CHICAGO, May 29, 2013 /PRNewswire/ -- Acquity Group
Limited ("Acquity Group" or the "Company") (NYSE MKT: AQ) today
reported the following unaudited financial results for the first
quarter 2013.
Financial highlights for the three month period ended
March 31, 2013, compared to the three
month period ended March 31,
2012
- Revenues of $33.8 million
compared to $34.5 million for the
three month period ended March 31,
2012.
- IFRS operating profit was $1.5
million compared to $7.1
million for the three month period ended March 31, 2012.
- IFRS operating profit, excluding amortization of purchased
intangible assets and share based payment expense was $2.7 million compared to $7.9 million for the three month period ended
March 31, 2012. Refer to the
"Reconciliation of Non-IFRS Financial Measures to IFRS Profit" in
the tables that follow for additional details of all non-IFRS
financial measures.
- IFRS profit attributable to equity holders of the Company was
$0.8 million, or $0.04 per American depositary share ("ADS"),
compared to $3.8 million, or
$0.21 per ADS, for the three month
period ended March 31, 2012.
- Non-IFRS adjusted profit attributable to equity holders of the
Company was $1.6 million, or
$0.07 per ADS, compared to
$4.3 million, or $0.23 per ADS, for the three month period ended
March 31, 2012.
- Non-IFRS adjusted EBITDA was $3.4
million for the three month period ended March 31, 2013, compared to $8.4 million for the three month period ended
March 31, 2012.
- As of March 31, 2013, the Company
had unrestricted cash and cash equivalents of $31.4 million.
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, IPO costs, equity in losses of its associates,
acquisition costs and other related charges, and share based
payment expenses 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, 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. 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
Acquity Group 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
has served more than 600 companies and their global brands through
thirteen offices in North America.
For more information about Acquity Group, visit
acquitygroup.com.
Investor Relations Contact
Jessica Barist Cohen
Ogilvy Financial, New York
Phone: (646) 460-9989
E-mail: aq@ogilvy.com
Acquity Group
Limited
|
Consolidated
Statements of Comprehensive Income - Unaudited
|
(Amounts in
thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
Three Month Periods
Ended
|
|
|
|
|
March 31,
2013
|
|
March 31,
2012
|
|
|
|
|
|
|
|
|
|
Revenues
|
$
33,763
|
100.0%
|
|
$
34,493
|
100.0%
|
Cost of
revenues
|
20,563
|
60.9%
|
|
18,458
|
53.5%
|
|
Gross
profit
|
13,200
|
39.1%
|
|
16,035
|
46.5%
|
|
|
|
|
|
|
|
|
|
Selling and marketing
expenses
|
2,919
|
8.6%
|
|
2,110
|
6.1%
|
Administrative
expenses
|
8,829
|
26.1%
|
|
6,707
|
19.4%
|
Costs associated with
initial public offering
|
-
|
0.0%
|
|
116
|
0.3%
|
|
Operating
profit
|
1,452
|
4.3%
|
|
7,102
|
20.6%
|
|
|
|
|
|
|
|
|
|
Other non-operating
expense, net
|
(5)
|
0.0%
|
|
-
|
0.0%
|
Finance
income/(costs), net
|
19
|
0.1%
|
|
(15)
|
(0.0%)
|
Equity in losses of
associates
|
-
|
0.0%
|
|
(442)
|
(1.3%)
|
|
