XCHANGING PLC RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2008

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1 XCHANGING PLC RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2008 We have continued our rapid growth in revenues and profits and our prospects for the rest of the year are strong. ended 30 June 2008 ended 30 June 2007 Increase Revenue 266.8m 222.4m 20% Statutory operating profit (1) 18.0m 7.6m 137% Group adjusted operating profit (2) 19.3m 13.9m 39% Xchanging s share of adjusted 15.3m 10.6m 44% operating profit (XEBIT) (2) XEBIT margin 5.7% 4.8% +90 basis points Xchanging s share of adjusted profit 12.4m 8.4m 48% after tax (XPAT) (3) Pro forma adjusted EPS diluted (4) 5.56p 3.89p 43% Free cash flow 21.6m 12.7m 70% Highlights for the period: Continuing track record of strong revenue and profit growth Implementation success of Allianz Global Investors Partnership Insurance success adding Cooper Gay as a third party broking client Continued broadening of our electronic processing capabilities Acquisition of Mercuris SA, a Paris-based procurement services provider. David Andrews, CEO of Xchanging, commented: We are pleased with our results for the first half of Our insurance and banking platforms are developing leading positions in their respective markets and our procurement business continues to scale rapidly. Innovation through technology is creating a competitive advantage for Xchanging and is also providing new revenue opportunities. Given our strong pipeline, we expect our rapid growth to continue, despite current economic conditions, and we remain confident in the outlook for the full financial year and beyond. Notes: (1) H statutory operating profit of 7.6m is post exceptional IPO items of 5.9m. 1

2 (2) Adjusted operating profit excludes exceptional items and certain non-cash items, which comprise share-based payment charges of 1.0m (H1 2007: 0.2m) and amortisation of intangible assets previously unrecognised by acquired entities. A detailed reconciliation to statutory operating profit is provided in the section Shareholder value key performance indicators below. (3) Adjusted profit after tax incorporates add backs to profit for the period comprising of exceptional items, amortisation of intangible assets previously unrecognised by acquired entities, share-based payment charges, imputed interest on put options, imputed interest on employee loans and the related tax thereon. A detailed reconciliation to statutory operating profit for the period is provided in the section Shareholder value key performance indicators below. (4) Pro forma adjusted EPS - diluted for the period ended 30 June 2007 is calculated by adding the weighted average number of shares issued between IPO and 30 June 2007 to the actual number of shares in issue at IPO. See Pro forma adjusted earnings per share below for further information. Statutory EPS numbers are disclosed in Note 5 to the financial information below. 31 July 2008 Enquiries: Xchanging plc David Andrews, Chief Executive Officer Richard Houghton, Chief Financial Officer Tel: Tulchan Communications David Allchurch Tel: Stephen Malthouse A presentation for investors and analysts will be held at Xchanging s offices at 34 Leadenhall Street, London, EC3A 1AX at 09:30 on 31 July About Xchanging Xchanging is a fast growing international, pure play business processing company with blue-chip customers. Xchanging provides complex industry specific processing to the banking and insurance industries and procurement, finance and accounting, and human resources services to customers across industries. 2

3 Xchanging plc Half Year Results for the to 30 June 2008 It has been a successful first half of 2008 for the Group. Revenue for the six months ended 30 June 2008 was million, an increase of 20% on the previous half year (H1 2007: million). The impact of the Fondsdepot Bank (FDB) Enterprise Partnership has made a significant contribution to this increase. Adjusted operating profit attributable to Xchanging shareholders (XEBIT) grew 44% to 15.3 million (H1 2007: 10.6 million). XEBIT margins increased by 90 basis points from 4.8% to 5.7%, helped by revenue growth, productivity improvements and reductions in central costs. Adjusted profit after tax attributable to Xchanging shareholders (XPAT) grew by 48%. Pro forma earnings per share grew 43% to 5.56p from 3.89p. The Group has sufficient resources to fund the continued rapid growth of the business and to invest in improving our operational performance, thereby maximising shareholder value. In addition, our strong balance sheet gives us the ability to make value enhancing acquisitions to complement the existing business. The market Xchanging continues to drive good growth from our insurance, banking and procurement platforms. We have enhanced our distinctive international delivery capabilities in Continental Europe, India, the USA and Bermuda. We expect our global business processing capabilities to put us in the forefront of our chosen markets. Success across the sectors Insurance Xchanging has generated a number of insurance wins in the first half of A key contract was signed with Cooper Gay to provide broker back office services and will see up to 65 Cooper Gay roles in accounting, claims and technical processing transfer to Xchanging from the broker's offices in London and Rayleigh, Essex. This is an important contract as it validates the broking platform established in late In terms of our international footprint, Xchanging now has over 35 customers in the USA and Bermuda and ten customers in the Asia Pacific region. Insurance volumes are growing in both Bermuda and Singapore. Xchanging has also made advances in providing additional services to the Bermuda insurance market. Good progress has been made in broadening our electronic processing capabilities in the London Market. Investment in the Insurance Market Repository will allow greater 3

