SDL plc Interim Results For the Six Months Ended 30 June 2001

SDL Maidenhead , United Kingdom
09 January 2001

SDL plc ("SDL" or "the Group"), the globalization products and solutions company, is pleased to announce its results for the six months to 30 June 2001.

  Operational Highlights:

  • Turnover up 45% at £ 16.75m
  • EBITDA loss of £1.02m through development and integration costs of new technology
  • Net cash resources of £ 11.14m
  • Successful integration into the Group of the TranscendRT™ real-time
  • translation and Sykes Inc. localization acquisitions
  • Launch of SDLX™ 4.0 combining computer aided and real-time translation
  • Launch of SDLWorkFlow™ 3.0, the first multilingual content
  • management system featuring real-time translation
  • New product related partnerships with ICL and Gauss
  • Product sales to Organic, Royal Bank of Canada, Morgan Stanley and Belga

Commenting on the results Mark Lancaster, Chairman and Chief Executive of SDL said:

"The strong results in the face of difficult market conditions in all the key international software markets fully endorse SDL's strategy of providing cash generative localization services along with software developments. The SDL product offer has progressed substantially with the acquisition and integration of the real-time translation technology and we are delighted with the response we have had so far from existing and potential clients. Since flotation, SDL has developed in to a significantly larger and more global company, with SDL Globalware software being at the cutting edge of globalization technology. Despite the prevailing market conditions SDL is consolidating its position as the world's leading globalization software and services business".

For further information, please contact:

SDL
Mark Lancaster / Alastair Gordon
Tel: 01628 410127

ICIS
Tom Moriarty
Tel: 020 7628 1114

Chairman's Statement

SDL has performed well in the first half of 2001 with revenues of £16.75m, an increase of 45% over the corresponding period in 2000. This is despite the generally difficult trading conditions in the sector and the US economic slowdown. More importantly SDL has controlled costs, keeping the business stable with low cash burn rates, whilst continuing investment in technology and the development of software products. The Group's cash resources were £11.14m as at 30 June 2001. SDL has managed to achieve this performance by increasing revenues derived from its blue chip customer base such as Oracle, Sun Microsystems and Lexmark whilst adding new sector customers such as C R Laurence and Teleroute, both of the latter being product based solutions. The Group has added to its product and solutions offerings through both internal development and acquisitions while maintaining its pre-eminent position in the service sector of the globalization market.

Strategic Overview

Although the current economic downturn has slowed the speed of product adoption for the whole IT industry, the Group's strategy of providing both services and products has given it the stability to continue to invest its profits from the service side of the business into its long term product strategy.

As global connectivity continues to grow this will require more efficient translation from one language to another, whether this medium be the intranet, email, web or more traditional documentation. The range of SDL's product offerings now covers the complete spectrum of needs for translation from technical translation requiring quality human translation through to instant machine translation where the recipient only needs to ascertain the "gist" of the message.

This approach to providing full solutions of both product and service offerings continues to be unique in the industry. The move to a more complete solution for globally based industries is expected to become a major trend in global industry, involving a mix of both machine-related techniques and human translation. SDL believes that the combination of human translation with knowledge-based translation systems and real-time (or machine) translation with customised dictionaries gives a powerful solution to the customers' requirements.

Operational Overview

Product Development

The Group began the year with SDLWorkFlow™ and its industry-leading suite of localization tools SDLX™, HELPQA, HTMLQA and ToolProof. To this impressive array of translation memory and workflow related products SDL has now added TranscendRT™, a real-time translation engine which has been successfully integrated into our product range.

In May the Group announced the launch of SDLX™ 4.0, providing a combined computer aided translation and real-time translation solution. SDLX™ is now being adopted by new sector customers such as Air Canada and Royal Bank of Canada and has seen a significant migration of existing customers to the new product. This was followed in June by the announcement of SDLWorkFlow™ 3.0, effectively the first multilingual content management system that also features real-time translation. The pairing of real-time translation with SDLWorkFlow™'s existing translation functionality gives globally orientated companies a faster and more reliable multilingual content management solution.

