CHICAGO, March 20, 2013 /PRNewswire/ -- Acquity Group
Limited ("Acquity Group" or the "Company") (NYSE MKT: AQ) today
reported the following financial results for the fourth quarter and
twelve months ended December 31,
2012.
Financial highlights for the three month period ended
December 31, 2012, compared to the
three month period ended December 31,
2011
- Revenues increased by $3.2
million, or 10.3%, to $33.8
million, compared to $30.6
million for the three month period ended December 31, 2011.
- IFRS operating profit was $3.1
million, or 9.1% of revenues, compared to $4.1 million, or 13.5% of revenues, for the three
month period ended December 31,
2011.
- IFRS operating profit, excluding costs associated with our
recent initial public offering and amortization of purchased
intangible assets was $3.7 million,
or 11.0% of revenues, compared to $5.1
million, or 16.8% of revenues, for the three month period
ended December 31, 2011. Refer to the
"Reconciliation of Non-IFRS Financial Measures to IFRS Profit" in
the tables that follow for additional details for all non-IFRS
financial measures.
- We reported an impairment loss of $7.0
million related to our investments in two associate
companies.
- IFRS profit/(loss) attributable to equity holders of the
Company was $(4.9) million, or
$(0.21) per American depositary share
("ADS"), compared to $1.8 million, or
$0.10 per ADS, for the three month
period ended December 31, 2011.
- Non-IFRS adjusted profit attributable to equity holders of the
Company was $1.9 million, or
$0.08 per ADS, compared to
$2.6 million, or $0.14 per ADS, for the three month period ended
December 31, 2011.
- Non-IFRS adjusted EBITDA was $4.4
million for the three month period ended December 31, 2012, compared to $5.7 million for the three month period ended
December 31, 2011.
- As of December 31, 2012, the
Company had unrestricted cash and cash equivalents of $36.5 million.
Financial highlights for the twelve month period ended
December 31, 2012, compared to the
twelve month period ended December 31,
2011
- Revenues increased by $34.3
million, or 32.2%, to $141.0
million, compared to $106.7
million for the twelve month period ended December 31, 2011.
- IFRS operating profit increased by $5.0
million, or 31.2%, to $20.8
million, or 14.7% of revenues, compared to $15.8 million, or 14.8% of revenues, for the
twelve month period ended December 31,
2011.
- IFRS operating profit, excluding costs associated with our
recent initial public offering and amortization of purchased
intangible assets, increased by $5.9
million, or 30.1%, to $25.5
million, or 18.0% of revenues, compared to $19.6 million, or 18.3% of revenues, for the
twelve month period ended December 31,
2011.
- We reported an impairment loss of $7.0
million related to our investments in two associate
companies.
- IFRS profit attributable to equity holders of the Company was
$3.3 million, or $0.15 per ADS, compared to $8.6 million, or $0.46 per ADS, for the twelve month period ended
December 31, 2011.
- Non-IFRS adjusted profit attributable to equity holders of the
Company increased by $1.9 million, or
17.3%, to $13.3 million, or
$0.61 per ADS, compared to
$11.4 million, or $0.61 per ADS, for the twelve month period ended
December 31, 2011.
- Non-IFRS adjusted EBITDA increased by $6.5 million, or 30.8%, to $27.8 million for the twelve month period ended
December 31, 2012, compared to
$21.3 million for the twelve month
period ended December 31, 2011.
"We grew the business substantially in 2012 amidst uncertain
macro-economic conditions in the second half of the year," said
Christopher Dalton, Chief Executive
Officer of Acquity Group. While our fourth quarter
performance was impacted by these challenging conditions, we are
seeing positive trends as we close the first quarter that are
supporting our objectives for 2013."
Mr. Dalton added, "We are entering the new year with
improvements in our corporate structure that will keep us focused
on our core business, three new markets in Ottawa, Toronto and Atlanta along with new senior talent with
a significant depth of experience, a strong business strategy,
pipeline and value proposition driving our long-term
growth."
Fourth Quarter 2012 Financial Results
Three months ended December 31,
2012 compared to three months ended December 31, 2011
Revenues increased by $3.2
million, or 10.3%, to $33.8
million for the three month period ended December 31, 2012, from $30.6 million for the three month period ended
December 31, 2011. Revenues
continued to grow due to strong demand seen in the market place for
the Company's expertise and focused approach to delivering customer
value.