4 volumes of electronic submissions and this is expected to generate additional revenues in We have also signed a number of Business Support contracts with new and existing customers such as ACE and Lloyd s. Business Lines Business Lines has had a number of successes in the first half. Xchanging Hosting Services has completed a five-year deal with Northgate Arinso UK Ltd, the UK and Ireland s leading supplier of HR, Payroll and Pensions software solutions and services, to deliver Mainframe and BACS processing services for a value of in excess of 10 million. Xchanging s Basildon Processing Centre will be providing 24/7 mainframe operations and support. Xchanging Procurement Services and the Birds Eye Group have entered into a three-year Business Support services agreement for the management of Birds Eye's utilities spend in the UK. A number of additional Business Support customers have contracted Xchanging to provide immigration support services. Revenues have also benefited from broadening services delivered to our existing customer base. Financial Markets Financial Markets has grown strongly in the first half. In November 2007, Xchanging took control of Fondsdepot Bank (FDB), its Enterprise Partnership with Allianz Global Investors which provides retail investment account management services. Since the deal was signed, FDB s third party (non-allianz Global Investors) accounts have grown more than 15% from circa 78,000 to circa 90,000 accounts. The corresponding assets under management (AuM) for third party accounts grew, despite depressed market capitalisations on stock markets, from 1,594 billion at year end to 1,702 billion at 30 June This growth was accompanied by nine newly signed distribution agreements with broker pools and Independent Financial Advisors (IFAs). Xchanging transaction bank (Xtb) has renewed a major contract with a large banking customer to provide Central Price Services (CPS). Recently, Xchanging significantly expanded its CPS capabilities and automated the existing valuation process. With its Central Price Services, Xtb provides institutional investors, such as investment companies and custodian banks, with validated prices for a variety of financial instruments, whether they are publicly listed on an exchange or structured and mostly traded over the counter such as bonds, warrants and swaps. 4

5 Driving electronic processing success in the insurance market We are becoming the leading commercial insurance processor globally. From our strong position in the London Insurance market, we are capitalising on the unique electronic platform we have created. Our scalable post trade premiums settlement and claims processing platform provides Xchanging with an exciting opportunity to be a leader in the global commercial insurance processing market. Already, we are the largest international insurance business processor handling over four million insurance premium and claims transactions annually and settling over 45 billion of insurance transactions. Xchanging s Insurance Market success is demonstrated by the significant achievements made in London moving from a paper-based to an electronic platform. Examples of this include: Over 75,000 ACORD electronic messages per week are now submitted from more than 100 brokers to the Insurers' Market Repository making it the highest volume of its kind in commercial insurance Xchanging has won two ACORD 2008 Accomplishment Awards in the categories Industry Leadership for Straight Through Processing and Outsourcer In Q2 2008, the Repository service published 2.5 million web pages a week 90% of original premiums are submitted via the Repository Over 160 customers are now connected to the Xchanging Distribution Hub. Heart of the European financial markets We are at the heart of the change in the banking landscape in Europe. Our early move into Germany, Italy and France puts us in the vanguard of business processors for banks. With our blue-chip banking customer base, we are well positioned to be at the forefront of consolidation, regulatory compliance and safer, cheaper processing. Xchanging is the largest commercial processor in European securities and investment account processing with highly reliable electronic platforms. We are one of the highest volume German securities platforms, settling an estimated 15% of German securities transactions. In addition, we have over 1.3 million active securities accounts and process over 3.3 million annual tax statements. The acquisition of the Mercuris business in France increased the breadth of services we are providing to the European banking industry and we are now managing over 400 million in spend for one of the leading universal banks in France. 5

6 Global Balancing Xchanging s distinctiveness is in combining local service demands with global production effectiveness. We achieve this with an integrated on-site, nearshore and offshore production capability. Xchanging currently has 18% of its people in offshore facilities and 60% are in specialist nearshore centres, enabling us to deliver around the clock, efficient processing services. All Xchanging's business processing follows a standard industrialised approach, whereby our processing centres are driven towards using the same tools and methods. By doing so, we share resources and optimise performance. Xchanging is a leader in operating globally integrated production platforms to the highest standards demanded by the regulated industries we serve. Executing on our strategy to build shareholder value Xchanging is well placed to exploit significant market opportunities over the next three to five years that we believe will arise as a result of the difficult economic conditions. Our strategy is threefold: Growing our existing platforms in Commercial Insurance, Financial Markets, HR, Procurement, Accounting and Hosting Adding new platforms in new processes, new geographies or new industry sectors Becoming the lean processor in each major area of service through standardisation, scale and our Global Balancing approach. We are always looking for suitable acquisition opportunities to accelerate our strategy towards becoming the premier global business processor. Consistent with this strategy, on 1 July we confirmed that we were in preliminary discussions with Cambridge Solutions. These discussions have continued but there is no certainty that any transaction will be forthcoming. At the centre of our strategy is the unique Xchanging Way for defining and measuring performance. As a result, we have a scalable business that can deliver services consistently to our customers globally; drive growth in revenues and profitability; and create value for our shareholders. 6