Integration of Acquisitions

With the continuing consolidation in the industry, SDL is constantly appraising investment opportunities that will fit with its solutions based strategy and enhance the Group's globalization offering. This resulted in two acquisitions in the first half of 2001, the localization business and assets of Sykes Enterprises Inc for $0.6m in January and the TranscendRT™ business and technology from Transparent Language Inc for $9.0m in February.

The acquisition of the Sykes localization business has given the Group an important production presence in the USA, securing business that would not otherwise be available to the Group, and a multi-lingual capacity in Belgium. Both locations have been successfully introduced to SDL's processes and controls and are making a useful revenue contribution. It was anticipated at the time of the acquisition that there would be a cost to this integration and that they would be loss making for a 6-12 month period.

The assets acquired by the Group in the Transparent Language Inc transaction included the intellectual property rights to the TranscendRT™ machine translation technology and related products, including the Enterprise Translation Server, which provide instant language translation of e-mail, web pages and documents. The rapid integration of this technology into the Group's existing product base is documented in the product development section. The acquisition also enhanced SDL's world-wide product sales and marketing team.

Financial Overview

Results

Revenues for the 6 months ended 30 June 2001 were £16.75m, a 45% increase on the first six months of 2000. The revenue from the Group's existing business prior to acquisitions was £14.93m, an increase of 29% over the prior year, with the acquired businesses contributing £1.82m. The strength of SDL's existing client base helped it maintain growth in a period when new globalization solutions business was difficult to win. In the period to June 2001 85% of the business won was from existing clients against 65% in the prior year.

Within the £16.75m revenues in the period, £0.61m related to product solutions and the localization services generated by them. In the same period in 2000 the equivalent figure was £1.63m, but £1.15m of this was represented by one large one-off contract.

The gross margin achieved in the period amounted to 46% (2000 - 46%). Within the gross margin figures, including the prior periods, the Group has amended its accounting policy to include all direct and overhead costs relating to development expenditure below the line within overheads.

The level of development costs, including direct costs and overheads, increased to £1.49m (2000 - £0.70m) in the period as resources were applied to the continued development of SDLWorkFlow™ and the development and integration of the real-time translation acquisition. The Board anticipates that these levels of development expenditure will be maintained through the rest of the financial year and into 2002 but will constantly monitor them in the light of market conditions and product take up.

The operating loss prior to amortisation and development costs was £0.05m against a profit of £1.10m in 2000. The operating loss for the six months to 30 June 2001 was £3.04m (2000 - operating profit of £46,000). Both periods reflect the Group's policy of amortising goodwill and intangible assets over 8 years and the amortisation charge for 2001, totalling £ 1.51m (2000 - £0.34m), is increased by the effect of the acquisition of the Automated Real Time Translation Division from Transparent Language Inc. in February 2001.

The loss per share for the period was 6.50p (2000 - profit per share of 0.10p), with a diluted loss per share of 6.50p (2000 - profit per share of 0.09p). The undiluted loss per share for the period before amortisation and NIC on employee share options was 2.51p (2000 - profit per share of 1.07p).

As at 30 June 2001, the Group had shareholder funds of £33.99m (2000 - £31.06m) and net cash balances of £11.14m (2000 - £11.49m). The net cash outflow from operating activities amounted to £107,000 (2000 - net cash inflow of £204,000).

Dividend

The Directors have not recommended the payment of a dividend at this stage in the Group's development. The Group's financial resources are being retained for the future development of the business.

Board Appointment and Resignations

John Matthews, age 56, was appointed as a Non Executive Director on 15 June 2001. John has been Chairman of Crest Nicholson plc since 1996 and is also Chairman of Media Systems Group, a supplier of software, advertising and booking systems to newspaper publishers. He also acts as an independent director on the boards of three other listed companies.

Floyd Bradley resigned as a Non Executive Director on 10 May 2001 and has been appointed to the newly created position of Executive Vice President Sales and Marketing.