Cost of revenues increased by $2.4
million to $20.1 million for
the three month period ended December 31,
2012, from $17.7 million for
the three month period ended December 31,
2011, which was primarily driven by continued organic growth
of our staff to accommodate the demand for our services.
These costs increased as a percentage of revenues to 59.5%
for the three month period ended December
31, 2012, from 57.9% for the three month period ended
December 31, 2011.
Selling and marketing expenses increased by $0.5 million to $2.6
million for the three month period ended December 31, 2012, from $2.1 million for the three month period ended
December 31, 2011. These costs
increased as a percentage of revenues to 7.7% for the three month
period ended December 31, 2012, from
6.9% for the three month period ended December 31, 2011. This result was due to
continued investment in business development as we plan for
continued growth.
Administrative expenses increased by $1.7
million to $8.0 million for
the three month period ended December 31,
2012, from $6.3 million for
the three month period ended December 31,
2011. These costs increased as a percentage of
revenues to 23.8% for the three month period ended December 31, 2012, from 20.5% for the three month
period ended December 31, 2011.
The increase was primarily due to an increase in operations
headcount in order to support the planned growth of our
business.
Equity in losses of associate companies, prior to the impairment
of associate companies, was $0.2
million for the three month period ended December 31, 2012, compared to $0.5 million for the three month period ended
December 31, 2011.
Impairment losses related to our investments in two associate
companies were $7.0 million for the
three month period ended December 31,
2012. In the fourth quarter, the board of directors, based
on continued operational losses at the two associate companies and
significant uncertainty in the respective business plans,
determined to pursue strategic alternatives with these investments.
As part of these considerations, the Company believed that
indicators of the investment impairment were present. For the
Huaren Commercial Trading, Co. business, the Company engaged an
independent valuation firm to determine the fair value of its
investment. Based on the results of this valuation, the Company
reduced the carrying value of its investment to zero and recorded a
$6.3 million impairment loss. For
Digital Li-Ning Company Limited, the Company carried out a net
realizable value analysis based on a liquidation scenario and
recorded an impairment loss of $0.7
million, based on the difference between the carrying amount
of investment and the expected net realizable value of $0.2 million.
Income tax expense was $1.4
million and $1.9 million for
the three month periods ended December 31,
2012 and 2011, respectively. Excluding the effect of
the impairment losses on associate companies in 2012, our effective
tax rate was 48.9% and 53.3% for the three month periods ended
December 31, 2012 and 2011,
respectively.
Twelve months ended December 31,
2012 compared to twelve months ended December 31, 2011
Revenues increased by $34.3
million, or 32.2%, to $141.0
million for the twelve month period ended December 31, 2012, from $106.7 million for the twelve month period ended
December 31, 2011. Revenues
increased as a result of our continued focus on being one of the
best providers in Brand eCommerce™ and Digital Marketing service
capabilities and our ability to continue to secure new accounts
that are committed to the digital channel.
Cost of revenues increased by $18.6
million to $79.1 million for
the twelve month period ended December 31,
2012, from $60.5 million for
the twelve month period ended December 31,
2011, which was primarily driven by organic growth of our
staff to accommodate the demand for our services. These costs
decreased as a percentage of revenues to 56.1% for the twelve month
period ended December 31, 2012, from
56.8% for the twelve month period ended December 31, 2011.
Selling and marketing expenses increased by $1.6 million to $9.4
million for the twelve month period ended December 31, 2012, from $7.8 million for the twelve month period ended
December 31, 2011. These costs
decreased as a percentage of revenues to 6.7% for the twelve month
period ended December 31, 2012, from
7.3% for the twelve month period ended December 31, 2011. This improvement as a
percentage of revenues was the result of leveraging our sales
force.
Administrative expenses increased by $8.3
million to $29.6 million for
the twelve month period ended December 31,
2012, from $21.3 million for
the twelve month period ended December 31,
2011. These costs were 21.0% and 20.0% of revenues for the
twelve month periods ended December 31,
2012 and 2011, respectively. The increase as a percentage of
revenues was primarily due to an increase in operations headcount
in order to support the overall growth and strategic initiatives of
our business.