7 Group risk factors As with all businesses, the Group is affected by certain risks, which could have a material impact on the Group s long term performance and could cause actual results to differ materially from forecast and historic results. The principal risks and uncertainties facing the Group have not changed from those set out in the Annual Report and Accounts These include the risks associated with attracting new customers, implementation of large contracts, continuation of efficient processing, exposure to complex and technical contractual terms, successful retention of key employees, continuity and security of IT systems, and regulatory and legislative changes. For a full discussion of the risks to our future business performance, please refer to page 29 of our Annual Report and Accounts 2007, or go to Outlook Excellent future prospects for Xchanging We remain positive about the growth prospects for the business. Xchanging has established a strong reputation in the fast growing global business processing market. We have enhanced our international delivery capabilities and expect our global business processing competence to put Xchanging in the forefront of our sector. We have high levels of revenue visibility and despite the difficult economic climate, the market for our services remains active and our existing businesses are well placed to deliver organic growth and margin upside. We therefore remain confident in the outlook for the full financial year. Furthermore, our pipeline reflects an increasing volume of new opportunities, which combined with our strong competitive position and clear strategy bodes well for 2009 and

8 Shareholder value - key performance indicators (KPIs) The Group s KPIs are detailed below ended 30 June 2008 ended 30 June 2007 Increase Revenue 266.8m 222.4m 20% Xchanging s share of adjusted operating profit (XEBIT) 15.3m 10.6m 44% XEBIT margin 5.7% 4.8% +90 basis points Xchanging s share of adjusted profit after tax (XPAT) 12.4m 8.4m 48% Pro forma adjusted EPS diluted Cash generated from operations 5.56p 3.89p 43% 34.2m 22.9m 49% Cash conversion ratio 177% 165% Free cash flow 21.6m 12.7m 70% Revenue growth Revenue for the six months ended 30 June 2008 was million, an increase of 20% over the same period last year (H1 2007: million), of which 3% ( 6.7 million) is a result of favourable movements in our major trading currencies, in particular the Euro. Revenue growth was predominantly organic, with acquisitions accounting for less than 1%. Contracts won in the second half of 2007 (particularly the Fondsdepot Bank Enterprise Partnership) have made a major contribution to this increase along with strong volume growth particularly in our banking and procurement businesses. Revenue visibility at the half year was 492.4million (H1 2007: million). The Group uses a revenue visibility measure which represents revenue which can reasonably be expected to arise in the year from current customers where we have in place a contractual relationship. Strong profit growth Group operating profit grew 34% to 18.0 million (H1 2007: 13.4 million pre exceptional items). Adjusted operating profit grew 39% to 19.3 million (H1 2007: 13.9 million) representing an operating margin of 7.2% (H1 2007: 6.3%). 8

9 XEBIT has grown 44% to 15.3 million (H1 2007: 10.6 million). This represents an XEBIT operating margin of 5.7% (H1 2007: 4.8%). Xchanging s share of profit after tax (XPAT) grew 48% to 12.4 million (2007: 8.4 million). This represents an XPAT margin of 4.6% (2007: 3.8%). The tables below detail the adjustments to operating profit to determine XEBIT and XPAT: XEBIT ended 30 June 2008 ended 30 June 2007 m m XEBIT Adjusted profit after taxation attributable to minority interests Adjusted operating profit Less: IPO exceptional items 0.0 (5.9) Share-based payment charges (1.0) (0.2) Other add backs (0.3) (0.2) Statutory operating profit XPAT ended 30 June 2008 ended 30 June 2007 m m XPAT Adjusted profit after taxation attributable to minority interests Adjusted operating profit Less: IPO exceptional items 0.0 (6.3) Share-based payment charges (1.0) (0.2) Other add backs (0.3) (0.7) Tax effect of above Statutory profit for the period Margins XEBIT margins have increased by 90 basis points to 5.7% (H1 2007: 4.8%). There are a number of factors driving this improvement. Underlying operating margins have increased due to revenue growth and improvements in productivity. This has been complemented by a reduction in central costs, both in absolute terms and as a percentage of revenues. However, these positive drivers of margin have been offset by the dilutive margin impact of the new Fondsdepot Bank Enterprise Partnership and a lower contribution from Business Support. 9

