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Mon 16 May 2011, 17:50 SVB - Silverbridge Holdings Limited - Condensed group interim financial
SVB
SVB                                                                             
SVB - Silverbridge Holdings Limited - Condensed group interim financial         
statements for the 12 month period 28 February 2011                             
SILVERBRIDGE HOLDINGS LIMITED                                                   
(Incorporated in the Republic of South Africa)                                  
(Registration No. 1995/006315/06)                                               
JSE SHARE CODE: "SVB" ISIN CODE: ZAE000086229                                   
("SilverBridge" or "the Group")                                                 
Condensed group interim financial statements for the 12 month period 28 February
2011                                                                            
Group Profile                                                                   
SilverBridge offers clients in the financial services industry reliable         
solutions that aim to simplify their operations by enabling and improving their 
business processes. We achieve this by implementing our system platforms and    
customising to meet client needs.                                               
Exergy is our flagship platform that enables core back office policy            
administration in the life assurance industry. The broader Exergy solution      
package has specific applications which can be customised to suit the needs of a
long term insurer.                                                              
The loans administration intellectual property acquired from Acczone Systems    
(Proprietary) Limited (Acczone) is being refreshed and updated into a modern and
flexible platform. We are reusing the Exergy framework to provide interest      
bearing credit and debt administration capabilities.                            
The IT consulting competency gained by the acquisition of Ones `n Zeros         
Professional Services (Proprietary) Limited (Ones & Zeros) has enhanced the     
capability of SilverBridge to implement its systems and help clients manage the 
resulting change in their operational environments.                             
The Group recently completed an extensive review of its internal processes and  
collective intellectual property. We combined all the competencies and strengths
to deliver more efficiently and effectively. This has resulted in the           
integration of the operating subsidiaries into SilverBridge Software Solutions  
(Proprietary) Limited. SilverBridge Holdings Limited and SilverBridge Software  
Solutions (Pty) Ltd are now jointly branded as SilverBridge.                    
We will continue to offer all the existing products and services under the      
SilverBridge brand. This consolidation has significant cost benefits from       
reduced overhead structures and will simplify the way we do business. We are    
confident and excited about these changes and believe that our clients will     
benefit from the improvements.                                                  
Financial Review                                                                
The Group changed its year end to 30 June to be more closely aligned to the     
natural selling and delivery cycles of the business and to facilitate more      
efficient planning and budgeting processes. The Group is therefore reporting on 
its reviewed interim results for the 12 months ended 28 February 2011.          
SilverBridge`s annuity revenue lines of software rental and support reflected   
positive growth. The increased implementation complexity within higher tier     
clients negatively impacted the results in this period. This was felt on both   
revenue and cost levels as we had to invest into projects to realign            
deliverables with clients` capacity and expectations. The allocation of highly  
skilled resources to these projects reduced the revenue generating capability of
the Group as these resources could not be utilised on new projects. Delays in   
project completion led to delayed software rental and support income. The       
acquisition of Acczone increased our cost base but did not deliver on revenue   
expectations. Goodwill on Acczone and Ones & Zeros was fully impaired owing to  
uncertainty in the market and integration of the subsidiaries into one operating
company.                                                                        
As reported at the last interim period (ending 31 August 2010), SilverBridge    
took action to reduce costs and realign skills. We improved our solution design,
implementation and client service methodologies and aligned our operations      
accordingly. Project deliverables were also reassessed in conjunction with      
clients on specific projects. We integrated the group structure into a single   
operating entity to ensure focus and to further reduce the cost base. These     
corrective actions have had a negative impact on the current operational        
performance but are expected to bring financial benefits over the medium term.  
Operational Highlights                                                          
1) Lessons learnt from complex projects                                         
We have learnt that although our core solution is comprehensive, it requires a  
focused effort to ensure that the customisation for clients falls within their  
end-to-end solution needs.                                                      
During the past year we have been confronted with the need to explicitly        
understand the complete business process environment of our clients in order to 
fully realise IT enablement on the processes that our systems impact. The way to
achieve the objectives of a system implementation project is to ensure that we  
understand the clients` specific end-to-end environment.                        