Equity in losses of associate companies was $1.4 million for the twelve month period ended
December 31, 2012, compared to
$1.0 million for the twelve month
period ended December 31, 2011.
Impairment losses related to our investments in two associate
companies was $7.0 million for the
twelve month period ended December 31,
2012 as discussed above.
Income tax expense was $9.9
million and $6.5 million for
the twelve month periods ended December 31,
2012 and 2011, respectively. Excluding the effect of
the impairment losses on associate companies in 2012, our effective
tax rate was 50.9% and 43.7% for the twelve month periods ended
December 31, 2012 and 2011,
respectively. The increase for the twelve month period ended
December 31, 2012, compared to the
twelve month period ended December 31,
2011 was primarily attributable to the impact of
non-deductible costs related to our initial public offering ("IPO")
and losses from non-U.S. operations for which no tax benefit was
available.
First Quarter 2013 Outlook
The Company currently expects the following financial results
for the first quarter of 2013:
- Revenues are expected to be at or above $33.5 million; and
- IFRS operating profit margin, excluding amortization of
purchased intangible assets, is expected to be at or above
7.5%.
Webcast and Conference Call
A conference call and webcast have been scheduled for
4:30 p.m. EDT today to discuss these
results. Details of the conference call are as follows:
Date:
|
Wednesday,
March 20, 2013
|
Time:
|
4:30 p.m.
EDT (please dial in by 4:15 p.m.)
|
Dial-In
#:
|
(800)
901-5241 U.S. & Canada
|
|
+1(617)
786-2963 International
|
Confirmation code:
|
23348258
|
Alternatively, the conference call will be available via webcast
at www.acquitygroup.com by clicking on the "Investors"
tab.
Non-IFRS Financial Measures
Acquity Group provides non-IFRS financial measures to complement
reported IFRS results. Management believes these measures help
illustrate underlying trends in the Company's business and uses the
measures to establish budgets and operational goals, communicated
internally and externally, for managing the Company's business and
evaluating its performance. The Company anticipates that it
will continue to report both IFRS and certain non-IFRS financial
measures in its financial results, including non-IFRS results that
exclude interest, income tax provisions, depreciation and
amortization, costs associated with its initial public offering,
equity in losses of its associates, acquisition costs and other
related charges, among other costs. Consequently, Acquity Group's
non-IFRS financial measures should not be evaluated in isolation or
as a substitute for IFRS measures, but, rather, should be
considered together with its consolidated financial statements,
which are prepared according to IFRS.
Special Note Regarding Forward-Looking Statements
This announcement contains forward-looking statements. These
statements are made under the "safe harbor" provisions of Section
27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended, and as defined
in the Private Securities Litigation Reform Act of 1995. These
forward-looking statements can be identified by terminology such as
"aim," "anticipate," "believe," "confident," "continue,"
"estimate," "expect," "future," "intend," "is currently reviewing,"
"it is possible," "likely," "may," "plan," "potential," "will" or
other similar expressions or the negative of these words or
expressions. The Company has based these forward-looking statements
largely on its current expectations and projections about future
events and financial trends that it believes may affect its
financial condition, results of operations, business strategy and
financial needs. In particular, the section entitled "First Quarter
2013 Outlook" in this announcement consists of forward-looking
statements. Statements that are not historical facts, including
statements about the Company's beliefs and expectations, are
forward-looking statements and are subject to change, and such
change may be material and may have a material adverse effect on
the Company's financial condition and results of operations for one
or more periods. Forward-looking statements involve inherent risks
and uncertainties. A number of important factors could cause actual
results to differ materially from those contained, either expressly
or impliedly, in any of the forward-looking statements in this
announcement. Potential risks and uncertainties include, but are
not limited to, the risks outlined in the Company's Registration
Statement on Form F-1 and other documents filed with the U.S.
Securities and Exchange Commission. Unless otherwise specified, all
information provided in this announcement and in the attachments is
as of the date of this announcement, and the Company does not
undertake any obligation to update any such information, except as
required under applicable law.
