Unaudited Interim Results for the Six Months Ended 30 April Stephen Murdoch Chris Kennedy Kevin Loosemore 11 July, 2018

Transcription

1 Unaudited Interim Results for the Six Months Ended 30 April 2018 Stephen Murdoch Chris Kennedy Kevin Loosemore 11 July, 2018

2 Safe Harbour Statement The following presentation is being made only to, and is only directed at, persons to whom such presentation may lawfully be communicated ( relevant persons ). Any person who is not a relevant person should not act or rely on this presentation or any of its contents. Information in the following presentation relating to the price at which relevant investments have been bought or sold in the past or the yield on such investments cannot be relied upon as a guide to the future performance of such investments. This presentation does not constitute an offering of securities or otherwise constitute an invitation or inducement to any person to underwrite, subscribe for or otherwise acquire securities in Micro Focus International plc (the Company ) or any company which is a subsidiary of the Company. The release, publication or distribution or this presentation in certain jurisdictions may be restricted by law, and therefore persons in such jurisdictions into which this presentation is released, published or distributed should inform themselves about, and observe, such restrictions. Certain statements contained in this presentation constitute forward-looking statements. All statements other than statements of historical facts included in this presentation, including, without limitation, those regarding the Company s financial condition, business strategy, plans and objectives, are forward-looking statements. These forward-looking statements can be identified by the use of forward-looking terminology, including the terms believes, estimates, anticipates, expects, intends, may, will, or should or, in each case, their negative or other variations or comparable terminology. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the Company s present and future business strategies and the environment in which the Company will operate in the future. Such risks, uncertainties and other factors include, among others: the level of expenditure committed to development and deployment applications by organisations; the level of deployment-related turnover expected by the Company; the degree to which organisations adopt web-enabled services; the rate at which large organisations migrate applications from the mainframe environment; the continued use and necessity of the mainframe for business critical applications; the degree of competition faced by the Company; growth in the information technology services market; general economic and business conditions, particularly in the United States; changes in technology and competition; and the Company s ability to attract and retain qualified personnel. These forward-looking statements speak only as at the date of this presentation. Except as required by the Financial Conduct Authority, or by law, the Company does not undertake any obligation to update or revise publicly any forward-looking statement, whether as a result of new information, future events, or otherwise. 2

3 Agenda CEO Update Financial Review Conclusion Questions and Answers 3

4 CEO Update Stephen Murdoch CEO, Micro Focus 11 July, 2018

5 Highlights Group underlying H1 18 revenue was at the better end of the revised guidance range Group H1 18 AEBITDA margins of 36% - strong cost management plan execution Proposed sale of SUSE to EQT Partners for $2.535bn, representing strong value for shareholders HPE Software integration issues being addressed; robust application of both Micro Focus proven business model and strategy of customer centred innovation to drive pace and cultural change Twice covered dividend policy continues. Interim dividend of cents per share; this is second interim dividend within the 18 month period as we transition financial year end. Strong cash generation; strong balance sheet; no debt covenant issues 5

6 Broad and Diversified Global Customer Base Our Company ~40K customers, including 99 of the Fortune 100 ~16K employees in 50 countries

7 We help customers bridge the old and the new within their highly complex IT environments z / OS PL / I Public Cloud Private Cloud Internet of Things (IoT) COBOL CICS IMS 10..from mainframe to mobile and On-Premise, Off-Premise or Hybrid

8 Integration Update Business Structure, People and Culture Simplified structure and business processes to improve quality of execution, speed of decision making and accountability Global functions removed with resources and decision making authority moved closer to the customer Collapse of management layers reduction of 135+ senior managers and managers roles Simplified management systems to reduce inward focus and empower teams to decide and act Detailed action plans being executed to normalise attrition levels which remain elevated Broad communications and engagement plan in execution 8 Reengineered sales enablement process with increased investment to improve sales effectiveness Simplified and improved recruitment process - now 50% faster in the Americas Restructured Go-to-Market organisation to improve customer engagement and focus Marketing organisation simplified and aligned with Product teams Micro Focus Government Solutions Inc. established to ensure effective support of our US Federal business Launch of Top Customer Program Infrastructure and Systems FAST System stabilised with focus now on improving operational performance and flexibility Project to exit HPE shared infrastructure on track which removes dependency on HPE and enabling effective collaboration Real estate plans on track with 41 site closures to date and a further 18 to be completed this year. 58 of Transition Service Agreements closed, 14 more to close by end of August and further 2 by end of November.

