        -100bps 
 

Advanced Solutions revenues decreased by 6% to GBP73.2m. Decline in the second half of the year was steeper than in the first half as new business performance was lower over the summer following the United Kingdom's European Union membership referendum. Reassuringly, new business performance recovered well in August and September. Growth in recurring products has maintained healthy levels with GBP0.8m higher recurring income in 2016. New orders have been generated across all industry verticals and notable contract wins with new and existing customers.

The margin in Advanced Solutions is broadly level with the prior year at 37% (2015: 38%) as a result of growth in higher margin services including Online Desktop and Billing Services, netted against some pricing pressure for larger deals involving legacy hardware and maintenance solutions.

Managed services

Managed services encompass the Group's offerings in all hosting, cloud and utility services, including all outsourcing services. Growth in the recurring products in is a key focus with both existing and new customers. High margins in this area represent the added value nature of the services provided. The 2.8% decline in revenue in the year reflects a combination of one off credits following service outages (GBP0.2m), price renegotiation and a small amount of client churn. Colocation revenue has remained constant as the Group encourages clients to move towards higher margin, fully managed services.

Online desktop

Online desktop represents the Group's cloud based Desktop as a Service (DaaS) remote access offering, acquired as part of the 2014 acquisitions. Revenue growth was 20% as we seek to take a key position in this growing market.

Maintenance

Maintenance represents work undertaken at customer sites by in house resource or by third parties. Revenues have remained in line with 2015. During the year the Group lost one of its key customers which offset the new business won. Margins are in line year on year as the Group has been able to renew contracts at historical pricing levels due to the service quality available to clients, and proactively churn any that involve lower pricing.

Connectivity

Connectivity revenues increased 13% to GBP9.4m in 2016 (2015: GBP8.3m). This growth was generated from data connectivity sales to both existing and new customers.

Hardware & software

Hardware and Software revenues comprise all individual non-recurring direct sales across the Group, and decreased 17.6% to GBP21.6m (2015: GBP26.3m). Gross margins have reduced slightly across the Group due to a number of large deals where competitive pricing has been offered in order to secure further growth opportunities in higher margin products and services with recurring revenue.

Professional services

Professional services revenue, comprising a mix of IT solution design and installation of data hardware, decreased 13.4% to GBP5.7m (2015 GBP6.6m) largely in reflection of the reduced hardware sales seen in the year.

Billing services

Billing Services revenues were up 6.2% to GBP4.4m (2015: GBP4.2m). This is as a result of further growth in sales to third party customers and revenue from providing a hosted managed billing service. Gross margins increased by 3.5% points to 56%, as the Group maintained its high client retention level and delivered more consultancy services to clients.

Telephony Services - Mobile

 
                                  Year            Year         Change 
                                    to              to 
                               30 September    30 September 
                                   2016            2015 
                                   GBPm            GBPm 
 
 Revenue                               37.3            40.4     -7.7% 
 
 Gross profit                          16.7            19.0    -12.4% 
 Gross margin (%)                       45%             47%   -240bps 
 
 Subscribers                        105,490          99,413        6% 
 Recurring revenue                      91%             93% 
 
 Mobile KPIs 
 Monthly ARPU (GBP)                      29              34      -15% 
 Monthly ADPU (Mb)                      326             170       92% 
 Network churn                          19%             16% 
 Customer churn by 
  value                                 14%             14% 
 % Subscribers in-contract              82%             78% 
 Average contract length 
  (months)                               25              26 
 

Mobile revenues decreased 7.7% to GBP37.3m. Whilst the Group continues to take significant market share, performance declined as new tariffs on roaming rates implemented by the carriers adversely affected gross profit and margins, which decreased 12.4% and 240bps respectively.

There was continued high growth in the contract base with a 6% increase in subscribers to 105,490 at the end of 2016. This is the result of significant new connections, demonstrating a continued ability to win in a flat market. Churn levels remained in line year on year.

Mobile KPIs

The Group uses three principal KPIs to measure the performance of Mobile Voice, being "ARPU", "ADPU" and churn.

 
      --   "ARPU" represents the average spend in line 
            rental, voice and data usage charges per live 
            connection per month in the Group's contracted 
            base of subscribers. ARPU has reduced by circa 
            GBP5 (4%) to GBP29 in the year. Underpinning 
            this trend is the reduction in usage charges 
            associated with bundled packages and the general 
            trend in reduction in voice usage, partially 
            offset by increased data usage (see below). 
      --   "ADPU" represents the average data usage per 
            live connection per month in the Group's contracted 
            base of subscribers. The average ADPU for the 
            period has increased by 92% to 326Mb (2015 growth: 
            72%) demonstrating the rapid growth in data 
            usage. 
      --   Churn by value, which illustrates the retention 
            value of all contracted customers to the Group, 
            has remained in line with 2015 at 14%. Network 
            churn was higher at 19% which is up slightly 
            from 2015 (16%), an excellent performance in 
            a very competitive marketplace where it is easy 
            to switch between networks. The generally high 
            retention is a result of the overall client 
            experience covering the service offering and 
            the benefits of the Synapse portal. 
 