About Acquity Group Limited
Acquity Group Limited is a leading Brand eCommerce™ and
Digital Marketing company that leverages the Internet, mobile
devices and social media to enhance its clients' brands and
e-commerce performance. It is the digital agency of record for a
number of well-known global brands in multiple
industries. Acquity Group Limited has served more than
600 companies and their global brands through thirteen offices
in North America. For more information about Acquity Group
Limited, visit www.acquitygroup.com.
|
Acquity
Group Limited
|
|
Consolidated Statements of Comprehensive Income -
Unaudited
|
|
(Amounts
in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
Three
Month Periods Ended
|
|
Twelve
Month Periods Ended
|
|
|
|
December 31, 2012
|
|
December 31, 2011
|
|
December 31, 2012
|
|
December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
33,788
|
100.0%
|
|
$
30,641
|
100.0%
|
|
$
141,011
|
100.0%
|
|
$
106,655
|
100.0%
|
|
Cost of
revenues
|
|
20,088
|
59.5%
|
|
17,730
|
57.9%
|
|
79,148
|
56.1%
|
|
60,543
|
56.8%
|
|
Gross profit
|
|
13,700
|
40.5%
|
|
12,911
|
42.1%
|
|
61,863
|
43.9%
|
|
46,112
|
43.2%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling
and marketing expenses
|
|
2,601
|
7.7%
|
|
2,125
|
6.9%
|
|
9,401
|
6.7%
|
|
7,750
|
7.3%
|
|
Administrative expenses
|
|
8,040
|
23.8%
|
|
6,292
|
20.5%
|
|
29,590
|
21.0%
|
|
21,336
|
20.0%
|
|
Costs
associated with initial public offering
|
|
-
|
0.0%
|
|
354
|
1.2%
|
|
2,120
|
1.5%
|
|
1,207
|
1.1%
|
|
Operating
profit
|
|
3,059
|
9.1%
|
|
4,140
|
13.5%
|
|
20,752
|
14.7%
|
|
15,819
|
14.8%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
non-operating expense
|
|
(2)
|
0.0%
|
|
-
|
0.0%
|
|
(2)
|
(0.0%)
|
|
-
|
0.0%
|
|
Finance
income/(costs), net
|
|
6
|
0.0%
|
|
(7)
|
(0.0%)
|
|
15
|
0.0%
|
|
26
|
0.0%
|
|
Equity in
losses of associates
|
|
(173)
|
-0.5%
|
|
(508)
|
(1.7%)
|
|
(1,388)
|
(1.0%)
|
|
(1,038)
|
(1.0%)
|
|
Impairment
losses in associates
|
|
(6,970)
|
-20.6%
|
|
-
|
0.0%
|
|
(6,970)
|
(4.9%)
|
|
-
|
0.0%
|
|
Profit/(loss) before tax
|
|
(4,080)
|
-12.1%
|
|
3,625
|
11.8%
|
|
12,407
|
8.8%
|
|
14,807
|
13.9%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax
expense
|
|
1,413
|
4.2%
|
|
1,932
|
6.3%
|
|
9,870
|
7.0%
|
|
6,472
|
6.1%
|
|
Profit/(loss)
|
|
$
(5,493)
|
-16.3%
|
|
$
1,693
|
5.5%
|
|
$
2,537
|
1.8%
|
|
$
8,335
|
7.8%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit/(loss) attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the Company
|
|
$
(4,922)
|
-14.6%
|
|
$
1,804
|
5.9%
|
|
$
3,254
|
2.3%
|
|
$
8,607
|
8.1%
|
|
Non-controlling interests
|
|
(571)
|
-1.7%
|
|
(111)
|
(0.4%)
|
|
(717)
|
(0.5%)
|
|
(272)
|
(0.3%)
|
|
Profit/(loss)
|
|
$
(5,493)
|
-16.3%
|
|
$
1,693
|
5.5%
|
|
$
2,537
|
