Sondrel Plc Regulatory News (SND)

FOR IMMEDIATE RELEASE 27 November 2012

SANDERSON GROUP PLC

Preliminary Results for the Year Ended 30 September 2012

'Improved performance adds value in a year of transition'

Sanderson Group plc ('Sanderson' or 'the Group'), the software and IT services business specialising in multi-channel retail and manufacturing markets in the UK and Ireland, announces Preliminary Results for the financial year ended 30 September 2012.

Commenting on the results, Chairman, Christopher Winn, said:

"Whilst UK economic conditions have remained challenging, Sanderson has continued to make good progress in what has been a year of transition following the disposal of Sanderson RBS Limited ('Sanderson RBS'). Sanderson received a cash consideration of £11.75 million for Sanderson RBS and the proceeds enabled the Group to repay all of its bank debt.

New products and services have further strengthened the Group's competitive market position and a focus on active and expanding market sectors, such as online sales and ecommerce, has provided improved growth and development prospects. The Group continues to generate cash and after the repayment of all bank debt and the settlement of interest rate hedging arrangements relating to the bank loan, the net cash balance at 30 September 2012 was £4.07 million, which compares with debt of £6.72 million at 30 September 2011, transforming the balance sheet."

Highlights - Financial (comparative figures restated to reflect Sanderson RBS disposal)

§ Revenues from continuing operations of £13.37m (2011: £14.06m)

§ 12% increase in operating profit from continuing operations, amounting to £1.91m (2011: £1.71m)

§ Basic earnings per share of 5.5p (2011: 1.9p)

§ Basic earnings per share from continuing operations of 3.0p (2011: 1.1p)

§ Net cash at year-end increased to £4.07m (2011: net debt of £6.72m)

§ Proposed final dividend per share of 0.7p per share (2011: 0.45p)

§ 60% increase in total dividend for year at 1.2p per share (2011: 0.75p)

Highlights - Operational

§ Sanderson now debt free following disposal of Sanderson RBS in January

§ Good trading momentum and strong order book continued in second-half

§ 40% increase in order book in respect of continuing operations at year end to £1.89m (2011: £1.35m)

§ Gross margins further improved to 83.6% (2011: 82.3%) reflecting delivery of more proprietary software and other 'owned' services

§ Pre-contracted recurring revenues from continuing operations of £7.7m accounted for 57% of total revenues (2011: £7.7m, 55% of total revenues)

§ 23% increase in multi-channel retail division operating profit to £1.1m (2011: £0.9m)

§ Manufacturing division sustained operating profit performance at £0.8m (2011: £0.8m)

On current trading and prospects, Mr Winn, added:

"The Sanderson Board continues to adopt a cautious approach in the face of continuing uncertain general economic conditions, but the Board does have a good level of confidence that the Group will make further progress in the coming year ending 30 September 2013. The strong balance sheet and improved market position of the Group, together with a good order book should enable Sanderson to achieve its full year targets."

Enquiries:

Christopher Winn, Chairman. Telephone: 0333 123 1400

Adrian Frost, Finance Director

Paul Vann, Winningtons Financial Telephone: 0117 985 8989 or 07768 807631

Mark Taylor, Charles Stanley Securities (Nominated Advisor) Telephone: 020 7149 6000

SANDERSON GROUP PLC

Preliminary Results for the year ended 30 September 2012

Chairman's statement

Introduction

Whilst UK economic conditions have remained challenging, Sanderson (or the 'Group') has continued to make good progress in what has been a year of transition following the disposal of Sanderson RBS Limited ('Sanderson RBS') in January 2012. Following this disposal, the Board has adopted a strategy of investing in the further development of software products and services to enhance the Group's presence in its core markets of multi-channel retail and manufacturing. This organic growth is expected to be incremented by the acquisition of complementary businesses.

New products and services have strengthened the Group's competitive market position and a focus on active and expanding market sectors, such as online sales and ecommerce, has provided improved growth and development prospects.

Sanderson received a cash consideration of £11.75 million following the disposal of Sanderson RBS and the proceeds enabled the Group to repay all of its bank debt, so that at the half year, the Group's cash balances stood at £3.56 million and increased to over £4 million at year end.

Results

The income statement for the year ending 30 September 2012 ('the period') reports the trading results of the Group's continuing operations. The three and a half months' trading contribution from Sanderson RBS is combined with the profit arising on disposal and is reported separately in the income statement as 'profit on discontinued operations'. Comparative figures have been restated accordingly.

The trading results from continuing operations for the period show revenue of £13.37 million (2011: £14.06 million), an improved gross margin of 83.6% (2011: 82.3%) and operating profit rising to £1.91 million (2011: £1.71 million). The order book at 30 September 2012 was £1.89 million, which is 40% higher than at 30 September 2011 (2011: £1.35 million). This provides a solid platform for the current financial year. The Group's profits are usually evenly split between the first and second half year, but with the second half sometimes being slightly stronger. As anticipated, at the interim stage, the strong order book at 31 March and the good trading momentum which has continued through the second half year, have together contributed an additional £1.09 million of revenue and a further £306,000 of profit in the second half compared with the first half year. A more even split of trading between the first and second halves is, however, anticipated in future years.