Projects come under pressure when we cannot help our clients to understand the  
end-to-end solution that they need and support them in enforcing the            
implementation thereof.                                                         
2) Progress with implementation approach                                        
We have made good progress with implementing the Exergy system for clients. We  
have managed to implement our standardised offering, Exergy2Go, for two clients 
in a matter of weeks and they are now customising it to their requirements.     
3) Implementation wins                                                          
The ABSA project is healthy and making good progress. We have a strong sales    
pipeline for new Exergy implementations including converting the majority of our
existing clients from our old system. We are currently engaged in three such    
conversion projects that are making excellent progress.                         
Group Outlook                                                                   
Building our annuity revenue base remains an ongoing goal and depends on how    
effectively we understand and empower our clients. Annuity income consists of   
software rental and contracted support revenue. These are driven and preceded by
consulting, implementation and customisation engagements. Extensive intellectual
property resides in our systems and people.                                     
The lessons learnt from the past year are now embedded in our project approach  
and improvements to our intellectual property base. We have faced and overcome  
significant challenges in the way we contract and execute on projects. We have  
redesigned our operating model to better retain, transfer and leverage our      
knowledge.                                                                      
The changing environment within our target market is creating new opportunities 
as financial service institutions search for ways to reduce costs and improve   
services to their clients. We see financial service providers increasing their  
focus on improving relationships with their clients. SilverBridge`s offerings   
are well positioned to meet these needs.                                        
The outlook for the Group remains positive. Our annuity revenue remains a strong
pillar for growth. The corrective actions we have taken during this period have 
better positioned the Group for future growth from a solid base.                
Condensed Consolidated Statement of Comprehensive Income                        
for the 12 month period ending 28 February 2011                                 
                                Reviewed     Audited                            
                                12 months    12 months                          
ended        ended                              
                                28 February  28 February Percentage             
                                2011         2010         Change                
                                R`000        R`000        %                     
Revenue                          92 933       106 508     (13)                  
Other income                     378          1 232       (69)                  
Personnel expenses               (69 349)     (62 215)    11                    
Depreciation and amortisation    (2 968)      (3 383)     (12)                  
Professional fees paid for       (9 701)      (8 045)     21                    
services                                                                        
Impairment of goodwill           (11 233)     -           100                   
Other expenses                   (11 323)      (12 409)   (9)                   
Finance income                   335           1 001      (67)                  
Finance expense                  (12)          (517)      (98)                  
(Loss)/profit before taxation    (10 940)      22 172     (149)                 
Taxation                         (1 054)       (6 012)    (82)                  
(Loss)/profit and total                                                         
comprehensive                                                                   
income for the period            (11 994)     16 160      (174)                 
Net (loss)/profit and total                                                     
comprehensive income                                                            
attributable to:                                                                
Equity holders of the parent     (12 620)     13 540      (193)                 
Non-controlling interest         626           2 620      (76)                  
(11 994)     16 160      (174)                  
Number of shares in issue         34 675       34 675                           
(`000)                                                                          
Weighted average number of        34 675      34 034                            
shares in issue (`000)                                                          
Diluted weighted average number   34 675      40 386                            
of shares (`000)                                                                
Basic (loss)/earnings per share  (36.4)       39.8        (191)                 
(cents)                                                                         
Headline (loss)/earnings per     (4.0)        39.7        (110)                 
share (cents)                                                                   
Diluted (loss)/earnings per      (36.4)       32.4        (212)                 
share (cents)                                                                   
Diluted (loss)/headline          (4.0)         32.3       (112)                 
earnings per share (cents)                                                      
Reconciliation of headline and                                                  
diluted headline                                                                
(loss)/earnings                                                                 
Basic and diluted                (12 620)     13 540                            
(loss)/earnings                                                                 
Impairment of intangible assets  11 233       -                                 
Adjusted for loss/(gain) on      12           (15)                              
disposal of equipment                                                           
Headline and diluted             (1 375)      13 525                            
headline(loss)/earnings                                                         
Condensed Consolidated Statement of Financial Position                          
as at 28 February 2011                                                          
                                            Reviewed     Audited                
as at        as at                  
                                            28 February 28 February             
                                            2011        2010                    
                                     Note   R`000        R`000                  
ASSETS                                                                          
Non-Current Assets                                                              
Equipment                                    2 826       2 229                  
Intangible assets                     1.5    18 733      38 095                 
Investment in associate                      110         110                    
Deferred tax assets                          4 293       2 148                  
Total Non-Current Assets                     25 962      42 582                 
Current Assets                                                                  
Income tax receivable                        6 744       5 700                  
Revenue recognised not yet invoiced   1.2    409         6 657                  
Trade and other receivables                  17 543      15 364                 
Cash and cash equivalents                    7 623       14 432                 
Total Current Assets                         32 319      42 153                 
Total Assets                                 58 281      84 735                 
EQUITY AND LIABILITIES                                                          
Capital and Reserves                                                            
Issued capital                               348         348                    
Share premium                                11 871      11 871                 
Treasury shares                              (197)        (197)                 
Share based payment reserve                  738         91                     
Retained earnings                            27 443      41 798                 