10 Pro forma adjusted earnings per share When calculating earnings per share, the Group considers it appropriate to use XPAT as it represents the underlying performance of the business. The Group utilises a pro forma number of shares as the 2007 first half average number of shares is impacted by the change in capital structure resulting from the IPO, which completed during that period. Consequently, a pro forma analysis is set out below to show how the Group s 2007 first half earnings per share would have been calculated had the Group s post IPO capital structure been in place from the start of The pro forma number of shares for the period ended 30 June 2007 has been calculated by adding the weighted average number of shares issued between IPO and 30 June 2007 to the actual number of shares in issue at IPO. Pro forma adjusted basic / diluted earnings per share ended 30 June 2008 ended 30 June 2007 XPAT 12.4m 8.4m Pro forma number of shares in issue 215.1m* 206.5m Pro forma adjusted basic earnings per share (pence) 5.77p 4.06p XPAT 12.4m 8.4m Pro forma diluted number of shares 223.7m* 215.2m Pro forma adjusted diluted earnings per share (pence) 5.56p 3.89p * Weighted average number of shares Management believes that the pro forma earnings per share provides the best picture of the underlying performance of the business for the two periods. On a pro forma basis, diluted adjusted earnings per share has grown 43% to 5.56p (2007: 3.89p). Finance income Net finance income (pre exceptional items, imputed interest on put options and imputed interest on employee loans) increased to 2.6 million (H1 2007: million). Finance income has increased due to interest earned on higher cash balances generated from the strong cash conversion of the increased profitability of the Group, and as a result of primary funding received from the IPO during the first half of Finance costs have decreased as the Group carried no material debt commitments during the period. During the first half of 2007, the Group incurred actual and imputed interest on the deferred consideration of 47 million for the acquisition of the minorities of one of the BAE Systems partnerships, which was settled on 11 May

11 Taxation The Group s effective tax rate on Xchanging s share of adjusted operating profit before tax was 30.1% (H1 2007: 25.0%). The Group s statutory effective tax rate was 29.8% for the period (H1 2007: 39.0%), this was lower than the prior year due to the IPO exceptional items in 2007, some of which were deemed disallowable. Segmental Performance Business Lines Business Lines revenue grew 18% for the period to million (H1 2007: million) primarily through strong organic growth in procurement revenue. Procurement revenue has continued to grow through increased volumes from existing long term customers and the full effect of new contracts, which were in the process of being implemented during the course of the previous period. The acquisition of Mercuris, which was effective from 1 January 2008, contributed 1.5 million to sector revenue for the period. With the majority of the revenue generated in the UK, there was no material foreign exchange impact on the revenue performance of Business Lines. XEBIT for the period increased 19% to 8.6 million (H1 2007: 7.2 million). Growth in Business Lines XEBIT has been driven by the growth in procurement revenue and an improvement in procurement margins. Growth in XEBIT was diluted during the period as a result of implementation costs related to the integration of payroll contracts associated with the University Hospital Birmingham contract. XEBIT margin remained at 7.1% (H1 2007: 7.1%), with growth in procurement margins being offset by implementation costs in the HR business. Insurance Insurance revenue for the period was similar to the prior period at 81.4 million (H1 2007: 81.1 million). During the period, the sector experienced robust claims volumes and growth in straight through processing, in particular in Xchanging Broking Services (XBS), the Enterprise Partnership with Aon. Automation of insurance processes continues to drive growth in revenue from the electronic handling of premiums and claims, with further development of insurance market technology infrastructure also providing growth for the sector. Revenue growth during the period offset the adverse impact of the increase in discounts to Aon and the run off of certain policy preparation revenue resulting from regulatory changes. 11

12 XEBIT for the period increased 19.3% to 8.7 million (H1 2007: 7.4 million). Offshoring and productivity improvements have improved profitability in XBS, which entered its second full year of operation. XEBIT has also grown through underlying revenue growth, offsetting the effect on profitability of increased discounts in XBS and the run off of certain policy preparation services. Adjusted operating profit grew during the period by 15.5% to 12.7 million (H1 2007: 11.0 million). XEBIT margin increased for the period to 10.8% (H1 2007: 9.1%) primarily from the increased contribution to XEBIT from XBS. Adjusted operating margin grew during the period to 15.6% (H1 2007: 13.5%). Financial Markets Financial Markets revenue grew for the period by 57% to 72.3 million (H1 2007: 45.9 million), primarily as a result of revenue contributed by Fondsdepot Bank (FDB), the retail investment account management Enterprise Partnership with Allianz Global Investors, which commenced on 1 November XEBIT for the period increased 8% to 6.3 million (H1 2007: 5.8 million), with strong securities processing transaction volumes offsetting the impact of the increased discount to Deutsche Bank. XEBIT has been impacted during the period due to the implementation costs for FDB. Adjusted operating profit grew during the period by 15% to 6.3 million (H1 2007: 5.5 million). XEBIT margin declined for the period to 8.7% (H1 2007: 12.7%) as a result of the dilutive effect of FDB, which has contributed a significant increase in revenue during the period but on a near break even basis (as is expected in its first year of operation of a new Enterprise Partnership). Excluding the effect of FDB, margins would have increased to 13.2% (H1 2007: 12.7%). Adjusted operating margin declined during the period to 8.7% (H1 2007: 12.0%) due to the dilutive effect of FDB. Corporate and Business Processing Services (BPS) Corporate and BPS costs declined for the period by 18% to 8.3 million (H1 2007: 9.8 million). Corporate costs declined as the implementation of XBS was materially completed during 2007, reducing implementation costs during the current period. In addition, business development costs in Australia reduced during the period as a permanent presence in Adelaide was established through the procurement business. Corporate and BPS costs were also favourably impacted by our Indian business, which operated on a break even basis during the period. In the comparable period last year, the business was operating at a loss due to start up costs. 12