Telephony Services - Fixed Voice

 
                                    Year           Year       Change 
                                      to            to 
                                 30 September       30 
                                     2016        September 
                                                   2015 
                                    GBPm           GBPm 
 
 Revenue                                 25.3         28.5    -11.4% 
 Gross profit                            11.4         12.3     -7.3% 
 Gross margin %                           45%          43%   +240bps 
 
 Outbound monthly ARPU (GBP)            1,312        1,385       -5% 
 Number of lines/channels 
  (inc. SIP)                           65,484       68,388       -4% 
 SIP lines                             14,371       10,924       32% 
 Average customer contract 
  length (months)                         31m          30m       +1m 
 

The market continues to operate on two-tiers with legacy fixed voice providers seeing network traffic in decline by mid-single digit rates and resellers and service providers migrating their customers to IP services. The Group manages its Fixed Voice Services in the context of the declining market place, whilst improving market share and profitability, and continues to retain its customer base via migration to SIP based telephony. In the year the number of SIP lines has increased by 32% from 10,924 to 14,371.

Fixed Voice revenues declined 11.4% in 2016 to GBP25.3m as a combined result of customer churn and reduction in call volume to mobiles, regulatory price reductions and the continuing move to email and mobile. However the Group has again succeeded in the proactive management of this base with further commercial gains and active retention.

The gross margin on this product set has continued to grow in 2016, from 43% to 45%, but with the revenue decline, total gross profit has reduced 7.3% year on year. The growth in gross margin is as a result of improved commercial arrangements from key suppliers.

Outbound services

 
      --   Outbound revenues decreased by 12% to GBP18.7m 
            (2015: GBP21.3m). The underlying performance 
            was in line with industry trends as the reduction 
            in call spends to mobiles, due to regulatory 
            price reductions, and a move to email, mobile 
            and IP based telephony, continues to cannibalise 
            traditional office based telephony revenues. 
      --   Outbound ARPU has reduced by 5% to GBP1,316 
            in 2016 as a result of a general reduction in 
            spend resulting from the shift to mobile and 
            data communications, tempered by an increase 
            arising from the signing of new, larger, customers 
            and churn of smaller customers. 
      --   The number of lines in the estate declined by 
            4% to 65,484, with some of the churn being non 
            or low billing analogue lines that we have helped 
            customers identify using Synapse. The ongoing 
            transition to SIP has again progressed well 
            with a 32% rise in SIP lines. 
 

Inbound services

 
      --   Inbound services revenue decreased by 10% to 
            GBP0.7m (2015: GBP7.3m). Gross profit was 5% 
            down on 2015 at GBP3.5m. 
      --   Gross margins are up significantly year on year, 
            to 53.4% (2015: 50.1%), due to the new commercial 
            terms agreed and increased sales of the higher 
            margin NGN product. 
 

Financial Overview

Adjusted and statutory results

In these results we refer to adjusted and statutory results. Adjusted results are prepared to provide a more comparable indication of the Group's underlying business performance. Adjusted results exclude adjusting items as set out below and in note 27 to the financial statements.

Restructuring, acquisition and associated costs

As a result of the various restructuring activities the Group incurred non-recurring charges of GBP0.9m. This comprised GBP0.3m of redundancy charges and GBP0.6m on restructuring and other charges which includes GBP0.1m of refinancing costs, GBP0.1m of costs associated with the proposed acquisition of the Company and GBP0.1m of datacentre dual running costs.

Finance costs

Finance costs were GBP1.0m (2015: GBP1.3m) driven by the Group's debt facilities in place for the whole year. In May 2016 the Group amended and extended its existing financing facilities and converted them into a GBP40 million revolving credit facility. At September 2016 the margin applied to this facility had fallen to 1.35% over LIBOR based on a leverage position of the balance sheet of less than 1.25.

Taxation

The effective tax rate for the year was 17.5% (2015: 17.0%). The effective tax rate in the current period is lower than the UK statutory rate principally due to the recognition of GBP0.1m of prior year R&D credits that have been successfully received in the current year and a reduction in the rate of tax at which deferred tax assets and liabilities are measured.

Earnings per share

Basic adjusted earnings per share have decreased by 18% from 28.4p to 23.4p. Fully diluted adjusted earnings per share have decreased by 17% to 23.2p (2015: 27.8p). Statutory (unadjusted) fully diluted earnings per share have decreased 33% from 23.3p to 15.6p.

The weighted average number of shares in the year used for calculating the basic earnings per share has increased by 300,454, as outlined in note 11 to the financial statements. The dilutive share number has decreased by 206,736, due to the fact that a number of share options have lapsed during the year.

Net debt and bank facilities

In May 2016 the Group amended and extended the outstanding amount of its incumbent GBP43m credit facility (previously consisting of both a term and revolving facility) with a GBP40m revolving credit facility. The principal financial covenants under the new facility are limited to maximum net debt to EBITDA of 2.5 times (unchanged over the life of the loan) and minimum interest cover of 5 times. The previous cashflow covenant has been removed.

The year-end net debt balance was GBP19.1m (2015: GBP18.7m). This is after GBP4.0m of total capital expenditure and paying dividends of GBP8.3m. The net debt level is down from a peak of GBP41.3m at the time of the acquisitions in January 2014.