1.8%
|
|
$
8,335
|
7.8%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit/(loss)
|
|
$
(5,493)
|
-16.3%
|
|
$
1,693
|
5.5%
|
|
$
2,537
|
1.8%
|
|
$
8,335
|
7.8%
|
|
Currency translation
differences
|
|
15
|
0.0%
|
|
29
|
0.1%
|
|
(96)
|
(0.1%)
|
|
102
|
0.1%
|
|
Comprehensive
profit/(loss)
|
|
$
(5,478)
|
-16.2%
|
|
$
1,722
|
5.6%
|
|
$
2,441
|
1.7%
|
|
$
8,437
|
7.9%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
comprehensive profit/(loss) attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity holders of the Company
|
|
$
(4,879)
|
-14.4%
|
|
$
1,827
|
6.0%
|
|
$
3,186
|
2.3%
|
|
$
8,675
|
8.1%
|
|
Non-controlling interests
|
|
(599)
|
-1.8%
|
|
(105)
|
(0.3%)
|
|
(745)
|
(0.5%)
|
|
(238)
|
(0.2%)
|
|
Comprehensive
profit/(loss)
|
|
$
(5,478)
|
-16.2%
|
|
$
1,722
|
5.6%
|
|
$
2,441
|
1.7%
|
|
$
8,437
|
7.9%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit/(loss) per share attributable to equity
holders of the Company:
|
|
|
|
|
|
|
|
|
|
|
American depositary shares
(1)
|
|
$
(0.21)
|
|
|
$
0.10
|
|
|
$
0.15
|
|
|
$
0.46
|
|
|
Ordinary shares
|
|
$
(0.10)
|
|
|
$
0.05
|
|
|
$
0.07
|
|
|
$
0.23
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares
used in computing profit per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
American depositary shares
(1)
|
|
23,516.4
|
|
|
18,738.6
|
|
|
21,989.1
|
|
|
18,738.6
|
|
|
Ordinary shares
|
|
47,032.8
|
|
|
37,477.3
|
|
|
43,978.2
|
|
|
37,477.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
On May 2,
2012, the Company completed the initial public offering of its
American depositary shares representing ordinary shares and is now
listed on NYSE MKT under the stock symbol "AQ." Pursuant to
our registration statement filed with the U.S. Securities and
Exchange Commission, each American depositary share presented in
the consolidated statement of comprehensive income represents two
ordinary shares outstanding.
|
|
Acquity
Group Limited
|
|
Consolidated Statements of Financial Position -
Unaudited
|
|
(Amounts
in thousands)
|
|
|
|
|
|
|
|
|
December 31, 2012
|
|
December 31, 2011
|
|
|
Assets
|
|
|
|
|
|
|
Non-current assets:
|
|
|
|
|
|
|
Property
and equipment, net
|
|
$
5,872
|
|
$
3,648
|
|
|
Intangible
assets
|
|
23,849
|
|
26,428
|
|
|
Other
non-current assets
|
|
87
|
|
74
|
|
|
Investment
in associates
|
|
189
|
|
3,887
|
|
|
Deferred
tax assets
|
|
5,985
|
|
4,521
|
|
|
|
|
35,982
|
|
38,558
|
|
|
Current
assets:
|
|
|
|
|
|
|
Trade
receivables
|
|
26,641
|
|
19,906
|
|
|
Unbilled
receivables
|
|
9,865
|
|
8,056
|
|
|
Due from
customers under fixed-price contracts
|
|
62
|
|
456
|
|
|
Prepayments and other receivables
|
|
1,852
|
|
3,186
|
|
|
Restricted
cash
|
|
-
|
|
2,600
|
|
|
Cash and
cash equivalents
|
|
36,454
|
|
6,875
|
|
|
|
|
74,874