Profit before
tax
|
1,466
|
4.3%
|
|
6,645
|
19.3%
|
|
|
|
|
|
|
|
|
|
Income tax
expense
|
642
|
1.9%
|
|
2,864
|
8.3%
|
|
Profit
|
$
824
|
2.4%
|
|
$
3,781
|
11.0%
|
|
|
|
|
|
|
|
|
|
Profit/(loss)
attributable to:
|
|
|
|
|
|
|
Equity holders of the
Company
|
$
824
|
2.4%
|
|
$
3,845
|
11.1%
|
|
Non-controlling
interests
|
-
|
0.0%
|
|
(64)
|
(0.2%)
|
|
|
Profit
|
$
824
|
2.4%
|
|
$
3,781
|
11.0%
|
|
|
|
|
|
|
|
|
|
Other comprehensive
profit:
|
|
|
|
|
|
|
Profit
|
$
824
|
2.4%
|
|
$
3,781
|
11.0%
|
|
Currency translation
differences
|
(2)
|
0.0%
|
|
(2)
|
(0.0%)
|
|
|
Comprehensive
profit
|
$
822
|
2.4%
|
|
$
3,779
|
11.0%
|
|
|
|
|
|
|
|
|
|
Comprehensive profit
attributable to:
|
|
|
|
|
|
|
Equity holders of the
Company
|
$
822
|
2.4%
|
|
$
3,843
|
11.1%
|
|
Non-controlling
interests
|
-
|
0.0%
|
|
(64)
|
(0.2%)
|
|
|
Comprehensive
profit
|
$
822
|
2.4%
|
|
$
3,779
|
11.0%
|
|
|
|
|
|
|
|
|
|
Profit per share
attributable to equity holders of the Company:
|
|
|
|
|
|
|
American depositary
shares (1)
|
$
0.04
|
|
|
$
0.21
|
|
|
Ordinary
shares
|
$
0.02
|
|
|
$
0.10
|
|
|
|
|
|
|
|
|
|
|
Shares used in
computing profit per share:
|
|
|
|
|
|
|
American depositary
shares (1)
|
23,516.4
|
|
|
18,738.6
|
|
|
Ordinary
shares
|
47,032.8
|
|
|
37,477.3
|
|
|
|
|
|
|
|
|
(1)
|
On May 2, 2012, the
Company completed the IPO 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
Balance Sheets - Unaudited
|
(Amounts in
thousands)
|
|
|
|
|
|
|
|
|
|
March 31,
2013
|
|
December 31,
2012
|
Assets
|
|
|
|
|
Non-current
assets:
|
|
|
|
|
|
Property and
equipment, net
|
$
5,571
|
|
$
5,872
|
|
|
Intangible
assets
|
23,204
|
|
23,849
|
|
|
Other non-current
assets
|
87
|
|
87
|
|
|
Investment in
associates
|
189
|
|
189
|
|
|
Deferred tax
assets
|
6,043
|
|
5,985
|
|
|
|
|
35,094
|
|
35,982
|
|
Current
assets:
|
|
|
|
|
|
Trade receivables,
net
|
27,483
|
|
26,641
|
|
|
Unbilled
receivables
|
10,779
|
|
9,865
|
|
|
Due from customers
under fixed-price contracts
|
479
|
|
62
|
|
|
Prepayments and other
receivables
|
1,945
|
|
1,852
|
|
|
Cash and cash
equivalents
|
31,387
|
|
36,454
|
|
|
|
|
72,073
|
|
74,874
|
|
|
|
Total
assets
|
$
107,167
|
|
$
110,856
|
|
|
|
|
|
|
|
Equity and
Liabilities
|
|
|
|
|
Equity:
|
|
|
|
|
|
Issued
capital
|
$
5
|
|
$
5
|
|
|
Capital
reserve
|
96,577
|
|
96,577
|
|
|
Additional paid in
capital
|
622
|
|
-
|
|
|
Other comprehensive
profit
|
(2)
|
|
-
|
|
|
Retained
loss
|
(3,335)
|
|
(4,159)
|
|
|
|
Equity
attributable to equity holders of the Company
|
93,867
|
|
92,423
|
|
|
|
|
|
|
|
|
Non-current
liabilities:
|
|
|
|
|
|
Other
|
6,856
|
|
6,590
|
|
|
|
|
6,856
|
|
6,590
|
|
Current
liabilities:
|
|
|
|
|
|
Trade
payables
|
1,971
|
|
2,343
|
|
|
Other payables and
accruals
|
4,314
|
|
8,508
|
|
|
Due to customers
under fixed-price contracts
|
159
|
|
154
|
|
|
Accrued income
taxes
|
-
|
|
838
|
|
|
|
|
6,444
|
|
11,843
|
|
|
|
Total
liabilities
|
13,300
|
|
18,433
|
|
|
|
Total equity and
liabilities
|
$
107,167
|
|
$
110,856
|
Acquity Group
Limited
|
Consolidated
Statements of Changes in Equity - Unaudited
|
(Amounts in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issued
Capital
|
|