Net debt performance is primarily driven by the strong operating cash conversion of the business (see below) which has been greatly facilitated by the completion of acquisition integration activities.

Cash flow

Working capital and cash management remains a key priority of the Group and once again cash flow has been good. Cash inflow from operations was GBP15.5m (2015: GBP21.9m), compared to adjusted EBITDA of GBP18.4m (2015: GBP22.1m), representing a cash conversion of 84% (2015: 99%). Alongside this the Group debtor days stood at 32 days at the year end.

 
                                    Year ended     Year ended 
                                   30 September   30 September 
                                       2016           2015       Change 
                                       GBPm           GBPm 
 
 Cash generated from operations        15.5           21.9       (29%) 
 
 Proceeds from sale of 
  property - non recurring              -             3.8 
 Taxation                             (2.6)          (1.3) 
 Capital expenditure - 
  underlying                          (4.0)          (2.1) 
 Capital expenditure - 
  customer assets                       -            (0.5) 
 Capital expenditure - 
  non recurring infrastructure          -            (2.7) 
 Finance cost (net)                   (1.0)          (1.3) 
 
 Free cash flow                        7.9            17.8 
 Free cash flow before 
  non-recurring items                  7.9            16.7       (53%) 
 
 Dividends                            (8.3)          (7.2) 
 
 Net cash flow                        (0.4)           10.6 
 
 Opening net debt                     (18.7)         (29.3) 
 Closing net debt                     (19.1)         (18.7) 
 

Capital expenditure

Capital expenditure in the period was GBP4.0m compared to GBP5.5m in 2015 when additional non-recurring investments in the Group's infrastructure were made.

The remaining GBP4.0m of spend was in line with expectations and previous periods, and represented further expenditure in respect of IT development, including additional investment in a consolidated customer portal service, expanding on the existing Synapse functionality and investments in the existing CRM platform to improve our service to customers and reduce operating costs.

In 2017 we expect capital expenditure to continue at routine underlying levels, with some additional investment required across our product portfolio's, including software development to ensure our unique proposition is consistent across all service lines.

Dividend per share

No final dividend has been proposed due to the Board announcement on 21 November 2016 of the recommended offer by Daisy Intermediate Holdings plc for the entire issued and to be issued share capital of Alternative Networks plc. The interim dividend was 6.2 pence per share (2015: 5.5 pence per share) making a total ordinary dividend of 6.2 pence per share for the full year (2015: 16.4 pence per share).

Principal risks and uncertainties

Managing the financial, operational and reputational risks across our business and operations is critical to our success. Below we highlight the identified key areas of risk that are monitored on an ongoing basis. The Group's Risk Management Framework requires a regular review of the key risks facing the Group.

Contracts with suppliers

The Group resells the products of its suppliers and whilst many of the Group's products are supplier agnostic and there exists a freedom to substitute various suppliers' products, the Group acknowledges that it has reliance in particular on the contracts with the mobile networks, O2 and Vodafone. Both managed service agreements run until March 2018 and are subject to various performance criteria which there is no guarantee will be met.

The Group mitigates these risks by maintaining strong relationships with its suppliers at various levels of the business, as well as paying close attention to ensuring the expectations of suppliers are met, and where possible exceeded.

Technological change

The Group operates in a market of rapid and dynamic technology changes, and there is a risk that the Group fails to secure the necessary contracts to supply its customers with a new technology (disruptive) which substitutes existing technology. The Group mitigates this risk by maintaining close relationships with its suppliers, and by employing a product development team whose duties include research, review and procurement of appropriate new technology products for testing prior to release to our customers.

Ability to continue to attract and retain key sales and customer management executives

Ability to continue to attract and retain key sales and client management executives - the Group is a direct sales and marketing business and whilst the revenues of the Group are largely recurring on a monthly basis, the Group depends on being able to recruit and retain staff of the right calibre in order to win and service key contracts. The Group has sought to mitigate this risk by investing in a succession and training plan for career development, and improving the employee benefits and remuneration over the last three years, including commissions, and specifically share options and pension contributions. The Board monitors the results of exit interviews, recruitment statistics and staff attrition by department on a regular basis.

Regulatory risk

The Group acknowledges that the pricing of products and services can be affected by regulatory bodies in the UK and the EU. In recent years, usage pricing from fixed to mobile destinations and EU Roaming mobile voice and data retail prices have been substantially altered. The Board believes that where the pricing regulations are directed at wholesale prices, the Group is more able to mitigate the risk through its own buying and pricing policies. Where the regulator imposes price caps at the retail level, the Group is more exposed to a reduction in margin where the operators do not substantially reduce their wholesale prices. The Group mitigates the risks by careful and detailed research on the future regulations, and has been involved in lobbying where applicable. The Group assesses each risk and builds it into its forecasts of income as soon as possible and amends its pricing policies accordingly.