|
|
41,079
|
|
|
Total
assets
|
|
$
110,856
|
|
$
79,637
|
|
|
|
|
|
|
|
|
|
Equity and
liabilities
|
|
|
|
|
|
|
Equity:
|
|
|
|
|
|
|
Issued
capital
|
|
$
5
|
|
$
4
|
|
|
Capital
reserve
|
|
96,577
|
|
71,030
|
|
|
Other
comprehensive income
|
|
-
|
|
68
|
|
|
Retained
profit/(loss)
|
|
(4,159)
|
|
(7,413)
|
|
|
Equity
attributable to equity holders of the Company
|
|
92,423
|
|
63,689
|
|
|
Non-controlling interests
|
|
-
|
|
745
|
|
|
Total
equity
|
|
92,423
|
|
64,434
|
|
|
|
|
|
|
|
|
|
Non-current liabilities:
|
|
|
|
|
|
|
Other
non-current liabilities
|
|
6,590
|
|
5,379
|
|
|
|
|
6,590
|
|
5,379
|
|
|
Current
liabilities:
|
|
|
|
|
|
|
Trade
payables
|
|
2,343
|
|
1,589
|
|
|
Other
payables and accruals
|
|
8,508
|
|
8,159
|
|
|
Due to
customers under fixed-price contracts
|
|
154
|
|
41
|
|
|
Accrued
income taxes
|
|
838
|
|
35
|
|
|
|
|
11,843
|
|
9,824
|
|
|
Total
liabilities
|
|
18,433
|
|
15,203
|
|
|
Total
equity and liabilities
|
|
$
110,856
|
|
$
79,637
|
|
Acquity
Group Limited
|
Consolidated Statements of Changes in Equity -
Unaudited
|
(Amounts
in thousands)
|
|
|
|
Issued capital
|
|
Capital reserve
|
|
Other
comprehensive income
|
|
Retained profit/
(losses)
|
|
Equity attributable
to equity holders of Company
|
|
Non-controlling
interests
|
|
Total equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of 1 January 2011
|
|
$
4
|
|
$
71,030
|
|
$
-
|
|
$
(16,020)
|
|
$
55,014
|
|
$
983
|
|
$
55,997
|
|
Profit/(loss) for the period
|
|
-
|
|
-
|
|
-
|
|
8,607
|
|
8,607
|
|
(272)
|
|
8,335
|
|
Other
comprehensive income
|
|
-
|
|
-
|
|
68
|
|
-
|
|
68
|
|
34
|
|
102
|
|
Total for
the period
|
|
-
|
|
-
|
|
68
|
|
8,607
|
|
8,675
|
|
(238)
|
|
8,437
|
|
As of
31 December 2011
|
|
$
4
|
|
$
71,030
|
|
$
68
|
|
$
(7,413)
|
|
$
63,689
|
|
$
745
|
|
$
64,434
|
|
Profit/(loss) for the period
|
|
-
|
|
-
|
|
-
|
|
3,254
|
|
3,254
|
|
(717)
|
|
2,537
|
|
Other
comprehensive income
|
|
-
|
|
-
|
|
(68)
|
|
-
|
|
(68)
|
|
(28)
|
|
(96)
|
|
Issuance
of American depositary shares (1)
|
|
1
|
|
28,666
|
|
-
|
|
-
|
|
28,667
|
|
-
|
|
28,667
|
|
American
depositary shares offering costs (1)
|
|
-
|
|
(3,119)
|
|
-
|
|
-
|
|
(3,119)
|
|
-
|
|
(3,119)
|
|
Total for
the period
|
|
1
|
|
25,547
|
|
(68)
|
|
3,254
|
|
28,734
|
|
(745)
|
|
27,989
|
|
As of
31 December 2012
|
|
$
5
|
|
$
96,577
|
|
$
-
|
|
$
(4,159)
|
|
$
92,423
|
|
$
-
|
|
$
92,423
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
During the
three month period ended June 30, 2012, the Company recorded an
additional issued capital and capital reserve related to the
issuance of the Company's IPO of American depositary shares, which
began trading on NYSE MKT on April 27, 2012, and was offset by
costs associated with the IPO in accordance with IFRS
rules.