David Svendsen resigned as Non Executive Director on 28 March 2001.

Outlook

Trading since the half year has been in line with both expectations and the immediately preceding months. While the continuing US and European economic slowdowns affect most global markets, causing more projects to be deferred than normal, we are also seeing other companies investing in localizing their products and using e-business to reach their customers. Our technology fits well with these emerging needs for effective real-time translation workflow solutions and we are seeing more interest in real-time translation than anticipated.

Our strategy for the past 3 years has been to invest in technology and products that allow companies to go global more cost effectively and we are continuing to invest in this technology. The Board believes that this investment, although having an impact on profitability today, is necessary for us to become the market leader in the coming years.

The technology is already being adopted by both large and small companies giving them significant savings using products like SDLWorkFlow™ and SDLX™. Companies that have already adopted these systems are Morgan Stanley Dean Witter, Royal Bank of Canada and iPlanet. We are also adding to our existing partnerships with Vignette and Interwoven with similar arrangements with ICL, Gauss and Oracle.

Following our acquisition of Transparent's Real Time translation engine earlier this year, we are progressing well in enhancing this technology and integrating it with our existing technology to create the first Knowledge-Based Translation System. The Real Time translation system technology as it stands has been adopted by Lucent, EBSCO and C R Laurence and there are pilots in place with Sony and NCR and partnerships with Sybase and Lotus/IBM.

SDL is a well-funded and well-managed business. Our stable and growing service base, the rationalisation of our industry and our continued investment in technology place us in a strong position in our market place.