Total equity attributable to quity           40 203      53 911                 
holders of the parent                                                           
Non-controlling interest                     2 057       3 881                  
Total Equity                                 42 260      57 792                 
Current Liabilities                                                             
Deferred revenue                      1.2    5 133       1 314                  
Trade and other payables              1.4    10 888       24 805                
Provisions                                   -           824                    
Total Current Liabilities                    16 021      26 943                 
Total Equity and Liabilities                 58 281      84 735                 
Net asset value per share (cents)            121.87      166.67                 
Net tangible asset value per share           67.85       56.8                   
(cents)                                                                         
Condensed Consolidated Statement of Changes in Equity                           
for the 12 month period ended 28 February 2011                                  
Attributable to equity holders of the              
                             Company                                            
                                                                                
                                                                                
Issued   Share    Treasury Acquisition             
                             capital  premium  shares   shares                  
                             R`000    R`000    R`000    R`000                   
Balance at 1 March 2009       336      8 608    (197)    2 724                  
Total comprehensive income                                                      
for the period                                                                  
Profit or loss                -        -        -        -                      
Other comprehensive income    -        -        -        -                      
Total comprehensive income    -        -        -        -                      
for the period                                                                  
Transactions with owners,                                                       
recorded directly in equity                                                     
Contributions by and                                                            
distributions to owners                                                         
Allotment of 1193 849 shares                                                    
related to                                                                      
acquisition of Ones & Zeros   12       3 263    -        (2 724)                
Equity settled share based    -        -        -        -                      
payment                                                                         
Capital distribution amounts  -        -        -        -                      
not exercised                                                                   
Dividend paid by subsidiary   -        -        -        -                      
Total contributions by and    12       3 263    -        (2 724)                
distributions to owners                                                         
Changes in ownership                                                            
interests in subsidiaries                                                       
that do not result In a loss  -        -        -        -                      
of control                                                                      
Total transactions with       12       3 263    -        (2 724)                
owners                                                                          
Balance at 28 February 2010   348      11 871   (197)    -                      
Total comprehensive income                                                      
for the period                                                                  
Profit or loss                -        -        -        -                      
Other comprehensive income    -        -        -        -                      
Total comprehensive income    -        -        -        -                      
for the period                                                                  
Transactions with owners,                                                       
recorded directly in equity                                                     
Contributions by and                                                            
distributions to owners                                                         
Equity settled share based    -        -        -        -                      
payment                                                                         
Minority interest in          -        -        -        -                      
dividend payment by                                                             
subsidiary                                                                      
Dividend payment by holding   -        -        -        -                      
company                                                                         
Total contributions by and    -        -        -        -                      
distributions to owners                                                         
Total transactions with       -        -        -        -                      
owners                                                                          
Balance at 28 February 2011   348      11 871   (197)    -                      
                        Share                                                   
                        based                          Non-                     
                        payment    Retained            controlling    Total     
reserve    earnings   Total    interest       equity    
                        R`000      R`000      R`000    R`000          R`000     
Balance at 1 March 2009  -          28 242     39 713   3 531          43 244   
Total comprehensive                                                             
income for the period                                                           
Profit or loss           -          13 540     13 540   2 620          16 160   
Other comprehensive      -          -          -        -              -        
income                                                                          
Total comprehensive      -          13 540     13 540   2 620          16 160   
income for the period                                                           
Transactions with                                                               
owners, recorded                                                                
directly in equity                                                              
Contributions by and                                                            
distributions to owners                                                         
Allotment of 1193 849                                                           
shares related to                                                               
acquisition of Ones &    -          -          551      -              551      
Zeros                                                                           
Equity settled share     91         -          91       -              91       
based payment                                                                   
Capital distribution     -          16         16       -              16       
amounts not exercised                                                           
Dividend paid by         -          -          -        (2 270)        (2 270)  
subsidiary                                                                      
Total contributions by   91         16         658      (2 270)        (1 612)  
and distributions to                                                            
owners                                                                          
Changes in ownership                                                            
interests in                                                                    
subsidiaries                                                                    
that do not result In a  -          -          -        -              -        
loss of control                                                                 
Total transactions with  91         16         658      (2 270)        (1 612)  
owners                                                                          
Balance at 28 February   91         41 798     53 911   3 881          57 792   
2010                                                                            