IT environment and control risk

The Group is increasingly dependent on IT systems for delivering its products and services and for retaining customers, as well as for running the operations of the Group. To date, the Group has used its own internal expertise together with external consultants, where necessary, to build its own IT infrastructure and software products, and is continuing to invest each year in improving its systems and adding more resilience. The Board believes the Group mitigates the IT control risks in a number of ways. Firstly, it employs a broad range of highly skilled IT personnel and ensures that there is a succession and retention plan associated with these highly talented individuals. Recommendations from audits are tracked through by the Board. Secondly, the Group operates best practise in its adherence with standards issued by the International Organisation for Standardisation and the British Standards Institute. Currently, the Group has accreditation for: - ISO 27001: Information Security Management; ISO9001: Quality Management; ISO 14001: Environmental Management; ISO20000 Service Management and ISO 22301: Business Continuity Management in the majority of its operating divisions. In order to retain these accreditations, the IT control environment is regularly reviewed by the British Standards Institute.

The Board believes that there is a satisfactory framework for monitoring, assessing and reporting on these risks. There is also a robust regular framework for reporting on predictive KPIs in the business.

Gavin Griggs

Chief Financial Officer

7 December 2016

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 30 September 2016

 
 
 
                                                              Year            Year 
                                                             ended           ended 
                                                      30 September    30 September 
                                                              2016            2015 
                                      Note                 GBP'000         GBP'000 
 
 Revenue                                                   135,803         146,816 
 Cost of sales                                            (80,307)        (86,113) 
-----------------------------------  -----  ----------------------  -------------- 
 Gross profit                                               55,496          60,703 
 Operating costs                                          (45,249)        (45,603) 
-----------------------------------  -----  ----------------------  -------------- 
 Operating profit                                           10,247          15,100 
 
 Operating profit - analysed:          7 
 Adjusted operating profit                                  15,040          19,194 
 Share based payments                                        (161)         (1,309) 
 Amortisation of intangible assets 
  (excluding computer software)        5                   (3,698)         (3,698) 
 Income from property exit                                       -           3,299 
 Restructuring, acquisition and 
  associated costs                                           (934)         (2,386) 
-----------------------------------  -----  ----------------------  -------------- 
 Operating profit                                           10,247          15,100 
 
 
 Finance income                                                  -               3 
 Finance costs                                               (963)         (1,297) 
-----------------------------------  -----  ----------------------  -------------- 
 Profit before taxation                                      9,284          13,806 
 Taxation                                                  (1,629)         (2,339) 
 Profit and total comprehensive 
  income for the year                                        7,655          11,467 
-----------------------------------  -----  ----------------------  -------------- 
 Earnings per ordinary share: 
 Basic                                 4                     15.8p           23.8p 
-----------------------------------  -----  ----------------------  -------------- 
 Diluted                                                     15.6p           23.3p 
-----------------------------------  -----  ----------------------  -------------- 
 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 30 September 2016

 
 
 
                                                         Group                     Group 
                                                  30 September              30 September 
                                                          2016                      2015 
                                Note                   GBP'000                   GBP'000 
 
 ASSETS 
 Non-current assets 
 Intangible assets               5                      70,232                    73,166 
 Property, plant and 
  equipment                                              4,792                     4,917 
 Investments                                                 -                         - 
 Deferred tax asset                                        536                       559 
 Property deposits                                         154                       280 
                                                        75,714                    78,922 
-----------------------------  -----  ------------------------  ------------------------ 
 
 Current assets 
 Inventories                                               394                     1,293 
 Trade and other receivables                            29,729                    28,288 
 Cash and cash equivalents                               4,389                     2,362 
                                                        34,512                    31,943 
-----------------------------  -----  ------------------------  ------------------------ 
 Total assets                                          110,226                   110,865 
-----------------------------  -----  ------------------------  ------------------------ 
 
 EQUITY AND LIABILITIES 
 Equity 
 Called up share capital                                    62                        62 
 Share premium                                           6,608                     6,600 
 Capital redemption 
  reserve                                                    8                         8 
 Merger reserve                                          2,749                     2,749 
 Retained earnings                                      32,878                    33,249 
 Total equity                                           42,305                    42,668 
-----------------------------  -----  ------------------------  ------------------------ 
 
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 
 
 
                                 Called 
                                     up                                         Capital 
                                  share                   Share              redemption                  Merger                Retained     Total 
                                capital                 premium                 reserve                 reserve                earnings    equity 
                                     a)                      b)                      c)                      d)                      e) 
                                GBP'000                 GBP'000                 GBP'000                 GBP'000                 GBP'000   GBP'000 
 
 Balance at 30 
  September 
  2014                               62                   6,563                       8                   2,749                  27,728    37,110 
 Shares issued                        -                      37                       -                       -                       -        37 
 Reissue of 
  shares 
  by the trust                        -                       -                       -                       -                     277       277 
 IFRS2 share 
  based 
  payments                            -                       -                       -                       -                   1,078     1,078 
 Deferred tax 
  on 
  share options                       -                       -                       -                       -                       4         4 
 Profit for the 
  year and 
  total 
  comprehensive 
  income                              -                       -                       -                       -                  11,467    11,467 
 Dividends paid                       -                       -                       -                       -                 (7,305)   (7,305) 
---------------  ----------------------  ----------------------  ----------------------  ----------------------  ----------------------  -------- 
 Balance at 30 
  September 
  2015                               62                   6,600                       8                   2,749                  33,249    42,668 
 Shares issued                        -                       8                       -                       -                       -         8 
 IFRS2 share 
  based 
  payments                            -                       -                       -                       -                     283       283 
 Deferred tax 
  on 
  share options                       -                       -                       -                       -                    (20)      (20) 
 Profit for the 
  year and 
  total 
  comprehensive 
  income                              -                       -                       -                       -                   7,655     7,655 
 Dividends paid                       -                       -                       -                       -                 (8,289)   (8,289) 
---------------                                                                                                  ----------------------  -------- 
 Balance at 30 
  September 
  2016                               62                   6,608                       8                   2,749                  32,878    42,305 
---------------  ----------------------  ----------------------  ----------------------  ----------------------  ----------------------  -------- 
 
 
 a)   The balance classified as share capital includes 
       the proceeds arising on issue of the Company's 
       equity share capital, comprising 0.125p ordinary 
       shares and the cancellation of shares purchased 
       by the Company. 
 