13 Depreciation and amortisation charges reduced during the period as investments made by Corporate, while the Xchanging Group was initially being established, are fully written down and new investment is made primarily by the operating segments. Operating cash flow The business continued to be strongly cash generative with reported net cash flow from operations increasing by 49% to 34.2 million (H1 2007: 22.9 million). ended 30 June 2008 ended 30 June 2007 Cash conversion m m Cash flows from operating activities Adjusted operating profit Cash conversion 177% 165% Cash performance is measured using a cash conversion ratio, calculated as cash generated from operations divided by the Group s adjusted operating profit. Cash conversion improved to 177% (H1 2007: 165%). Cash conversion is typically stronger in the first half of the year as it is influenced by the prepayment of annual service charges in the form of subscriptions in some of the operating businesses, primarily in the Insurance sector. Free cash flow, defined as operating cash flow less capital expenditure, interest and taxation, increased by 70% to 21.6 million (H1 2007: 12.7 million). Capital Expenditure The Group invested 12.8 million (H1 2007: 6.4 million) in capital expenditure on tangible and intangible assets during the period, representing 4.8% (2007: 2.9%) of revenue. Capital was invested across the Group, most significantly in the Financial Markets sector to address regulatory tax changes, which will generate additional service revenue from 2009, and in support of new business such as the Sparda contract renewal and FDB. The Group has also continued to invest in developing products, technology and infrastructure for the electronic handling of policies and claims for the London Insurance market, where we also expect to generate incremental revenue from The depreciation and amortisation charges of 8.2 million (H1 2007: 6.6 million) represented 3.1% (H1 2007: 3.0%) of revenue. The Group capitalised 0.2 million (H1 2007: 0.1 million) as pre-contract costs, which are disclosed as trade and other receivables in the statutory accounts. Costs directly 13

14 attributable to winning a contract are capitalised when it is virtually certain that the contract will be awarded. These costs are amortised over the life of the contract; the amortisation charge for the period was 0.6 million (H1 2007: 0.6 million). Cash Cash held by the Group at the period end was million (FY 2007: 98.4 million) of which 59.3 million (FY 2007: 57.5 million) was centrally controlled cash (excluding cash held by Enterprise Partnerships). The Group maintains a 35 million debt facility of which 20 million is available to draw down. 14

15 Consolidated income statement for the ended 30 June 2008 Unaudited ended 30 June 2008 ended 30 June 2007 Note '000 '000 Revenue 3 266, ,437 Cost of sales (240,139) (201,006) Gross profit 26,683 21,431 Administrative expenses - before exceptional items (8,645) (7,987) Administrative expenses - exceptional items 4 - (5,891) Administrative expenses (8,645) (13,878) Operating profit 3 18,038 7,553 Finance costs - before exceptional items (4,756) (5,670) Finance costs - exceptional items 4 - (439) Finance costs (4,756) (6,109) Finance income 7,459 5,692 Profit before taxation 20,741 7,136 Taxation (6,184) (2,809) Profit for the period 3 14,557 4,327 Attributable to: - equity holders of the Company 11,420 1,976 - minority interests 3,137 2,351 14,557 4,327 Earnings per share (expressed in pence per share) - basic diluted Notes 1 to 12 form an integral part of this condensed consolidated interim financial information. 15

16 Consolidated statement of recognised income and expense for the ended 30 June 2008 ended 30 June 2008 Unaudited ended 30 June 2007 Note '000 '000 Actuarial gains arising from defined benefit pension schemes ,072 Movement on deferred tax relating to defined benefit pension schemes (331) (3,735) Revaluation of available-for-sale financial assets (2,075) 874 Deferred tax on revaluation of available-for-sale financial assets Currency translation differences 2, Net income recognised directly in equity 781 9,563 Profit for the period 3 14,557 4,327 Total recognised income for the period 15,338 13,890 Attributable to: - equity holders of the Company 10 12,587 10,233 - minority interests 10 2,751 3, ,338 13,890 Notes 1 to 12 form an integral part of this condensed consolidated interim financial information. 16