Total comprehensive                                                             
income for the period                                                           
Profit or loss           -          (12 620)   (12      626             (11     
620)                    994)      
Other comprehensive      -          -          -        -              -        
income                                                                          
Total comprehensive      -          (12 620)   (12      626             (11     
income for the period                          620)                    994)     
Transactions with                                                               
owners, recorded                                                                
directly in equity                                                              
Contributions by and                                                            
distributions to owners                                                         
Equity settled share     647        -          647      -              647      
based payment                                                                   
Minority interest in     -          -          -        (2 450)        (2 450)  
dividend payment by                                                             
subsidiary                                                                      
Dividend payment by      -          (1 735)    (1 735)  -              (1 735)  
holding company                                                                 
Total contributions by   -          (1 735)    (1 735)  (2 450)        (3 538)  
and distributions to                                                            
owners                                                                          
Total transactions with  -          (1 735)    (1 088)  (2 450)        (3 538)  
owners                                                                          
Balance at 28 February   738        27 443     40 203   2 057          42 260   
2011                                                                            
Condensed Consolidated Statement of Cash Flows                                  
for the 12 month period ended 28 February 2011                                  
                                          Reviewed      Audited                 
                                          12 months     12 months               
ended         ended                   
                                          28 February   28 February             
                                          2011         2010                     
                                          R`000        R`000                    
Cash generated from operations             7 473        18 777                  
Interest received                          335          939                     
Interest paid                              (12)          (10)                   
Minority interest in dividends paid by     (2 450)       (2 270)                
subsidiary                                                                      
Taxation paid                              (2 822)       (6 201)                
STC paid                                   (500)         (463)                  
Net cash inflow from operating activities  2 024         10 772                 
Cash flows from investing activities                                            
Plant and equipment acquired to expand     (1 927)       (1 734)                
operations                                                                      
Proceeds from sale of equipment            -             104                    
Acquisition of Ones & Zeros                -            (3 535)                 
Acquisition of Acczone                     -            (3 241)                 
Listing fees set off against share         -            (8)                     
premium on the issue of shares                                                  
Capitalisation of development costs        (5 174)       ( 2 759)               
Net cash (outflow) from investing          (7 101)       (11 173)               
activities                                                                      
Cash flows from financing activities                                            
Dividends paid to equity holders of the    (1 732)      -                       
parent                                                                          
Reduction in liability of previous         -            (1 265)                 
period`s capital distribution from share                                        
premium                                                                         
Net cash outflow from financing            (1 732)       (1 265)                
activities                                                                      
Net decrease in cash and cash equivalents  (6 809)       (1 666)                
Cash and cash equivalents at the           14 432        16 098                 
beginning of the period                                                         
Cash and cash equivalents at the end of    7 623         14 432                 
the period                                                                      
Consolidated Segment Reports                                                    
for the 12 month period ended 28 February 2011                                  
Reportable segment report                                                       
                                                       Implemen-                
tation       Support    
                                           Total        services     services   
                                           R`000        R`000        R`000      
Reviewed 12 months ended 28 February 2011                                       
Segment total revenue                        98 144     32 237       17 542     
Segment revenue inter-company               (5 211)     (477)        -          
Segment revenue external                    92 933      31 760       17 542     
Direct segment cost                         (57 847)    (19 582)     (13 491)   
Cost capitalised                             5 173      -            -          
Segment gross profit                        40 259      12 178       4 051      
Indirect segment cost                       (31 325)    (11 170)     (7 146)    
Segment result                              8 934       1 008        (3 095)    
Unallocated expenses                        (8 964)                             
Operating loss                              (30)                                
Impairment loss on goodwill                 (11 233)                            
Finance income                              335                                 
Finance expense                             (12)                                
Income tax expense                          (1 054)                             
Loss for the period                          (11 994)                           
                                                                    Software    
Research &     Consulting     rental      
                                      development    income         & other     
                                      R`000          R`000          R`000       
Reviewed 12 months ended 28 February                                            
2011                                                                            
Segment total revenue                 -               19 940        *28 425     
Segment revenue inter-company         -               (4 735)       -           
Segment revenue external              -               15 205        28 425      
Direct segment cost                   (14 653)        (10 121)      -           
Cost capitalised                      5 174           -             -           
Segment gross profit                  (9 479)         5 084         28 425      
Indirect segment cost                 (8 115)         (4 894)       -           
Segment result                        (17 594)        190           28 425      
Unallocated expenses                                                            
Operating loss                                                                  
Impairment loss on goodwill                                                     
Finance income                                                                  
Finance expense                                                                 
Income tax expense                                                              
Loss for the period                                                             
* A license fee of R4.9 million is included in the software rental and other    
revenue - in this period and not in the previous period.                        