9 Execution underpinned by detailed in year and multiyear plans and associated governance 2020 Plan Governance Structure FY19 Readiness Planning FY18 Detailed Execution Plans and Tracking 9

10 Proven approach to delivering Customer Centered Innovation that also enables cultural change by driving speed and accountability 4 Box Model underpinned by our Software Development Factory & Product To Market process CLARITY End to end and underpinned by market realities FOCUS Make bets in each portfolio and emphasize shared technology where possible for overall success NEW MODELS (Subscription, Cloud) GROWTH DRIVERS (Build the Future) DECIDE Make decisions, align resources and invest in capabilities that customers value and are willing to pay for OPTIMISE (Optimise Returns) CORE (Protect) LEARN Course correct and improve Make decisions at a granular level and execute in a highly focused way 10

11 Priorities Maximise cash by continuing to stabilise revenue declines and maintain momentum in cost management plan Execute SUSE transaction and transition plan (subject to shareholder approval) Continued robust application of the Micro Focus business model across the enlarged Group for effective integration and cultural change Continue to apply the Micro Focus product management operational model for relevant and targeted product innovation Drive adoption of Micro Focus performance-based approach, especially in Sales teams for accountability and ownership to improve productivity Maintain focus on IT Systems to drive continuous improvement in operational performance and normalise DSOs Maintain relentless focus on simplification of processes, policies and organisation to execute at pace and with agility 11 Ensure customers are at the centre of all we do and our execution is at pace and with accountability

12 Outlook and Full Year Guidance Reiterate revenue guidance for the Group for the 12 months ending 31 October 2018 on a CCY basis will decline by 6% to 9% when compared to the CCY pro-forma revenues for the 12 months ended 31 October 2017 Reiterate that, at the midpoint of the above revenue guidance range, the Company expects to achieve an Adjusted EBITDA margin percentage of approximately 37% in the 12 months ended 31 October 2018 Net debt expected to improve to c$4.2 billion by 31 October 2018, in line with prior guidance and market expectations Our focus continues to be delivering annual returns to investors in the range of 15%-20%. 12

13 Financial Review Chris Kennedy CFO, Micro Focus 11 July, 2018

14 Financial highlights Results at a glance Revenue before haircut of over $2.0bn in the six months to April Revenue in line with guidance after adjusting for one off $40m deal which closed earlier than expected in April 18. Transitionary issues and system disruption are significant contributors to pro forma CCY revenue decline of (8.7)% in Micro Focus Product Portfolio. Strong cost management within MFPP resulted in Adjusted EBITDA margin increase of 4.2ppt. $m H118 H117 % Revenue (Pro-forma CCY comparatives) Micro Focus Product Portfolio 1, ,991.8 (8.7%) SUSE % Total Revenue before haircut 2, ,149.7 (6.9%) Deferred revenue haircut (27.2) (3.7) 635.1% Revenue 1, ,146.0 (8.0%) Pro forma (at Actual rates) Total revenue after haircut 1, ,097.3 (5.9%) Adjusted EBITDA % Adjusted EBITDA margin % 36.0% 31.8% 4.2ppt 14

15 Financial highlights Strong cash generation & continued dividend growth Cash conversion of 96.1% and free cash flow of $213.4m despite substantial system issues impacting cash collection. Second interim dividend of 18 month accounting period of 58.33c per share. Prior period dividend was a final dividend Net debt of $4,337.4m as the business continues to de-lever in line with expectations. Current gearing of 3x Adjusted EBITDA. Cash tax in H118 is higher than H117, this largely reflects payment timings and guidance for FY18 and FY19 remains 15%. Adjusted cash conversion (%) Free cash flow ($m) Diluted adjusted EPS (cents) Dividend per share (cents) Net debt ($m) Net debt / AEBITDA Ratio Adjusted tax rate (%) "Cash" tax (%) H118 H117 % 96.1% 137.3% (41.2)ppt (28.4%) % % 4, , % 3.0x 2.1x 0.9x 22.8% 22.6% 0.2ppt 23.3% 3.3% 20.0ppt 15

16 MFI Revenue Pro forma constant currency revenue trends 2,200 $2,146.0m 2,100 2,000 1,900 1,800 $89.6m (18.4%) $40.3m (3.5%) Including impact of transitionary issues $13.2m 8.8% $57.1m (27.3%) Managed reduction $25.5m 16.5% $23.5m 1.2ppt impact in the half $1,974.2m 1,700 1,600 1,500 H117 Licence Maintenance SAAS Consulting Subscription Haircut H118 16