17 Consolidated balance sheet as at 30 June 2008 Unaudited Audited 30 June December 2007 Note '000 '000 Assets Non-current assets Goodwill 7 92,505 85,620 Intangible assets 7 44,683 39,053 Property, plant and equipment 7 17,501 16,444 Available-for-sale financial assets 23,035 23,609 Trade and other receivables 5,597 6,056 Retirement benefit assets 3,883 6,158 Deferred income tax assets 17,138 16,894 Total non-current assets 204, ,834 Current assets Trade and other receivables 90, ,855 Cash and cash equivalents 106,094 98,366 Total current assets 196, ,221 Liabilities Current liabilities Trade and other payables (96,341) (98,989) Current income tax liabilities (4,789) (1,609) Borrowings 8 (1,418) (856) Provisions 9 (7,147) (8,141) Net current assets 87,182 89,626 Total assets less current liabilities 291, ,460 Non-current liabilities Trade and other payables (10,456) (9,974) Financial liabilities - borrowings 8 (1,043) (655) - other liabilities 8 (18,705) (17,865) Deferred income tax liabilities (4,916) (4,837) Retirement benefit obligations (12,521) (14,836) Provisions 9 (12,782) (13,375) Net assets 231, ,918 Shareholders' equity Ordinary shares 10,789 10,740 Share premium 74,410 73,715 Merger reserve 409, ,672 Reverse acquisition reserve (312,238) (312,238) Other reserves 12,204 11,032 Retained earnings 22,107 13,661 Total shareholders' equity 216, ,582 Minority interest in equity 14,157 15,336 Total equity , ,918 Notes 1 to 12 form an integral part of this condensed consolidated interim financial information. 17

18 Consolidated cash flow statement for the ended 30 June 2008 Unaudited ended 30 June 2008 '000 ended 30 June 2007 '000 Cash flows from operating activities Cash generated from operations 34,212 22,923 Income tax paid (2,561) (4,613) Net cash from operating activities 31,651 18,310 Cash flows from investing activities Acquisition expenses (391) (553) Acquisition cost of minority interests in subsidiaries - (56,934) Acquisition cost of subsidiaries (5,944) (508) Cash and cash equivalents acquired with subsidiaries Purchase of property, plant and equipment (4,585) (2,431) Purchase of intangible assets (8,238) (3,943) Pre-contract expenditure (235) (78) Proceeds from sale of property, plant and equipment Interest received 3,391 1,973 Net cash used in investing activities (15,168) (62,458) Cash flows from financing activities Proceeds from issue of shares ,998 Transaction costs of shares issued - (4,279) Proceeds from issue of warrants in subsidiary Interest paid (424) (1,147) Dividends paid to minority interests (3,930) (3,072) Dividends paid to equity shareholders (4,297) - Net cash (used in)/from financing activities (7,783) 73,500 Effects of exchange adjustments (972) 1 Net increase in cash and cash equivalents 7,728 29,353 Cash and cash equivalents at 1 January 98,366 58,684 Cash and cash equivalents at 30 June 106,094 88,037 Notes 1 to 12 form an integral part of this condensed consolidated interim financial information. 18

19 Notes to the consolidated financial information for the ended 30 June Basis of preparation (i) General information Xchanging plc is a limited liability company incorporated and domiciled in the UK. The address of its registered office is 13 Hanover Square, London, W1S 1HN. The Company's ordinary shares are traded on the London Stock Exchange. The condensed consolidated interim financial information was approved for issue on 31 July This condensed consolidated interim financial information has been reviewed, but not audited. (ii) Accounting policies This condensed consolidated interim financial information for the half year ended 30 June 2008 has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority, and with IAS 34, "Interim financial reporting" as adopted by the European Union. This condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 31 December 2007, which were prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. The accounting policies adopted in the preparation of this condensed consolidated interim financial information are consistent with those followed in the preparation of the Group s annual financial statements for the year ended 31 December The accounting policies are drawn up in accordance with International Accounting Standards (IAS) and IFRS as endorsed by the European Union. The following new standards, amendments to standards or interpretations are mandatory for the first time for the financial year beginning on 1 January 2008, but have no material impact on the Group: IFRIC 11, "IFRS 2 - Group and treasury share transactions" IFRIC 12, "Service concession arrangements" IFRIC 14, "IAS 19 - The limit on a defined benefit asset, minimum funding requirements and their interaction". 2 Financial information The financial information included in this interim financial report does not constitute full financial statements within the meaning of section 240 of the Companies Act Statutory accounts for the year ended 31 December 2007 were approved by the Board for issue on 25 February 2008 and have been delivered to the Registrar of Companies. The auditors' report on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under section 237 of the Companies Act