Assets and liabilities                                                          
The assets and liabilities of the Group are organised and managed at a corporate
business support level. As the assets and liabilities contribute at a corporate 
level, it is not practical to determine a reasonable allocation of the assets   
and liabilities to the business segments.                                       
Consolidated Segment Reports                                                    
for the 12 month period ended 28 February 2011                                  
Reportable segment report (continued)                                           
                                                      Implemen-                 
                                                       tation        Support    
Total         services      services   
                                         R`000         R`000         R`000      
Audited 12 months                                                               
ended 28 February 2010                                                          
Segment revenue from external clients      106 508     39 326        12 667     
Segment revenue inter-company             -            -             -          
Direct segment cost                       (54 891)     (19 856)      (7 414)    
Cost capitalised                          2 759        -             -          
Segment gross profit                      54 376       19 470        5 253      
Indirect segment cost                     (26 351)     (11 176)      (4 172)    
Segment result                            28 025       8 294         1 081      
Unallocated expenses                      (6 346)                               
Operating profit                           21 679                               
Finance income                             1 001                                
Finance expense                           (517)                                 
Share of profit in associate              9                                     
Income tax expense                        (6 012)                               
Profit for the period                     16 160                                
                                                                                
                                                                     Software   
Research &      Consulting       rental     
                                    development     income           & other    
                                    R`000           R`000            R`000      
Audited 12 months                                                               
ended 28 February 2010                                                          
Segment revenue from external        -               31 931          22 584     
clients                                                                         
Segment revenue inter-company       -                -               -          
Direct segment cost                 (9 108)          (18 513)        -          
Cost capitalised                    2 759            -               -          
Segment gross profit                (6 349)          13 418          22 584     
Indirect segment cost               (4 760)          (6 243)         -          
Segment result                      (11 109)         7 175           22 584     
Unallocated expenses                                                            
Operating profit                                                                
Finance income                                                                  
Finance expense                                                                 
Share of profit in associate                                                    
Income tax expense                                                              
Profit for the period                                                           

Assets and liabilities                                                          
The assets and liabilities of the Group are organised and managed at a corporate
business support level. As the assets and liabilities contribute at a corporate 
level, it is not practical to determine a reasonable allocation of the assets   
and liabilities to the business segments.                                       
Commentary                                                                      
1. ACCOUNTING POLICIES                                                          
1.1. Basis of presentation                                                      
The accounting policies applied in the preparation of these condensed interim   
financial statements, which are based on reasonable judgments and estimates, are
in accordance with International Financial Reporting Standards ("IFRS") and are 
consistent with those applied in the annual financial statements for the year   
ended 28 February 2010. These condensed financial statements as set out in this 
report have been prepared in terms of the AC500 series, IAS 34 - Interim        
Financial Reporting, the Companies Act, 1973 (Act 61 of 1973), as amended, and  
the Listings Requirements of JSE Limited.                                       
KPMG Inc., the company`s independent auditors, have reviewed the interim        
financial information contained in this interim report and have expressed an    
unmodified conclusion on the interim financial information. Their review report 
is available for inspection at the company`s registered office.                 