 b)   Share premium represents the difference between 
       the fair value consideration received and nominal 
       value of shares issued. 
 
 c)   Capital redemption reserve arose from the purchase 
       of own share capital. 
 
 d)   The merger reserve results from the previous 
       acquisitions of Integrated Communications for 
       Business (UK) Limited, Aurora Kendrick James 
       Limited, Scalable Communications plc and The 
       Telecom Centre Limited. This represents the difference 
       between the value of the shares acquired (nominal 
       value plus related share premium) and the nominal 
       value of the shares issued. 
 
 e)   Retained earnings comprises the profits or losses 
       made by the Group, credits in connection with 
       the Group's share based payment charges recognised 
       in the Consolidated Statement of Comprehensive 
       Income and the balance of treasury shares owed 
       by the EBT. 
 

CONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 30 September 2016

 
                                                            Year ended                         Year ended 
                                                          30 September                       30 September 
                                                                  2016                               2015 
                                  Note                         GBP'000                            GBP'000 
-------------------------------  -----  ------------------------------  --------------------------------- 
 Cash flows from operating 
  activities 
 Cash generated from 
  operations                       6                            15,465                             21,879 
 Income tax paid                                               (2,593)                            (1,247) 
 Net cash generated from 
  operating activities                                          12,872                             20,632 
-------------------------------  -----  ------------------------------  --------------------------------- 
 Cash flows from investing 
  activities 
 Purchase of property, 
  plant and equipment                                          (1,787)                            (4,020) 
 Purchase of intangible 
  assets                                                       (2,194)                            (1,295) 
 Proceeds from sale of 
  property, plant and 
  equipment                                                          -                              3,800 
 Interest received                                                   -                                  3 
 
 Net cash used in investing 
  activities                                                   (3,981)                            (1,512) 
-------------------------------  -----  ------------------------------  --------------------------------- 
 Cash flows from financing 
  activities 
 Interest paid                                                   (963)                            (1,298) 
 Dividends paid                    3                           (8,289)                            (7,305) 
 Proceeds from issue 
  of share capital                                                   8                                 37 
 Transaction costs in 
  relation to loan facility                                      (307)                                  - 
 Proceeds from borrowings                                        2,687                                  - 
 Repayments of borrowings                                            -                           (11,985) 
 Net cash used in financing 
  activities                                                   (6,864)                           (20,551) 
-------------------------------  -----  ------------------------------  --------------------------------- 
 Increase/(Decrease) 
  in cash and cash equivalents                                   2,027                            (1,431) 
 Cash and cash equivalents 
  at start of year                                               2,362                              3,793 
 Cash and cash equivalents 
  at end of year                                                 4,389                              2,362 
-------------------------------  -----  ------------------------------  --------------------------------- 
 

NOTES TO THE FINANCIAL STATEMENTS

   1   Basis of preparation 

Alternative Networks plc is a company incorporated and domiciled in the United Kingdom under the Companies Act 2006. The address of the registered office is 5th Floor, 240 Blackfriars Road, London SE1 8NW. The shares of the Company are listed on the Alternative Investment Market.

This financial information is abridged and has been extracted from the Group's full financial statements for the years ended 30 September 2016 and 2015.

The Group's financial statements have been prepared in accordance with IFRS as adopted by the EU and IFRIC interpretations and the Companies Act 2006 applicable to companies reporting under IFRS. The financial statements have been prepared under the historical cost convention.

Full financial statements for the year ended 30 September 2015 (which received an unqualified audit report) have been filed with the Registrar of Companies. Financial statements for the year ended 30 September 2016 were approved by the Board of Directors on 7 December 2016 and will be presented to the Members at the forthcoming Annual General Meeting.

   2   Segmental information 

IFRS 8, "Operating Segments" requires identification of the Group's segments on the basis of the internal reporting about components of the Group that is regularly reviewed by the chief operating decision maker to allocate resources and to assess performance.

The chief operating decision maker has been identified as the Board. The Board reviews the Group's internal reporting in order to assess performance and allocate resources. The Board assesses the performance of the operating segments based on revenue and gross profit. The reportable segments of the Group are Telephony Services and Advanced Solutions.

Telephony Services consists of the Group's Fixed Voice and Mobile Voice services. Advanced Solutions includes the installation and maintenance of telephone systems, the integration of computer networks, the provision of managed hosting solutions and the provision of billing facilities.