|
|
|
Acquity
Group Limited
|
|
|
Consolidated Statements of Cash Flows -
Unaudited
|
|
|
(Amounts
in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve
Month Periods Ended
|
|
|
|
|
|
|
|
December 31, 2012
|
|
December 31, 2011
|
|
|
Operating
activities:
|
|
|
|
|
|
|
|
Profit
before tax
|
|
$
12,407
|
|
$
14,807
|
|
|
|
Adjustments to reconcile profit before tax to net cash flows
from operating activities:
|
|
|
|
|
|
|
|
|
Non-cash:
|
|
|
|
|
|
|
|
|
|
Depreciation of property and equipment
|
|
2,200
|
|
1,436
|
|
|
|
|
|
Amortization of intangible assets and straight-line
rent
|
|
2,650
|
|
2,592
|
|
|
|
|
|
Impairment
losses in associates
|
|
6,970
|
|
-
|
|
|
|
|
|
Impairment
loss of trade receivables
|
|
271
|
|
21
|
|
|
|
|
|
Finance
costs, net
|
|
(15)
|
|
(26)
|
|
|
|
|
|
Other
|
|
2
|
|
-
|
|
|
|
|
|
Equity in
losses of associates
|
|
1,388
|
|
1,038
|
|
|
|
|
Working
capital adjustments:
|
|
|
|
|
|
|
|
|
|
Trade
receivables and unbilled receivables
|
|
(8,815)
|
|
(10,542)
|
|
|
|
|
|
Due from
customers under fixed-price contracts
|
|
394
|
|
451
|
|
|
|
|
|
Prepayment
and other receivables
|
|
(172)
|
|
(646)
|
|
|
|
|
|
Trade
payables
|
|
754
|
|
447
|
|
|
|
|
|
Other
payables and accruals
|
|
428
|
|
2,736
|
|
|
|
|
|
Due to
customers under fixed-price contracts
|
|
113
|
|
41
|
|
|
|
|
|
Other
non-current assets
|
|
(13)
|
|
(18)
|
|
|
|
|
|
Other
non-current liabilities
|
|
-
|
|
66
|
|
|
|
|
Interest
received
|
|
-
|
|
87
|
|
|
|
|
Income tax
paid
|
|
(8,594)
|
|
(7,828)
|
|
|
Net
cash flows generated from operating activities
|
|
9,968
|
|
4,662
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing
activities:
|
|
|
|
|
|
|
|
Purchase
of property and equipment
|
|
(4,424)
|
|
(2,388)
|
|
|
|
Purchase
of intangible assets
|
|
-
|
|
(158)
|
|
|
|
(Increase)/decrease in restricted cash
|
|
2,600
|
|
(2,600)
|
|
|
|
Investment
in associates
|
|
(4,762)
|
|
(4,822)
|
|
|
|
Loan to
associate
|
|
-
|
|
(247)
|
|
|
Net
cash flows used in investing activities
|
|
(6,586)
|
|
(10,215)
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing
activities:
|
|
|
|
|
|
|
|
Proceeds
from issuance of American depositary shares
|
|
28,667
|
|
-
|
|
|
|
Payment of
costs associated with initial public offering
|
|
(2,470)
|
|
-
|
|
|
Net
cash flows generated from financing activities
|
|
26,197
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
increase/(decrease) in cash and cash equivalents
|
|
29,579
|
|
(5,553)
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and
cash equivalents at the beginning of the period
|
|
6,875
|
|
12,428
|
|
|
Cash
and cash equivalents at the end of the period
|
|
$
36,454
|
|
$
6,875
|
|
|
Acquity
Group Limited
|
|
Reconciliation of Non-IFRS Financial Measures to IFRS
Profit - Unaudited (1)
|
|
(Amounts
in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Month Periods Ended
|
|
Twelve
Month Periods Ended
|
|
|
|
December 31, 2012
|
|
December 31, 2011
|
|
December 31, 2012
|
|
December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
IFRS
profit/(loss) attributable to equity holders, as
reported
|
|
$
(4,922)
|
|
$
1,804
|
|
$
3,254
|
|
$
8,607
|
|
Finance costs, net
|
|
(6)
|
|
7
|
|
(15)
|
|
(26)
|
|
Income tax
expense
|
|
1,413
|
|
1,932
|
|
9,870
|
|
6,472
|
|
Depreciation and amortization:
|
|
|
|
|
|
|
|
|
|
Property
and equipment
|
|
647
|
|
429
|
|
2,200
|
|
1,436
|
|
Intangible
assets
|
|
644
|
|
645
|
|
2,579
|
|
2,533
|
|
Costs
associated with initial public offering (2)
|
|
-
|
|
354
|
|
2,120
|
|
1,207
|
|
Equity in
losses of associates
|
|
173
|
|
508
|
|
1,388
|
|
1,038
|
|
Impairment
losses in associates attributable to equity holders
|
|
6,426
|
|
-
|
|
6,426
|
|
-
|
|
Non-IFRS adjusted EBITDA
|
|
$
4,375
|
|
$
5,679
|
|
$
27,822
|
|
$
21,267