Capital
Reserve
|
|
Additional
Paid in
Capital
|
|
Other
Comprehensive
Income
|
|
Retained
Profit/(Loss)
|
|
Equity
Attributable
To Equity Holders
Of The Company
|
|
Non-Controlling
Interests
|
|
Total
Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of 1 January
2012
|
$
4
|
|
$
71,030
|
|
$
-
|
|
$
68
|
|
$
(7,413)
|
|
$
63,689
|
|
$
745
|
|
$
64,434
|
|
|
Profit/(loss) for the
period
|
-
|
|
-
|
|
-
|
|
-
|
|
3,845
|
|
3,845
|
|
(64)
|
|
3,781
|
|
|
Other comprehensive
profit
|
-
|
|
-
|
|
-
|
|
2
|
|
-
|
|
2
|
|
-
|
|
2
|
|
Total for the
period
|
-
|
|
-
|
|
-
|
|
2
|
|
3,845
|
|
3,847
|
|
(64)
|
|
3,783
|
As of 31 March
2012
|
$
4
|
|
$
71,030
|
|
$
-
|
|
$
70
|
|
$
(3,568)
|
|
$
67,536
|
|
$
681
|
|
$
68,217
|
|
|
Profit/(loss) for the
period
|
-
|
|
-
|
|
-
|
|
-
|
|
1,154
|
|
1,154
|
|
(40)
|
|
1,114
|
|
|
Other comprehensive
profit
|
-
|
|
-
|
|
-
|
|
(69)
|
|
-
|
|
(69)
|
|
-
|
|
(69)
|
|
|
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
|
|
-
|
|
(69)
|
|
1,154
|
|
26,633
|
|
(40)
|
|
26,593
|
As of 30 June
2012
|
$
5
|
|
$
96,577
|
|
$
-
|
|
$
1
|
|
$
(2,414)
|
|
$
94,169
|
|
$
641
|
|
$
94,810
|
|
|
Profit/(loss) for the
period
|
-
|
|
-
|
|
-
|
|
-
|
|
3,177
|
|
3,177
|
|
(42)
|
|
3,135
|
|
|
Other comprehensive
profit
|
-
|
|
-
|
|
-
|
|
(44)
|
|
-
|
|
(44)
|
|
-
|
|
(44)
|
|
Total for the
period
|
-
|
|
-
|
|
-
|
|
(44)
|
|
3,177
|
|
3,133
|
|
(42)
|
|
3,091
|
As of 30 September
2012
|
$
5
|
|
$
96,577
|
|
$
-
|
|
$
(43)
|
|
$
763
|
|
$
97,302
|
|
$
599
|
|
$
97,901
|
|
|
Loss for the
period
|
-
|
|
-
|
|
-
|
|
-
|
|
(4,922)
|
|
(4,922)
|
|
(571)
|
|
(5,493)
|
|
|
Other comprehensive
profit
|
-
|
|
-
|
|
-
|
|
43
|
|
-
|
|
43
|
|
(28)
|
|
15
|
|
Total for the
period
|
-
|
|
-
|
|
-
|
|
43
|
|
(4,922)
|
|
(4,879)
|
|
(599)
|
|
(5,478)
|
As of 31 December
2012
|
$
5
|
|
$
96,577
|
|
$
-
|
|
$
-
|
|
$
(4,159)
|
|
$
92,423
|
|
$
-
|
|
$
92,423
|
|
|
Profit for the
period
|
-
|
|
-
|
|
-
|
|
-
|
|
824
|
|
824
|
|
-
|
|
824
|
|
|
Share based
payments
|
-
|
|
-
|
|
622
|
|
-
|
|
-
|
|
622
|
|
-
|
|
622
|
|
|
Other comprehensive
profit
|
-
|
|
-
|
|
-
|
|
(2)
|
|
-
|
|
(2)
|
|
-
|
|
(2)
|
|
Total for the
period
|
-
|
|
-
|
|
622
|
|
(2)
|
|
824
|
|
1,444
|
|
-
|
|
1,444
|
As of 31 March
2013
|
$
5
|
|
$
96,577
|
|
$
622
|
|
$
(2)
|
|
$
(3,335)
|
|
$
93,867
|
|
$
-
|
|
$
93,867
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(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)
|
|
|
|
|
|
|
|
|
|
Three Month Periods
Ended
|
|
|
|
|
March 31,
2013
|
|
March 31,
2012
|
Operating
activities:
|
|
|
|
|
Profit before
tax
|
$
1,466
|
|
$
6,645
|
|
Adjustments to
reconcile profit before tax to net cash flows from operating
activities:
|
|
|
|
|
|
Non-cash:
|
|
|
|
|
|
|
Depreciation of
property and equipment
|
679
|
|
481
|
|
|
|
Amortization of
intangible assets and straight-line rent
|
626
|
|
652
|
|
|
|
Impairment loss of
trade receivables
|
222
|
|
126
|
|
|
|
Finance costs,
net
|
(19)
|
|
15
|
|
|
|
Equity in losses of
associates
|
-
|
|
442
|
|
|
|
Share based
payments
|
622
|
|
-
|
|
|
|
Other
|
3
|
|
2
|
|
|
Working capital
adjustments:
|
|
|
|
|
|
|
Trade receivables and
unbilled receivables