1.2. Deferred revenue and revenue recognised not yet invoiced                   
Deferred revenue and revenue recognised but not yet invoiced refers to the      
timing difference between recognition of revenue and invoicing to the client    
based on the contracts. The Group is in a net liability position which means it 
has received more cash than what has been recognised as income which has a      
positive impact on working capital. These current liabilities will be converted 
to revenue in the short-term and are recoverable from the current client base.  
Reviewed         Audited          
                                              12 months        12 months        
                                              Ended            ended            
                                              28 February      28 February      
2011            2010              
                                              R`000            R`000            
Current asset                                                                   
Revenue recognised not yet invoiced            409              6 657           
Current liability                                                               
Deferred revenue                               (5 133)          (1 314)         
Net (liability) / asset                        (4 724)          5 343           
1.3. Revenue per geographical segments                                          
Other         
                                                                 African        
                                      Total           South      countries*     
                                                     Africa                     
R`000           R`000       R`000         
Reviewed 12 months ended 28 February   92 933         61 812      31 121        
2011                                                                            
Audited 12 months ended 28 February    106 508        70 293      36 215        
2010                                                                            
* Other African countries include Kenya, Malawi, Nigeria, Ghana, Namibia,       
Lesotho, Swaziland and Zimbabwe.                                                
1.4. Trade and other payables                                                   
Reviewed          Audited        
                                               12 months         12 months      
                                               ended             ended          
                                               28 February       28 February    
2011             2010            
                                               R`000             R`000          
Trade payables                                   1 866           734            
Withholding tax rebate payable                   4 657           5 036          
VAT payable                                     -                489            
Leave accrual                                    1 517           1 621          
Liability on capital reduction                   29              29             
Liability on dividend payment                   2                -              
Other payables (accruals)                        2 817           5 159          
Acczone purchase price liability                 -               11 737         
Total                                           10 888           24 805         
1.5. Intangible assets                                                          
1.5.1  Intangible assets summary of movements during the period per category of 
asset                                                                           
                               Contracts       Develop-                         
                               capitalised in  ment cost                        
Goodwill  acquisitions    capitalised Total                
Group                 R`000     R`000           R`000       R`000               
Cost                                                                            
Balance at 1 March    16 641    2 845           5 869       25 355              
2009                                                                            
Arising on            14 196    794             -           14 990              
acquisition of                                                                  
Acczone                                                                         
Change in estimate    (43)      -               -           (43)                
relating to Ones &                                                              
Zeros acquisition                                                               
Development costs     -         -               2 759       2 759               
capitalised                                                                     
Balance at 28         30 794    3 639           8 628       43 061              
February 2010                                                                   
Change in estimate    (11 737)  -               -           (11 737)            
relating to Acczone                                                             
acquisition                                                                     
Impairment of         (2 459)   -               -           (2 459)             
goodwill arising on                                                             
Acczone acquisition                                                             
Impairment of         -         (353)           -           (353)               
contracts                                                                       
capitalised on                                                                  
acquisition of                                                                  
Acczone                                                                         
Impairment of         (8 420)   -               -           (8 420)             
goodwill arising on                                                             
Ones & Zeros                                                                    
acquisition                                                                     
Development costs     -         -               5 173       5 173               
capitalised                                                                     
Balance at 28         8 178     3 286           13 801      25 265              
February 2011                                                                   
Accumulated                                                                     
amortisation                                                                    
Balance at 1 March    -         1 232           1 410       2 642               
2009                                                                            
Amortisation for the  -         1 701           623         2 324               
year                                                                            
Balance at 1 March    -         2 933           2 033       4 966               
2010                                                                            
Amortisation for the            353             1 213       1 566               
year                                                                            
Balance at 28         -         3 286           3 246       6 532               
February 2011                                                                   
Carrying amount                                                                 
At 1 March 2009       16 641    1 613           4 459       22 713              
At 28 February 2010   30 794    706             6 595       38 095              
At 28 February 2011   8 178     -               10 555      18 733              
1.5.2 Impairment testing of goodwill                                            
Goodwill of R8.1 million acquired by the Group through the reverse acquisition  
of SilverBridge Holdings has been allocated to SilverBridge Software Solutions  
(Pty) Ltd, being the smallest cash generating unit which will benefit from the  
acquisition. The recoverable amount of the goodwill has been determined based on
a value in use calculated by using cash flow projections and a discount rate    
applied of 18%. The recoverable amount calculated was higher than the goodwill  
amount and therefore the goodwill was not impaired.                             