17 MFI Revenue Pro forma constant currency revenue trends* Geography ($ and % CCY decline) Product group ($ and % CCY decline) APAC, $222.9m (5.4%) EMEA, $726.3m (3.5%) Americas, $1,052.2m (9.4%) SUSE, 16.1% $183.3m 16.1% 16.1% AMC, $246.9m (10.7%) IM&G, (8.3%) $234.6m (9.2%) (9.3%) Security, $362.4m (7.4%) (6.8%) (7.4%) ITOM, $582.6m (3.8%) (9.2%) (9.2%) ADM, $391.6m (7.6%) (15.6%) 17 *All numbers exclude deferred revenue haircut

18 Micro Focus Product Portfolio Strong margin improvement Revenue decline of 8.7% before haircut. Managed reduction of Consulting revenues. Between H117 and H118, cost reduction of $182.2m as the business continues to remove complexity, increase efficiency and eliminate duplicated costs. Continue to see considerable opportunity to remove unproductive costs and drive Adjusted EBITDA margin improvement. Product portfolio H118 H117 % Pro-forma CCY Licence (18.4%) Maintenance 1, ,149.5 (3.5%) SAAS % Consulting (27.5%) CCY Revenue before haircut 1, ,991.8 (8.7%) Deferred revenue haircut (26.8) (2.4) 1,016.7% CCY Revenue 1, ,989.4 (10.0%) Pro Actual rates Revenue 1, ,941.3 (7.7%) Operating cost base 1, , % Adjusted EBITDA % Adjusted EBITDA margin % 36.5% 32.1% 4.4ppt 18

19 SUSE Continued revenue growth and investment Revenue growth of 16.1% before haircut against annual contract value growth of 10.5%. It is expected that SUSE will continue to operate as part of the Group until the first quarter of the calendar year Future growth will require increased investment in the medium term under new ownership. Announced sale of division to EQT for $2.5bn representing 7.9x the revenues for the 12 months ended 31 October 2017 SUSE H118 H117 % Pro-forma CCY Subscription % Consulting (4.2%) CCY Revenue before haircut % Deferred revenue haircut (0.4) (1.3) (69.2%) CCY Revenue % Pro Actual rates Pro-forma revenue % Operating cost base (14.9%) Adjusted EBITDA % Adjusted EBITDA margin % 30.6% 29.2% 1.4ppt Total contract value (TCV) % Annual contract value (ACV) % Subject to shareholder approval. 19

20 Currency impact Constant currency revenue decline is greater than the reported decline due to strengthening of the Euro vs Dollar 6 Months to 30 April Months to 30 April 2017 As Reported Revenue Cost Revenue Cost USD 59.8% 46.8% 67.2% 51.0% EUR 20.5% 16.2% 19.0% 19.9% GBP 5.0% 9.8% 3.5% 11.4% CAD 3.3% 1.8% { JPY 3.2% } { JPY 1.7% } USD to EUR USD to GBP USD to CAD Apr-16 Oct-16 Apr-17 Oct-17 Apr Apr-16 Oct-16 Apr-17 Oct-17 Apr Apr-16 Oct-16 Apr-17 Oct-17 Apr-18 Average exchange rate movements for the above currencies in H1 18 vs H1 17 based on the Enlarged Group Financial years shows the following: 20 H1 18 compared to H1 17, average exchange rates: EUR:USD. EUR is stronger by 13.8% GBP:USD. GBP is stronger by 10.0% CAD:USD. CAD is stronger by 5.0%

21 Highly cash generative $213.4m of free cash flow generated 21 Highly cash generative Cash generated from operations before working capital movements totalled $672.0m (an increase of 121.5%). System issues within the FAST environment resulted in a working capital outflow of $177.1m during the period compared to inflow of $59.5m in prior year. DSO increased from 65 at 31 October 2017 to 94 days at April. This is expected to unwind in the second half of FY18. Cash tax rate Cash tax rate remains lower than Adjusted ETR which we anticipate to continue in FY19 before broadly aligning with the Adjusted ETR in FY20 and beyond. As reported ($m) H118 H117 % Cash generated from operations before working capital % Movement in working capital (177.1) 59.5 (397.6%) Cash generated from operations % Interest paid (122.8) (38.2) 221.5% Bank loan costs (10.7) (0.8) % Tax paid (71.0) (6.5) 992.3% Capex and intangibles (77.0) (19.2) 301.0% Free cash flow (28.4%) Adjusted Cash conversion ratio % 96.1% 137.3% (41.2 ppts)