20 3 Segmental reporting The Group has three reportable business sectors for financial reporting purposes: Insurance, Financial Markets and Business Lines. In both of the Insurance and Financial Markets sectors, the Group provides industry specific BPO services and software to customers. Business Lines is a cross-industry sector in which the Group provides procurement, human resources, finance and accounting and IT hosting services. These three operating sectors are supported by the Group's offshore business processing services facility ("BPS") and "Corporate", which provides the infrastructure, resources and investment to sustain and grow the business, including Group-level sales and commercial, performance management, implementation and business management functions. Unaudited Business Lines Insurance Financial Markets BPS and Corporate Total Six months ended 30 June 2008 '000 '000 '000 '000 '000 Revenue 121,330 81,384 72, ,306 - from external customers 113,774 80,484 72, ,822 - inter segment 7, ,484 Adjusted operating profit/(loss) 8,611 12,735 6,266 (8,307) 19,305 Adjusted operating profit percentage 7.1% 15.6% 8.7% 7.2% Adjustment of certain non-cash items: - share-based payments (224) (249) (142) (386) (1,001) - amortisation of intangible assets previously unrecognised by an acquired entity (222) (44) - - (266) Operating profit/(loss) 8,165 12,442 6,124 (8,693) 18,038 Allocation of central costs: - investment in Enterprise Partnerships - (24) depreciation and amortisation (248) (586) (264) 1, other (11) 234 (647) Segment result 7,906 12,066 5,213 (7,147) 18,038 Finance costs (4,756) Finance income 7,459 Taxation (6,184) Profit for the period 14,557 20

21 Unaudited Business Lines Insurance Financial Markets BPS and Corporate Total Six months ended 30 June 2007 '000 '000 '000 '000 '000 Revenue 102,579 81,099 45, ,573 - from external customers 96,523 80,151 45, ,437 - inter segment 6, ,136 Adjusted operating profit/(loss) 7,249 10,978 5,511 (9,815) 13,923 Adjusted operating profit percentage 7.1% 13.5% 12.0% 6.3% Exceptional items (120) (66) (23) (5,682) (5,891) Adjustment of certain non-cash items: - share-based payments (59) (58) (18) (124) (259) - amortisation of intangible assets previously unrecognised by an acquired entity (157) (63) - - (220) Operating profit/(loss) 6,913 10,791 5,470 (15,621) 7,553 Allocation of central costs: - investment in Enterprise Partnerships - (748) depreciation and amortisation (185) (127) (351) other (521) (632) (613) 1,766 - Segment result 6,207 9,284 4,506 (12,444) 7,553 Finance costs (6,109) Finance income 5,692 Taxation (2,809) Profit for the period 4,327 21

22 4 Exceptional costs Unaudited ended 30 ended 30 June 2008 June 2007 '000 '000 Exceptional costs included in administrative expenses comprise the following: Costs in relation to the IPO - 3,679 Costs related to the share gift to employees by the CEO - 2,212 Total exceptional costs included in administrative expenses - 5,891 Exceptional costs included in finance costs comprise the following: Costs in relation to the IPO The IPO costs incurred in the 6 month period ended 30 June 2007 relate to specific expenses incurred in listing the Group on the London Stock Exchange. The charge within administrative expenses consisted mainly of legal and professional advisers fees of 3,000,000. It also included elements of staff bonuses granted to certain employees in recognition of their contribution to the IPO process and IFRS 2 charges on early option exercises as a direct result of the IPO. Upon the successful listing of Xchanging on the London Stock Exchange, the CEO, David Andrews, gave every qualifying Xchanging employee 200 of his own personal Xchanging shares. This gift fell within the scope of IFRS 2 and consequently the Group incurred an accounting charge equivalent to the value of the shares at the date of the gift. The finance cost element in the period ended 30 June 2007 related to adjustments made to existing onerous lease provisions following a change in the discount rate used to calculate the present value of these provisions. This change in discount rate was a direct result of the IPO. 22

23 5 Earnings per share Basic earnings per share is calculated by dividing the net profit attributable to equity holders of the Company by the weighted average number of ordinary shares of Xchanging plc and, for periods prior to 30 April 2007, the weighted average number of Xchanging BV shares as converted into Xchanging plc shares. For diluted earnings per share, the weighted average number of ordinary shares in existence is adjusted to include all dilutive potential ordinary shares. The Group has four types of potential dilutive ordinary shares: share options, share awards under the Performance Share Plan to the extent that the performance criteria for vesting of the awards are expected to be met, convertible debt and warrants. Prior to listing on the London Stock Exchange, the warrants were exercised and the debt was converted into ordinary shares. Unaudited Earnings Weighted average number of shares Earnings per share '000 thousands pence Basic earnings per share: - 30 June , , June , , Diluted earnings per share: - 30 June , , June , , The following reflects the share data used in the basic and dilutive earnings per share calculations: Unaudited ended ended 30 June June 2007 thousands thousands Weighted average number of ordinary shares for basic and adjusted earnings per share 215, ,016 Dilutive potential ordinary shares: - employee share options 7,963 8,764 - awards under Performance Share Plan unexercised warrants - 1,502 Weighted average number of ordinary shares for dilutive earnings per share 223, ,282 23