Goodwill of R8.4 million acquired by the Group through the acquisition of Ones &
Zeros has been allocated to Ones & Zeros, being the smallest cash generating    
unit which will benefit from the acquisition. The goodwill was fully impaired   
based on the current cash flow projections, the current market conditions and   
the integration of this business unit into SilverBridge operating company,      
Goodwill of R2.5 million acquired by the Group through the acquisition of       
Acczone has been allocated to Acczone, being the smallest cash generating unit  
which will benefit from the acquisition. Based on the current cash flow         
projections and the current market conditions the goodwill was fully impaired.  
1.5.3 Development cost capitalised                                              
Development activities involve a plan or design for the production of new or    
substantially improved products and processes. Development expenditure is       
capitalised only if development costs can be measured reliably, the product or  
process is technically and commercially feasible, future economic benefits are  
probable, and the Group intends to and has sufficient resources to complete     
development and to use or sell the asset.                                       
The development cost is currently amortised over the estimated useful lives.    
Management has reviewed the estimated useful lives of the software and believes 
these estimates are reasonable.                                                 
Products still under development have been tested for impairment. No impairment 
was found or noted. The recoverable amount was determined based on a value in   
use calculation, using cash flow projections over a five year period, based on  
financial estimates and applying a discount rate of 18%.                        
The book values of the development cost are made up as follows:                 
Exergy software and complementary products and tools   R6.4 million             
Redevelopment of the loans administration system       R4.1 million             
bought from Acczone                                                             
2. CORPORATE ACTIVITY                                                           
2.1. Acquisition of Acczone                                                     
There was no additional consideration paid for the Acczone acquisition          
subsequent to the original amount of R3 million as none of the profit warranties
were achieved.                                                                  
2.2 Changes to the board                                                        
Mr Robert Emslie was appointed as an independent non-executive director, with   
effect from 17 January 2011.                                                    
Subsequent to the period end Sandra Duetsch changed from being an executive     
director to a non-executive director following the acquisition of the minority  
shareholding in Ones & Zeros by SilverBridge Holdings.                          
2.3 Dividends and Capital distribution                                          
The board declared a dividend of 5 cents per share on 5 May 2010. No further    
dividend or capital distribution was declared for the period under review.      
2.4 Subsequent events                                                           
As part of the process of integrating the operations of SilverBridge, the Group 
has acquired the remaining 49% of Ones & Zeros for an amount of R 2.5 million to
be settled in cash. This will enable SilverBridge to integrate the specific     
skills of Ones & Zeros into the operations and entrench the consulting approach 
into our implementation methodology. Consolidating the companies will decrease  
overhead cost structures and ensure operational focus. Acquiring the 49% from   
the non-controlling shareholders will not create any goodwill as the business   
combination was already formed at the initial acquisition.                      
FINANCIAL RESULTS AND PERFORMANCE                                               
The financial results were impacted by implementation delivery challenges on    
complex projects and a slowdown in the consulting segment. Growth in our annuity
streams (software rental and support) helped to alleviate the challenges faced. 
Although corrective action was taken at the interim stage (to August 2010),     
complex projects required further investment and attention than was anticipated.
Subsequently, loss-making projects were terminated without recognition of       
associated revenue.                                                             
The Group has taken further corrective action including a redesign of its       
implementation approach and integration of business units. This will allow for  
operational improvement and cost efficient delivery to clients. Management      
structures have been consolidated to ensure focus and further reduce overhead   
costs. The challenges faced and corrective actions taken have impacted revenue  
and profitability negatively. However, the business fundamentals of the Group   
remain sound.                                                                   
Segmental review                                                                
Consulting - Consulting revenue is generated by Ones & Zeros. The Mercantile    
project was concluded after a period of two and half years and coincided with a 
decline in market conditions for consulting firms. The banking industry         
aggressively reduced its consulting complement, which impacted the business     
negatively. Our skilled consultants were redeployed in the life insurance       
industry via the SDT client base. Ones & Zeros has been integrated with         
SilverBridge Software Solutions (Pty) Ltd. SilverBridge has acquired the        
remaining 49% from minority shareholders of Ones & Zeros.                       