 
 For the year ended 30 September 
  2016 
 
                                                    Telephony     Advanced 
                                                     Services    Solutions                     Total 
                                                      GBP'000      GBP'000                   GBP'000 
 
 Total segment revenue                                 62,638       73,341                   135,979 
 Inter segment revenue                                      -        (176)                     (176) 
 Revenue from external customers                       62,638       73,165                   135,803 
---------------------------------  --------------------------  -----------  ------------------------ 
 Gross Profit                                          28,112       27,384                    55,496 
 Operating costs                                                                            (45,249) 
 Finance income                                                                                    - 
 Finance costs                                                                                 (963) 
 
 Profit before taxation                                                                        9,284 
---------------------------------  --------------------------  -----------  ------------------------ 
 Adjusted EBITDA                                                                              18,382 
---------------------------------  --------------------------  -----------  ------------------------ 
 
 
 For the year ended 30 September 
  2015 
 
                                             Telephony     Advanced 
                                              Services    Solutions      Total 
                                               GBP'000      GBP'000    GBP'000 
 
 Total segment revenue                          68,941       78,189    147,130 
 Inter segment revenue                               -        (314)      (314) 
 Revenue from external customers                68,941       77,876    146,816 
---------------------------------  -------------------  -----------  --------- 
 Gross Profit                                   31,368       29,335     60,703 
 Operating costs                                                      (45,603) 
 Finance income                                                              3 
 Finance costs                                                         (1,297) 
 
 Profit before taxation                                                 13,806 
---------------------------------  -------------------  -----------  --------- 
 Adjusted EBITDA                                                        22,051 
---------------------------------  -------------------  -----------  --------- 
 
 

Assets and liabilities, operating profit, finance income, finance costs and taxation are not disclosed by segment as they are not reported to the chief operating decision maker.

Transactions with the largest customer of the Company are less than 10% of Group revenue.

All sales have taken place within the United Kingdom and those between segments are all carried out on arm's length basis.

All non-current assets are located within the United Kingdom.

   3   Dividends 
 
 
 
                                                             30 September 
                                              30 September           2015 
                                              2016 GBP'000        GBP'000 
 
 2015 Final Paid - 10.90p (2014: 
  9.60p) per 0.125p ordinary 
  share                                              5,276          4,643 
 2016 First Interim Paid - 
  6.20p (2015: 5.50p) per 0.125p 
  ordinary share                                     3,013          2,662 
---------------------------------  -----------------------  ------------- 
                                                     8,289          7,305 
---------------------------------  -----------------------  ------------- 
 

The 2015 proposed final dividend of 10.9 pence per 0.125p ordinary share (2014: 9.60 pence) was paid on 29 January 2016. The amount of dividend paid was GBP5,276,000 (2015: GBP4,643,000).

The Company paid a 2016 interim dividend of 6.20 pence per 0.125p ordinary share (2015: 5.50 pence), with a total payment value of GBP3,013,000 (2015: GBP2,662,000). This was paid on 8 July 2016 to shareholders on the register on 17 June 2016.

No final dividend is proposed by the Directors in respect of the financial year ended 30 September 2016 (2015: 10.90 pence).

   4   Earnings per share 

The calculation of basic and fully diluted earnings per ordinary share is based on the profit attributable to owners of the Company divided by the weighted average number of ordinary shares in issue during the year.

For diluted earnings per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all dilutive potential ordinary shares. The Group has one category of potential ordinary shares: those share options granted to employees where the exercise price is less than the average price of the Company's ordinary share during the year.

The profit and weighted average number of shares used in the calculations are set out below:

 
                                               Profit             Weighted 
                                         attributable              average 
                                            to owners        of GBP0.00125 
                                               of the             ordinary             Per share 
 Basic and fully diluted                      company               shares                amount 
  earnings per share                          GBP'000               Number                 Pence 
-----------------------------  ----------------------  -------------------  -------------------- 
 2016 Earnings per share 
  - basic                                       7,655           48,513,073     15.8 
 Potentially dilutive shares                        -              433,174                 (0.2) 
-----------------------------  ----------------------  -------------------  -------------------- 
 2016 Earnings per share 
  - diluted                                     7,655            8,946,247          15.6 
-----------------------------  ----------------------  -------------------  -------------------- 
 
 2015 Earnings per share 
  - basic                                      11,467           48,212,619                  23.8 
 Potentially dilutive shares                        -              940,364                 (0.5) 
-----------------------------  ----------------------  -------------------  -------------------- 
 2015 Earnings per share 
  - diluted                                    11,467           49,152,983                  23.3 
-----------------------------  ----------------------  -------------------  -------------------- 
 

The adjusted EPS is based on the adjusted profit after tax as set out in note 7, and the weighted average number of shares as described above.

 
                                                           Weighted 
                                                            average 
                                      Adjusted        of GBP0.00125 
                                  profit after             ordinary       Per share 
 Basic and fully diluted              taxation               shares          amount 
  earnings per share                   GBP'000               Number           Pence 
-------------------------  -------------------  -------------------  -------------- 
 2016 Earnings per share 
  - basic                               11,360           48,513,073            23.4 
 Potentially dilutive 
  shares                                     -              433,174           (0.2) 
-------------------------  -------------------  -------------------  -------------- 
 2016 Earnings per share 
  - diluted                             11,360           48,946,247            23.2 
-------------------------  -------------------  -------------------  -------------- 
 
 2015 Earnings per share 
  - basic                               13,681           48,212,619            28.4 
 Potentially dilutive 
  shares                                     -              940,364           (0.6) 
-------------------------  -------------------  -------------------  -------------- 
 2015 Earnings per share 
  - diluted                             13,681           49,152,983            27.8 
-------------------------  -------------------  -------------------  -------------- 
 

Share option costs included within adjusted profit attributable to owners of the company are reducing the earnings per share in 2016 by 0.3p (2015: 2.7p).