The Group has continued to generate cash and after the repayment of all bank debt and the settlement of interest rate hedging arrangements relating to the bank loan, the net cash balance at 30 September 2012 was £4.07 million. This compares with debt of £6.72 million at 30 September 2011 prior to the disposal of Sanderson RBS.

Dividend

Subject to shareholders' approval at the Annual General Meeting, which is scheduled to be held on 28 February 2013, the Board is proposing a final dividend of 0.70 pence per ordinary share, making a total of 1.20 pence for the year, which represents a 60% increase compared with the total dividend of 0.75 pence paid in 2011. The final dividend will be paid on 29 March 2013 to shareholders on the register at the close of business on 8 March 2013. The Board intends to continue to pursue a progressive dividend policy based upon the trading and strong cash generation of the Sanderson business.

Business Review

Sanderson provides a wide and comprehensive range of modern software solutions together with associated services to businesses in the multi-channel retail and manufacturing markets. The Group has developed a business model where solutions primarily comprise Sanderson proprietary owned software, integrated with other market leading products and importantly, delivered, supported and serviced by expert Sanderson staff. This model has enabled the Group to continue to deliver a reliable and consistent quality service and has ensured the development of long-term relationships with customers. Partially reflecting the increasing emphasis onto higher margin 'owned' software and services, gross margins improved to 83.6% (2011: 82.3%).

A cornerstone of the Sanderson business model is the provision of software licencing, support and services on a pre-contracted basis providing good visibility of earnings. In the period to 30 September 2012, these pre-contracted recurring revenues represented 57% (£7.66 million) of total revenues. The Group gained 15 new customers during the year (2011: 14 new customers) at an average initial contract value of £99,000 (2011: £95,000). Orders from new customers during the year totalled £1.49 million compared with £1.33 million in 2011.

Sanderson products are designed and developed to offer new and existing customers the opportunity to achieve cost savings and to make business efficiencies utilising the latest technologies. The Group's solutions offer customers a 'value for money' proposition based on a strong 'return on investment' case. Over the last two years, the Group has accelerated the introduction of new products and services, which now include Factory and Warehouse Automation, Green IT solutions, as well as, SaaS ('Software as a Service') and Cloud delivery models. The Factory and Warehouse Automation solutions have been very successful, delivering almost £3 million of new sales since their launch in 2010.

The annual growth rate being achieved by the online, ecommerce and catalogue retail sector is in excess of 10% and this growth is expected to continue into the mid-term. The development and expansion of mobile commerce (ecommerce via mobile devices) should provide impetus for additional growth in this rapidly emerging market sector. The optimisation of ecommerce sites is expected to provide the Group with a further development opportunity in this expanding market and it is planned to establish dedicated Mobile Development Centres within the multi-channel retail and manufacturing businesses. 

Review of multi-channel retail

Sanderson provides comprehensive IT solutions to businesses operating in the areas of online sales, ecommerce, catalogue sales, wholesale distribution, cash and carry and retail stores.

Revenue was £7.17 million (2011: £7.91 million) and partly reflecting the Group's continued focus on a transition to higher margin 'owned' products and services, the operating profit increased by 23% to £1.11 million compared with the previous year (2011: £0.90 million). Revenue from customers operating in the online sales, ecommerce and catalogue markets grew by 15% to £2.40 million during the year (2011: £2.09 million) and these revenues now account for 33% of the multi-channel retail division (2011: 26%). Nine new customers were gained in the period with an initial order value totalling £1.17 million compared with ten new customers and an order value totalling £1.02 million in the period ending 30 September 2011. New customers included HT & Co (Drinks) Limited, SOS Wholesale, Barrington Sports and the Mascolo Group (Toni & Guy). The multi-channel order book at 30 September 2012 was strong at £1.02 million compared with £0.56 million at 30 September 2011.

Review of manufacturing

The manufacturing business had a strong second half year and achieved full year revenue of £6.20 million (2011: £6.14 million) and operating profit of £800k (2011: £807k) of which £507k was made in the second half. Recurring revenues continue to be strong and account for 59% of divisional revenue (2011: 58%). The gross margin from the recurring revenue stream covers 76% of divisional overheads (2011: 78%).

Businesses in the food and drink, engineering, plastics, aerospace, electronics and print manufacturing sectors represent the main areas of specialisation for Sanderson in manufacturing markets. In a very competitive marketplace, overall order intake during the period was 5% ahead of the previous period ending 30 September 2011 and included a 17% increase in orders from the very active food and drink sector.

Six new customers were gained in the period (2011: four new customers) including Tyzack Machine Knives, Bromford Technologies and Bayview Seafoods. The order book of £870k (2011: £791k) is good and positions the business to produce an improved set of results in the year to 30 September 2013.