Mark Lancaster
15 August 2001


Unaudited Consolidated Profit and Loss Account
for the six months ended 30 June 2001
notes6 months to6 months toYear to
30 June30 June31 December
200120002000
£'000£'000£'000
NET TURNOVER
Existing operations14,93111,57829,730
Acquisitions91,816--
—————————
Total continuing operations316,74711,57829,730
—————————
OPERATING (LOSS)/ PROFIT
Total continuing operations before amortisation-1,5344062,030
Amortisation of goodwill and intangible benefits-1,507-360-1,512
—————————
(LOSS)/ PROFIT ON ORDINARY ACTIVITIES BEFORE INTEREST AND TAXATION-3,04146518
Net interest receivable/(payable) and similar charges271223541
—————————
(LOSS)/ PROFIT ON ORDINARY-2,7702691,059
ACTIVITIES BEFORE TAXATION
Tax on profit on ordinary activities574-235-660
—————————
(LOSS)/ PROFIT ON ORDINARY-2,69634399
ACTIVITIES AFTER TAXATION
Minority interests-7-
—————————
(LOSS)/ PROFIT ATTRIBUTABLE TO SHAREHOLDERS-2,69641399
Dividends---
—————————
RETAINED (LOSS)/ PROFIT FOR THE PERIOD-2,69641399
—————————
PencePencePence
Basic (loss)/earnings per share6-6.50.10p1
Diluted (loss)/earnings per share6-6.50.09p0.93
Unaudited Statement of Recognised Gains and Lossesnotes6 months to6 months toYear to
30 June30 June31 December
200120002000
£'000£'000£'000
(Loss)/profit for the period-2,69641399
Currency translation differences on foreign currency net investments8-82-84-45
—————————
Total gains and losses recognised in the period-2,778-43354
—————————
Unnaudited Group Balance Sheet
at 30 June 2001
notes30 June30 JuneDecember
200120002000
£'000£'000£'000
FIXED ASSETS
Intangible Assets21,17017,44716,601
Tangible Assets2,2071,7782,003
Investments824423
—————————
23,45919,26918,627
—————————
CURRENT ASSETS
Debtors5,2006,0866,418
Cash at bank and in hand11,14611,49313,080
—————————
16,34617,57919,498
—————————
CREDITORS: amounts falling due within one year
Other creditors-5,767-5,751-6467
—————————
-5,767-5,751-6,467
—————————
NET CURRENT ASSETS10,57911,82813,031
TOTAL ASSETS LESS CURRENT LIABILITIES34,03831,09731,658
PROVISIONS FOR LIABILITIES AND CHARGES-40-57-103
—————————
33,99831,04031,555
—————————
CAPITAL AND RESERVES
Called up share capital8422395398
Share premium account836,44431,15331,247
Profit and Loss Account8-2,868-487-90
—————————
SHAREHOLDERS' FUNDS833,99831,06131,555
Equity minority interests--21-
—————————
33,99831,04031,555
—————————
Equity interests33,98831,06131,555
Non-equity interests--21-
—————————
33,98831,04031,555
—————————
The Interim Financial Information presented in this Interim Report was approved by the Board of Directors
on 15 August 2001
Unaudited Group Cash Flow Statement
for the six months ended 30 June 2001
notes6 months to6 months toYear to
30 June30 June31 December
200120002000
£'000£'000£'000
NET CASH INFLOW/(OUTFLOW) FROM OPERATING ACTIVITIES-1072042,414
RETURN ON INVESTMENTS AND
SERVICING OF FINANCE
Interest received2852382,003
Interest paid-13-15-22
Finance lease Interest-1--1
—————————
271223541
—————————
TAXATION
Overseas and UK tax (paid)/received-27911-47
CAPITAL EXPENDITURE AND
FINANCIAL INVESTMENT
Payments to acquire tangible fixed assets-445-333-1,172
Payments to acquire intangible fixed assets--13-90
Receipts from sale of tangible fixed assets2-20
—————————
-443-346-1,242
—————————
ACQUISITIONS AND DISPOSALS
Purchase of subsidiary undertakings9-1,439-17,806-14,951
Net cash acquired with subsidiary-560-2,417
undertakings
—————————
-1,439-17,246-17,368
—————————
NET CASH OUTFLOW BEFORE FINANCING-1,997-17,154-15,702
—————————
Proceeds from issue of ordinary share6521,31921,461
capital
Purchase of Preference Shares--32-32
Repayment of short term and long term loans--380-380
Capital element of finance lease rental-2--7
payments
—————————
6320,90721,042
—————————
(DECREASE)/INCREASE IN CASH IN THE PERIOD-1,9343,7535,340
—————————
Unaudited Group Cash Flow Reconciliations
(a) Reconciliation of operating (loss)/profit to net cash inflow/(outflow) from operating activities
6 months to6 months toYear to
30 June30 June31 December
200120002000
£'000£'000£'000
Operating (loss)/profit-3,04146518
Depreciation511285845
Amortisation of goodwill and intangible assets1,5073601,529
(Profit)/Loss on disposal of tangible fixed assets-2-20
Decrease/(increase) in debtors1,381-3,550-1,529
Increase/(decrease) in creditors and provisions-4083,0631,130
Share of (profit)/loss of associate10-5
Exchange gain on cash, liquid resources and loans-65--94
—————————
Net cash inflow/(outflow) from operating activities-1072042,414
—————————
b) Reconciliation of net cash flow to movement in net funds
6 months to6 months toYear to
30 June30 June31 December
200120002000
£'000£'000£'000
(Decrease)/increase in cash-1,9343,7535,340
Cash outflow from decrease in debt financing2380387
Change in net funds resulting from cashflows-1,9324,1335,727
Finance leases acquired with subsidiaries---18
Movement in net funds-1,9324,1335,709
Net funds at start of period13,0697,3607,360
Net funds at end of period11,13711,49313,069