There were 49,759,471 shares in issue at 30 September 2016 (2015: 49,729,817). The weighted average number of shares during the year was 48,513,073 (2015: 48,212,619).

   5   Intangible assets 
 
 Group                     Purchased         Computer                  Customer               Trade           Technology         Goodwill     Total 
                            customer         software                 contracts               names 
                           contracts                          and relationships 
                             GBP'000          GBP'000                   GBP'000             GBP'000              GBP'000          GBP'000   GBP'000 
--------------  --------------------  ---------------  ------------------------  ------------------  -------------------  ---------------  -------- 
 Cost 
 At 1 October 
  2014                    1,662                 5,054               32,434                  757                1,897         51,907          93,711 
 Additions                         -            1,295                         -                   -                    -                -     1,295 
 At 30 
  September 
  2015                    1,662                 6,349               32,434                  757                1,897         51,907          95,006 
 Additions                         -            2,194                         -                   -                    -                -     2,194 
--------------  --------------------  ---------------  ------------------------  ------------------  -------------------  ---------------  -------- 
 At 30 
  September 
  2016                    1,662                 8,543               32,434                  757                1,897         51,907          97,200 
--------------  --------------------  ---------------  ------------------------  ------------------  -------------------  ---------------  -------- 
 
 Accumulated 
  amortisation 
 At 1 October 
  2014                    1,662                 2,998          10,375                       757                1,174                    -    16,966 
 Charge for 
  the year                         -            1,175                 3,476                       -               223                   -     4,874 
--------------  --------------------  ---------------  ------------------------  ------------------  -------------------  ---------------  -------- 
 At 30 
  September 
  2015                    1,662                 4,173          13,851                           757            1,397                    -    21,840 
 Charge for 
  the year                         -            1,430              3,476                          -               222                   -     5,128 
--------------  --------------------  ---------------  ------------------------  ------------------  -------------------  ---------------  -------- 
 At 30 
  September 
  2016                    1,662                 5,603       17,327                          757                1,619                    -    26,968 
--------------  --------------------  ---------------  ------------------------  ------------------  -------------------  ---------------  -------- 
 
 Net book 
 amount 
 At 30 
  September 
  2016                             -            2,940               15,107                        -          278             51,907          70,232 
--------------  --------------------  ---------------  ------------------------  ------------------  -------------------  ---------------  -------- 
 At 30 
  September 
  2015                             -            2,176               18,583                        -              500          51,907         73,166 
--------------  --------------------  ---------------  ------------------------  ------------------  -------------------  ---------------  -------- 
 At 30 
  September 
  2014                             -            2,056               22,059                        -     723                  51,907          76,745 
--------------  --------------------  ---------------  ------------------------  ------------------  -------------------  ---------------  -------- 
 

Amortisation has been charged through the income statement within operating costs.

The carrying amounts of goodwill by reportable segment are as follows;

 
                                       Group                     Group                   Company               Company 
                                30 September              30 September              30 September          30 September 
                                        2016                      2015                      2016                  2015 
                                     GBP'000                   GBP'000                   GBP'000               GBP'000 
------------------  ------------------------  ------------------------  ------------------------  -------------------- 
 Telephony 
  Services                             5,685                     5,685                     1,436                 1,436 
 Advanced 
  Solutions                          46,222                     46,222                       327                   327 
------------------  ------------------------  ------------------------  ------------------------  -------------------- 
                                     51,907                     51,907                     1,763                 1,763 
------------------  ------------------------  ------------------------  ------------------------  -------------------- 
 

Each operating segment is deemed to be a Cash Generating Unit (CGU), being the lowest level for which cash flows are separately identifiable. Goodwill is attributed to each CGU and reviewed for the purposes of the annual impairment review as this is the level that management monitors goodwill. The Group's operating segments to which goodwill has been allocated are Mobile Voice and Advanced Solutions.

During the year goodwill in respect of each cash generating unit was tested for impairment in accordance with IAS 36. All CGUs were assessed to have a value in use in excess of their respective carrying values, and hence no impairments to goodwill were considered necessary.

The key assumptions in the value in use calculations were:

The forecasts were based on pre-tax cash flows derived from approved budgets for the 2016-2018 financial years. Management believes the forecasts are reasonably achievable based on market performance and its expectations of market developments. The directors consider that the key metric in the forecasts is earnings before interest, tax and amortisation. Subsequent cash flows were extrapolated using a 1.0% (2014: 1.0%) growth rate reflecting an approximate forecasted long term growth rate for the UK economy, the Group's principal market.

The pre-tax discount rate used to assess the carrying value of goodwill is 9.7% (2014: 10.0%) which approximates the Group's weighted average cost of capital. This discount rate has been calculated on a consistent basis.