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Month Periods Ended
|
|
Twelve
Month Periods Ended
|
|
|
|
December
31, 2012
|
|
December
31, 2011
|
|
December
31, 2012
|
|
December
31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
IFRS
operating profit, as reported
|
|
$
3,059
|
|
$
4,140
|
|
$
20,752
|
|
$
15,819
|
|
Costs
associated with initial public offering (2)
|
|
-
|
|
354
|
|
2,120
|
|
1,207
|
|
Amortization of intangible assets
|
|
644
|
|
645
|
|
2,579
|
|
2,533
|
|
Non-IFRS operating profit
|
|
$
3,703
|
|
$
5,139
|
|
$
25,451
|
|
$
19,559
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Month Periods Ended
|
|
Twelve
Month Periods Ended
|
|
|
|
December
31, 2012
|
|
December
31, 2011
|
|
December
31, 2012
|
|
December
31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
IFRS
profit/(loss) attributable to equity holders, as
reported
|
|
$
(4,922)
|
|
$
1,804
|
|
$
3,254
|
|
$
8,607
|
|
Costs
associated with initial public offering (2)
|
|
-
|
|
354
|
|
2,120
|
|
1,207
|
|
Amortization of intangible assets, net of
tax
|
|
380
|
|
393
|
|
1,522
|
|
1,545
|
|
Impairment
losses in associates attributable to equity holders
|
|
6,426
|
|
-
|
|
6,426
|
|
-
|
|
Non-IFRS adjusted profit
|
|
$
1,884
|
|
$
2,551
|
|
$
13,322
|
|
$
11,359
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted
profit per share attributable to equity holders of
the Company:
|
|
|
|
|
|
|
|
|
|
American
depositary shares (3)
|
|
$
0.08
|
|
$
0.14
|
|
$
0.61
|
|
$
0.61
|
|
Ordinary
shares
|
|
$
0.04
|
|
$
0.07
|
|
$
0.30
|
|
$
0.30
|
|
|
|
|
|
|
|
|
|
|
|
Shares
used in computing profit per share:
|
|
|
|
|
|
|
|
|
|
American
depositary shares (3)
|
|
23,516.4
|
|
18,738.6
|
|
21,989.1
|
|
18,738.6
|
|
Ordinary
shares
|
|
47,032.8
|
|
37,477.3
|
|
43,978.2
|
|
37,477.3
|
|
|
|
|
|
|
|
|
|
|
(1)
|
The
Company includes these adjusted calculations for the three and
twelve month periods ended December 31, 2012 and December 31, 2011
because management believes they are useful to investors in that
they provide for greater transparency with respect to supplemental
information used by management in its financial and operational
decision making.
|
|
|
|
|
|
|
|
|
|
|
|
Accordingly, the Company believes that the
presentation of this analysis, when used in conjunction with IFRS
financial measures, is a useful financial analysis tool that can
assist investors in assessing the Company's operating performance
and underlying prospects. This analysis should not be considered in
isolation or as a substitute for profit/(loss) prepared in
accordance with IFRS. This analysis, as well as the other
information in this press release, should be read in conjunction
with the Company's financial statements and related footnotes
contained in the documents that the Company files with the U.S.
Securities and Exchange Commission.
|
|
|
|
|
|
|
|
|
|
|
(2)
|
The three
and twelve month periods ended December 31, 2012 and December 31,
2011 include costs associated with the Company's IPO of American
depositary shares, which began trading on NYSE MKT on April 27,
2012. The Company recorded this charge in accordance with IFRS
rules, which allow the Company to (1) fully capitalize costs
directly attributable to the IPO and (2) capitalize a portion of
costs indirectly attributable to the IPO, based on the size of the
offering.
|
|
|
|
|
|
|
|
|
|
|
(3)
|
On May 2,
2012, the Company completed the initial public offering of its
American depositary shares representing ordinary shares and is now
listed on NYSE MKT under the stock symbol "AQ." Pursuant to our
registration statement filed with the Securities and Exchange
Commission, each American depositary share presented in the
Reconciliation of Non-IFRS Financial Measures to IFRS Profit
represents two ordinary shares outstanding.
|
SOURCE Acquity Group LLC