22 HPE Software Integration related exceptional costs HPE Software related exceptional costs of $201.2m Exceptional costs $188.8m $201.2m HPE related exceptional costs of $188.8m in 6 months to 30 April Total HPE Software related exceptional costs to date total $201.2m Increase in exceptional cost spend in the period due to the FAST stabilisation efforts. - $12.4m 6 months to Oct-17 6 months to Apr-18 Total incurred todate date Integration costs Property, severance and legal FAST exceptional costs Note: Total exceptional in 6 months ended 30 April 2018 amounted to $194.5m. Other exceptional costs relate to acquisition fees and integration costs in respect to previous acquisitions. Anticipate total exceptional cost relating to the HPE transaction to be $960m vs $750m anticipated. Of the increase, $30m relates to the delivery of an additional $200m cost saving and $180m to stabilise and remediate FAST. 22

23 Capital discipline Continuing to de-lever post transaction Manageable term loan repayments 5,000 4,500 4,000 3,500 Target 2.7x 3,000 2,500 2,000 1,500 1, x 4,410 4, x 3.0x 2.0x 2.2x 1,404 1,411 1,078 April 2015 April 2016 April 2017 October 2017 April x 4.0x 3.5x 3.0x 2.5x 2.0x 1.5x 1.0x 0.5x 0.0x 5 year debt maturity profile , year 2 years 3 years 4 years 5 years Falling due within (years) 23 Net debt Net debt/ AEBITDA *October 2017 reflects Adjusted net debt after the impact of the HPE working capital payment. The leverage position is comparable to the period post TAG acquisition. Leverage position will improve with DSO normalisation. Expected to drop below the medium term target during FY19. RCF (Unutilised) Term loans Term loan amortised at 1% per annum. First term loan not due for repayment until Repayment / renegotiation of RCF not due until 2022 (and remains undrawn).

24 Conclusion Kevin Loosemore Executive Chairman, Micro Focus 11 July, 2018

25 Micro Focus Equity Story Stabilising top-line and attractive margin profile On track for superior operational performance Top-line revenue decline will decrease after initial restructuring and partly mitigate the loss of growth in SUSE Attractive margin profile reflecting margin expansion at HPE Software ( mid 40s% by October 2020) Rigorous focus on capital allocation: business is managed to deliver adjusted EBITDA growth with agnostic attitude towards top-line growth Operational efficiency and scale provide significant performance advantages Diversified portfolio of products at different lifecycle stages Strong and consistent cash flows provide scope for significant shareholder returns Conservative leverage target of 2.7X provides capacity for significant shareholder returns Target cash conversion of 90-95% and deliver 15-20% shareholder return Key consolidator in the industry Infrastructure software market is mature and consolidating Long term track record of creating equity value through acquisitions of Attachmate Group in 2014, Serena in 2016 and many others Potential for further accretive acquisitions as HPE Software integration is stabilised 25 With in excess of $1 billion of annual operating cash flow, Micro Focus will have significant capacity to return capital to shareholders and continue its value-accretive M&A strategy

26 Questions and Answers

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28 Appendix

29 Revenue Pro forma constant currency revenue trends Licence revenue - by geography and product vs. CCY pro forma decline % Americas EMEA APJ Total Americas EMEA APJ Total AMC % -30.3% -15.1% -30.5% ADM % -2.5% -16.9% -5.5% Security % 3.1% 13.8% -20.9% ITOM % -4.0% -18.8% -10.2% IMG % 22.6% -40.5% -41.3% Vertica % 8.2% 56.5% -22.4% Total % -6.9% -10.6% -18.4% Trend points to isolated sales execution issues within Americas Address this issue by: Hiring process now 50% faster in North America Continuing to stabilise the IT environment to make the sales teams jobs easier Re-instate global account teams for key strategic customers 29

30 DSO Legacy business Group pro-forma HMFI HPE MFI Apr Oct Apr The main impact of system issues has been an increase in the amount of time it takes customers to pay us. This reflects issues with invoice processing issues within the FAST stack rather than an underlying issue with the credit worthiness of our customers. We continue to see improvement in the DSO after the reporting date (May: 83 days). 30