The review performed at the year-end did not result in the impairment of goodwill for any cash generating unit as the estimated recoverable amount exceeded the carrying amount in all cases. The Group undertakes sensitivity analysis based on reasonably possible changes in assumptions by increasing the weighted average cost of capital and reducing future growth expectations in the model. The results of this analysis show no indication of impairment.

   6   Cash generated from operations 
 
 
 
                                                           Year ended      Year ended 
                                                         30 September    30 September 
                                                                 2016            2015 
 Group                                                        GBP'000         GBP'000 
-----------------------------------  --------------------------------  -------------- 
 Operating Profit                                              10,247          15,100 
 Adjustments for 
 Depreciation of property, plant 
  and equipment                                                 1,912           1,681 
 Amortisation of intangible assets                              5,128           4,874 
 Employee share scheme charges                                    161           1,309 
 (Profit)/loss on sale of tangible 
  assets                                                            -         (2,399) 
 Movements in working capital 
 Inventories                                                      899           (966) 
 Trade and other receivables                                  (1,315)         (1,594) 
 Trade and other payables                                     (1,567)           3,874 
-----------------------------------  --------------------------------  -------------- 
 Cash generated from operations                                15,465          21,879 
-----------------------------------  --------------------------------  -------------- 
 
 
                                         Year ended                        Year ended 
                                       30 September                      30 September 
 Consolidated movement of net                  2016                              2015 
  debt:                                     GBP'000                           GBP'000 
-----------------------------------  --------------  -------------------------------- 
 Net increase/(decrease) in cash 
  and cash equivalents                        2,027                           (1,431) 
 Capitalisation of loan fees                    307                                 - 
 (Increase)/decrease in borrowings          (2,687)                            11,985 
-----------------------------------  --------------  -------------------------------- 
 Total cash flows in net debt                 (353)                            10,554 
 Net debt at beginning of year             (18,735)                          (29,289) 
-----------------------------------  --------------  -------------------------------- 
 Net debt at end of year                   (19,088)                          (18,735) 
-----------------------------------  --------------  -------------------------------- 
 
   7   Reconciliation to adjusted performance 
 
                                                             30 September    30 September 
 (a) Reconciliation of adjusted                                      2016            2015 
  EBITDA                                                          GBP'000         GBP'000 
-------------------------------------  ----------------------------------  -------------- 
 Profit before tax                                                  9,284          13,806 
 Adjustments 
 Amortisation of purchased customer 
  contracts and other intangibles 
  (excluding computer software)                                     3,698           3,698 
 Share based payments and associated 
  social security expense                                             161           1,309 
 Income from property exit                                              -         (3,299) 
 Restructuring, acquisition and 
  associated costs ( c )                                              934           2,386 
-------------------------------------  ----------------------------------  -------------- 
 Adjusted profit before tax                                        14,077          17,900 
 Finance income                                                         -             (3) 
 Finance costs                                                        963           1,297 
-------------------------------------  ----------------------------------  -------------- 
 Adjusted operating profit                                         15,040          19,194 
 Add: Depreciation of property, 
  plant and equipment                                               1,912           1,681 
 Add: Amortisation of computer 
  software                                                          1,430           1,176 
 Adjusted EBITDA                                                   18,382          22,051 
-------------------------------------  ----------------------------------  -------------- 
 
 
                                          30 September    30 September 
 (b) Reconciliation of adjusted                   2016            2015 
  profits for earnings per share               GBP'000         GBP'000 
--------------------------------------  --------------  -------------- 
 Adjusted profit before tax (see 
  above)                                        14,077          17,900 
 Less: Share based payments                      (161)         (1,309) 
 Less: Taxation per consolidated 
  statement of comprehensive income            (1,629)         (2,339) 
 Less: Taxation on amortisation 
  of purchased customer contracts 
  and other intangibles (excluding 
  computer software) and exceptionals            (927)           (571) 
 Adjusted profit after tax                      11,360          13,681 
--------------------------------------  --------------  -------------- 
 

Adjusted EPS is calculated on adjusted earnings after deduction of share option costs. This analysis is provided as the Group considers it provides a truer reflection of the underlying performance of the business and is common practice in the investment analyst community.

(c) Restructuring, acquisition and associated costs consist of the following:

 
                         30 September    30 September 
                                 2016            2015 
                              GBP'000         GBP'000 
---------------------  --------------  -------------- 
 
 Restructuring costs              565           1,823 
 Redundancy costs                 369             563 
---------------------  --------------  -------------- 
                                  934           2,386 
---------------------  --------------  -------------- 
 
   8   Post Balance Sheet event 

On 21 November 2016 the Board announced an agreement on the terms of a recommended cash acquisition by Daisy Intermediate Holdings Limited of the entire issued and to be issued ordinary share capital of Alternative Networks plc. The acquisition values the entire issued and to be issued ordinary share capital of Alternative Networks plc at GBP165.3 million on a fully diluted basis. If the transaction completes as expected the Company will incur professional advisory fees of GBP2 million which have not been recognised in these financial statements.

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR FSEESWFMSEDE

(END) Dow Jones Newswires

December 08, 2016 02:00 ET (07:00 GMT)

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