Implementation - this segment was negatively impacted by implementation delivery
challenges on complex projects as highlighted at the interim stage. Some of     
these projects required further investment with highly skilled resources. After 
joint client reviews, loss making projects were terminated - with associated    
revenue not being recognised. In addition, resources allocated to these projects
decreased the overall revenue generating capability of the unit. Revenue and    
profit reduced as a result. Corrective actions have been taken including a      
redesign of our implementation approach. We are pleased to report that the ABSA 
implementation project is proceeding well.                                      
Support - Support income is monthly contracted income and is annuity based.     
Revenue grew well, assisted by increase in contracted support. However some were
at a lower margin than the rest of the support business. This, together with the
general pressure in the implementation environment affected the support margin  
negatively.                                                                     
Software rental - Software rental is annuity based. It is mainly dependent on   
usage, which increases with the number of contracts or policies administered on 
the system. It typically grows slowly over time as long as the client continues 
using the system. Excluding the R4.9m license fee, software rental grew         
moderately owing to slight usage gains. Given the implementation challenges, no 
material new software rental clients were added. However existing customers were
maintained and many have been converted to the new Exergy platform, preserving  
future annuity income. Corrective actions taken in the implementation area      
should enable future growth of software rental.                                 
Research and development - The increase in research and development costs, and  
specifically the increase in the capitalisation cost, is a direct result of the 
redevelopment of the loans administration system bought from Acczone. R3.5      
million has been capitalised during the period on the loan administration system
and R1.6 million in Exergy.                                                     
On behalf of the board of directors                                             
Andile Sangqu                                                                   
Chairman                                                                        
Jaco Swanepoel                                                                  
Chief Executive Officer                                                         
Pretoria                                                                        
16 May 2011                                                                     
CORPORATE INFORMATION                                                           
Directors of SilverBridge                                                       
Andile Sangqu (Chairman)*,                                                      
Jaco Swanepoel(CEO),                                                            
Jeremy de Villiers **, Robert Emslie **,                                        
Dinga Madubela *,Tyrrel Murray*,                                                
Sandra Duetsch*, Jaco Maritz,                                                   
Sphelele Sangweni***.                                                           
(All the directors are South African citizens).                                 
* Non-executive                                                                 
**Independent non-executive                                                     
***Alternate director                                                           
REGISTERED OFFICES                                                              
First Floor, Castle View North                                                  
495 Prieska Street, Erasmuskloof,                                               
Pretoria, 0048                                                                  
(PO Box 11799, Erasmuskloof, 0048)                                              
COMPANY SECRETARY                                                               
Fusion Corporate Secretarial Services (Proprietary) Limited                     
represented by                                                                  
Melinda van den Berg                                                            
56 Regency Road,                                                                
Route 21 Corporate Park,                                                        
Irene, Pretoria, Gauteng                                                        
(PO Box 68528, Highveld, 0169)                                                  
LEGAL ADVISERS                                                                  
Gildenhuys Lessing Malatji Inc.                                                 
(Registration number: 1997/002114/21)                                           
GLMI House                                                                      
Harlequins Office Park,                                                         
164 Totius Street,                                                              
Groenkloof                                                                      
(PO Box 619, Pretoria, 0001)                                                    
GROUP AUDITORS                                                                  
KPMG Inc.                                                                       
(Registration number: 1999/021543/21)                                           
KPMG Forum,                                                                     
1226 Schoeman Street,                                                           
Hatfield                                                                        
(PO Box 11265, Hatfield, 0028)                                                  
TRANSFER SECRETARIES                                                            
Computershare Investor Services (Proprietary) Limited                           
(Registration number: 2004/003647/07)                                           
70 Marshall Street,                                                             
Johannesburg,                                                                   
(Call centre: 0861 100 634)                                                     
(PO Box 61051, Marshalltown, 2107)                                              
DESIGNATED ADVISER                                                              
Merchantec (Proprietary) Limited                                                
(Registration number: 2008/027362/07)                                           
Second Floor, North Block                                                       
Hyde Park Office Tower,                                                         
Corner 6th Road and Jan Smuts Avenue, Hyde Park                                 
(PO Box 41480, Craighall, 2024)                                                 
Date: 16/05/2011 17:50:01 Produced by the JSE SENS Department.                  
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