|
(1,978)
|
|
(6,010)
|
|
|
|
Due from customers
under fixed-price contracts
|
(417)
|
|
(222)
|
|
|
|
Prepayment and other
receivables
|
(4)
|
|
(667)
|
|
|
|
Trade
payables
|
(372)
|
|
366
|
|
|
|
Other payables and
accruals
|
(4,165)
|
|
(2,342)
|
|
|
|
Due to customers
under fixed-price contracts
|
5
|
|
(23)
|
|
|
|
Other non-current
assets
|
-
|
|
(4)
|
|
|
Income tax
paid
|
(1,357)
|
|
(189)
|
Net cash flows
used in operating activities
|
(4,689)
|
|
(728)
|
|
|
|
|
|
|
|
Investing
activities:
|
|
|
|
|
Purchase of property
and equipment
|
(378)
|
|
(881)
|
|
Increase in
restricted cash
|
-
|
|
(2,162)
|
Net cash flows
used in investing activities
|
(378)
|
|
(3,043)
|
|
|
|
|
|
|
|
Net decrease in
cash and cash equivalents
|
(5,067)
|
|
(3,771)
|
|
|
|
|
|
|
|
Cash and cash
equivalents at the beginning of the period
|
36,454
|
|
6,875
|
Cash and cash
equivalents at the end of the period
|
$
31,387
|
|
$
3,104
|
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
|
|
|
|
|
March 31,
2013
|
|
March 31,
2012
|
|
|
|
|
|
|
|
IFRS profit
attributable to equity holders, as reported
|
$
824
|
|
$
3,845
|
|
Finance
(income)/costs, net
|
(19)
|
|
15
|
|
Income tax
expense
|
642
|
|
2,864
|
|
Depreciation and
amortization:
|
|
|
|
|
|
Property and
equipment
|
679
|
|
481
|
|
|
Intangible
assets
|
645
|
|
645
|
|
Costs associated with
initial public offering (2)
|
-
|
|
116
|
|
Equity in losses of
associates
|
-
|
|
442
|
|
Share based
payments
|
622
|
|
-
|
|
|
Non-IFRS adjusted
EBITDA
|
$
3,393
|
|
$
8,408
|
|
|
|
|
|
|
|
|
|
|
|
Three Month Periods
Ended
|
|
|
|
|
March 31,
2013
|
|
March 31,
2012
|
|
|
|
|
|
|
|
IFRS operating
profit, as reported
|
$
1,452
|
|
$
7,102
|
|
Costs associated with
initial public offering (2)
|
-
|
|
116
|
|
Amortization of
intangible assets
|
645
|
|
645
|
|
Share based
payments
|
622
|
|
-
|
|
|
Non-IFRS operating
profit
|
$
2,719
|
|
$
7,863
|
|
|
|
|
|
|
|
|
|
|
|
Three Month Periods
Ended
|
|
|
|
|
March 31,
2013
|
|
March 31,
2012
|
|
|
|
|
|
|
|
IFRS profit
attributable to equity holders, as reported
|
$
824
|
|
$
3,845
|
|
Costs associated with
initial public offering (2)
|
-
|
|
116
|
|
Amortization of
intangible assets, net of tax
|
387
|
|
381
|
|
Share based payments,
net of tax
|
398
|
|
-
|
|
|
Non-IFRS adjusted
profit
|
$
1,609
|
|
$
4,342
|
|
|
|
|
|
|
|
Adjusted profit per
share attributable to equity holders of the Company:
|
|
|
|
|
American depositary
shares (3)
|
$
0.07
|
|
$
0.23
|
|
Ordinary
shares
|
$
0.03
|
|
$
0.12
|
|
|
|
|
|
|
|
Shares used in
computing profit per share:
|
|
|
|
|
American depositary
shares (3)
|
23,516.4
|
|
18,738.6
|
|
Ordinary
shares
|
47,032.8
|
|
37,477.3
|
|
|
|
|
|
(1)
|
The Company includes
these adjusted calculations for the three month periods ended March
31, 2013 and March 31, 2012 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 month period ended March 31, 2012 includes 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 IPO 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 Reconciliation of
Non-IFRS Financial Measures to IFRS Profit represents two ordinary
shares outstanding.
|
SOURCE Acquity Group Ltd.