Strategy

The Group strategy is to build upon and to further develop the strengthened position within the multi-channel retail and manufacturing markets as a provider of modern and practical software solutions which continue to provide customers with opportunities to gain competitive advantage and to effect cost efficiencies. This should enable Sanderson to achieve growth, build value and to improve shareholder returns. Whilst Sanderson will continue to invest across all of its businesses, particular emphasis and focus will be made on further developing the range and scope of solutions for online sales and ecommerce businesses as well as the development of mobile commerce solutions across all of the Group's target markets. Selective acquisition opportunities are also to be considered to augment organic growth.

Management and staff

The Group employs approximately 150 staff, most of whom have a high level of experience and expertise in the specialist markets which the Group addresses. On behalf of the Board, I would like to thank everyone for their hard work, support, dedication and contribution to the development of the business over the period of recovery and business transition since 2009.

Outlook

The Sanderson Board continues to adopt a cautious approach in the face of continuing uncertain general economic conditions, but the Board does have a good level of confidence that the Group will make further progress in the coming year ending 30 September 2013. The strong balance sheet and improved market position of the Group, together with a good order book should enable Sanderson to achieve its full year targets.

Christopher WinnChairman

26 November 2012

Consolidated income statement

for the year ended 30 September 2012

Consolidated statement of comprehensive income

for the year ended 30 September 2012

Consolidated statement of financial position

at 30 September 2012

Consolidated statement of changes in equity

Consolidated statement of cash flows

Notes

1. Basis of preparation

The Group financial statements have been prepared in accordance with International Financial Reporting Standards, as adopted by the European Union ('IFRS'). The Company's shares are listed on the Alternative Investment Market of the London Stock Exchange. The principal accounting policies of the Group, which have been applied consistently, are set out in the annual report and financial statements.

2. Segmental reporting

The Group is managed as two separate divisions, providing IT solutions and associated services to the manufacturing and multi-channel retail sectors. Substantially all revenue is generated within the UK. The information provided to the Group's chief operating decision maker (CODM) is analysed between the divisions as set out below. The CODM has been determined to be the executive directors:

Revenue, operating profit and profit before tax shown above have been restated to show continuing operations only. The CODM uses both gross profit and operating profit measures in assessing the performance of the Group's divisions. The Group disposed of its subsidiary undertaking Sanderson RBS Limited on 20 January 2012 (see note 3). Allocation of centrally incurred costs has been restated to reflect the current basis of allocations to continuing operations. The discontinued operation contributed revenue in the period of £3.53m (2011: £12.36m). The operating result of the discontinued operation for the period, stated after amortisation of acquisition related intangibles and shared based payment charges, was a loss of £0.5m (2011: profit of £0.4m).

The Group's assets are held in the United Kingdom. No one customer accounts for more than 10% of the sales of either division. Included within other unallocated assets and liabilities are cash balances totalling £1.59m (2011: overdraft of £0.522m) and deferred tax balances in respect of certain shared operations. Amounts in respect of shared operations cannot be allocated between operating divisions.

3. Discontinued operation

The Group disposed of its subsidiary undertaking Sanderson RBS Limited on 20 January 2012.

The post-tax profit on discontinued operations was determined as follows:

4. Finance income

5. Finance expenses

In addition to the amounts disclosed above, the Group incurred an exceptional finance expense in 2012 amounting to £227,000 (2011: £379,000). The expense represents costs incurred in the early repayment of bank borrowings together with the write off of the unamortised portion of arrangement fees in respect of the facilities repaid.

6. Taxation

6. Taxation (continued)

Reconciliation of effective tax rate

The current consolidated tax charge for the period is lower (2011: credit lower) than the average standard rate of corporation tax in the UK during the period of 25%. The differences are explained below.

7. Dividends

A final dividend of 0.70 pence per ordinary share in respect of the financial year ended 30 September 2012 will be proposed at the Annual General Meeting of the company, expected to be held on 28 February 2013. If approved by shareholders, the total final dividend payment will amount to £305,732.

8. Earnings per share

Basic and diluted earnings per share are calculated by dividing the result after tax for the year by the weighted average number of ordinary shares at the end of the year and the diluted weighted average number of ordinary shares at the end of the year respectively. The calculation of the basic and diluted earnings per share is based on the following data:

9. Annual Report & Accounts

The financial information set out in this preliminary announcement does not constitute statutory accounts as defined in section 434 of the Companies Act 2006.

The Consolidated Income Statement, Consolidated Statement of Financial Position, Consolidated Statement of Comprehensive Income, Consolidated Statement of Changes in Equity and Consolidated Statement of Cash Flows, together with associated notes, have been extracted from the Group's 2012 statutory financial statements upon which the auditors opinion is unqualified and does not include any statement under section 498(2) or (3) of the Companies Act 2006.

The accounts for the year ended 30 September 2012 will be laid before the Company at the Annual General Meeting, expected to be held at the Company's registered office on 28 February 2013. A copy of this preliminary statement will be available to download on the Group's website www.sanderson.com. Copies of the Annual Report and Accounts will be posted to shareholders in due course at which time the Annual Report and Accounts will be made available to download on the Group's website www.sanderson.com in accordance with AIM Rule 26, and will be delivered to the Registrar of Companies in due course.