c) Reconciliation of net funds to Balance Sheet
6 months to6 months toYear to
30 June30 June31 December
200120002000
£'000£'000£'000
Cash at bank11,14611,49313,080
Current borrowing---
—————————
Current net cash11,14611,49313,080
Finance lease-9--11
—————————
Net funds at end of period11,13711,49313,069
—————————
1. Basis of preparation
The interim financial information has been prepared on the basis of the accounting policies set out in the Group's financial statements for the year ended 31 December 2000.
2. Change in accounting presentation
Certain development costs which were reported in cost of sales during 2000 have now been transferred to overhead in accordance with group policy.
3. Turnover and segmental information
6 months to6 months toYear to
30 June30 June31 December
200120002000
£'000£'000£'000
Globalization solution services14,4349,95227,588
Globalization solution products and related services4971,6262,142
—————————
Continuing operations14,93111,57829,730
—————————
Globalization solution services1,703--
Globalization solution products and related services113--
—————————
Acquisitions1,816--
—————————
Total continuing operations16,74711,57829,730
—————————
6 months to6 months toYear to
30 June30 June31 December
200120002000
£'000£'000£'000
United Kingdom1,6741,8124,229
Rest of Europe2,3832,9475,783
United States of America10,2136,18117,423
Rest of the World6616382,295
—————————
Total existing operations14,93111,57829,730
—————————
United Kingdom183--
Rest of Europe436--
United States of America1,094--
Rest of the World103--
—————————
Total acquisitions1,816--
—————————
Total continuing operations16,74711,57829,730
—————————
Further analysis of turnover, profit and net assets by geographical segment is not disclosed because the directors consider such disclosure would be prejudicial to the business.
The turnover on the face of the profit and loss account has been analysed between the existing operations and the acquisitions during the period. However, due to the ongoing integration of the businesses it is not possible to give a meaningful split between existing operations and the acquisitions as relates to the operating profit.
4. Operating profit/(loss)
6 months to6 months toYear to
30 June30 June31 December
200120002000
£'000£'000£'000
Is stated after charging:
Research and development expenditure1,4876951,610
Depreciation of owned assets511285845
Amortisation of goodwill and intangibles1,5073601,529
Provision for NIC on Share Option Scheme-622167
Restructuring and reorganisation costs in relation to acquisitions70108108
5. Taxation
6 months to6 months toYear to
30 June30 June31 December
200120002000
£'000£'000£'000
The tax (credit)/charge for the current period comprised:
Foreign taxation11540255
UK Corporation Tax (credit)/charge-212195405
Prior year taxation:
Foreign taxation23--
—————————
-74235660
—————————
6. Earnings per share
6 months to6 months toYear to
30 June30 June31 December
200120002000
mmm
Basic weighted average number of shares41.439.439.5
Employee share options2.43.73.6
Diluted weighted average number of shares43.843.143.1
Note that where the effect of share options is anti-dilutive the diluted earnings per share will be the same as the basic.
7. Foreign currency translation
The results of subsidiary companies reporting in currencies other than GB Pound sterling have been translated at the average rate prevailing for each month of the 6 months.
8. Equity shareholders' funds
Share CapitalShare PremiumProfit & LossTotal
£'000£'000£'000£'000
At 31 December 200039831,247-9031,555
Shares issued245,197-5,221
Loss for the period---2,696-2,696
Currency realignment---82-82
At 30 June 200142236,444-2,86833,998


9. Acquisitions

During the period, the Group made the following acquisitions:


  • The assets of Sykes Enterprises Inc. localization business for a cash consideration of US$556,000 on 22 January 2001; and
  • The Automated Real Time Translation Division from Transparent Language Inc. for a total consideration of US$9 million satisfied by the payment of US$1.5m in cash and the issue of US$7.5 million in ordinary shares at 1p each. The assets acquired by the Group on 13 February 2001 included the intellectual property rights to Transparent's TranscendRT™ machine translation technology and related products, including the Enterprise Translation Server, which provide instant language translation of e-mail, web pages and documents.

10. Results for 2000

The accounts in this statement do not comprise full accounts within the meaning of section 240 of the Companies Act 1985. The figures for the year ended 31 December 2000 have been extracted from the 2000 Annual Report but do not comprise statutory accounts for that period. The audited financial statements have been delivered to the Registrar of Companies. The Auditors made an unqualified report on those accounts and their report did not contain any statement under section 237(2) or (3) of the Companies Act 1985.