24 Adjusted basic and diluted earnings per share In addition to the above, an adjusted earnings per share value is disclosed to provide a better understanding of the underlying trading results of the Group. This adjusted value is in line with the KPIs as used to measure the Group's performance. Unaudited Earnings Weighted average number of shares Earnings per share '000 thousands pence Adjusted basic earnings per share: - 30 June , , June , , Adjusted diluted earnings per share: - 30 June , , June , , The adjusted earnings per share figures are calculated based on the Xchanging adjusted profit after tax (XPAT), divided by the basic and diluted weighted average number of shares as stated above. The XPAT is calculated as follows: Unaudited ended 30 June 2008 '000 ended 30 June 2007 '000 Net profit attributable to Xchanging equity holders 11,420 1,976 Exceptional items (net of tax) - 5,777 Employee share-based payments (net of tax) Amortisation of intangible assets previously unrecognised by an acquired entity (net of tax) Imputed interest on historical debt (net of tax) Imputed interest and fair value adjustments on put options (net of tax) Imputed interest on employee loans through the Share Purchase Plan (net of tax) (142) (105) Adjusted net profit attributable to Xchanging plc equity holders 12,408 8,374 6 Dividends paid A dividend relating to the year ended 31 December 2007, amounting to 4,297,000 (2007: nil), was paid on 30 May 2008, to members registered at the close of business on 2 May

25 7 Capital expenditure (i) Intangible assets Goodwill Intangible assets Total '000 '000 '000 Opening net book amount at 1 January ,362 28,471 57,833 Acquisitions 55,572 9,602 65,174 Additions - 8,710 8,710 Depreciation, amortisation and other movements (including exchange adjustments) 686 (7,730) (7,044) Closing net book amount at 31 December ,620 39, ,673 Acquisitions 5, ,430 Additions - 8,238 8,238 Disposals - (62) (62) Depreciation, amortisation and other movements (including exchange adjustments) 1,073 (3,164) (2,091) Closing net book amount at 30 June ,505 44, ,188 Movements in the period 1 January 2008 to 30 June 2008 are unaudited. Goodwill with an indefinite life is not subject to amortisation, but is tested annually for impairment at the year end, 31 December, or whenever there are indications of impairment. At 30 June 2008, there were no such indications of impairment for goodwill balances with indefinite lives. (ii) Property, plant and equipment '000 Opening net book amount at 1 January ,096 Acquisitions 646 Additions 5,477 Disposals (88) Depreciation, amortisation and other movements (including exchange adjustments) (4,687) Closing net book amount at 31 December ,444 Acquisitions 10 Additions 4,585 Disposals (153) Depreciation, amortisation and other movements (including exchange adjustments) (3,385) Closing net book amount at 30 June ,501 Movements in the period 1 January 2008 to 30 June 2008 are unaudited. 25

26 8 Financial liabilities Unaudited 30 June 2008 '000 Audited 31 December 2007 '000 Current borrowings Put options to acquire the minority interest in Enterprise Partnerships Deferred consideration on acquisitions Total current borrowings 1, Non-current borrowings Deferred consideration on acquisitions 1, Total non-current borrowings 1, Non-current other financial liabilities Put options to acquire the minority interest in Enterprise Partnerships 18,705 17,865 Movements in borrowings are analysed as follows: Unaudited '000 Opening balance as at 1 January ,376 Acquisition of subsidiary 1,005 Repayment of interest (129) Payment of deferred consideration on acquisitions (859) Fair value adjustments and unwinding of discounts 371 Exchange adjustments 1,402 Closing balance as at 30 June ,166 26

27 9 Provisions Phoenix Onerous lease Restructuring Operational risk Early and part-time retirement Long service Other Total '000 '000 '000 '000 '000 '000 '000 '000 At 1 January ,243 1,866 2,454 6,252 1,689 3,663 18,167 Acquired in the year 3, ,720 Transfer from deferred tax ,164 1,164 Charged/(credited) to the income statement: - provided in the year - 2, ,054-2,018 6,518 - released in the year - (182) (139) (861) (112) (461) (2,286) (4,041) - unwinding of discount 29 1, ,222 Used in the year - (1,142) (1,577) (505) (2,534) (202) (712) (6,672) Exchange adjustments ,438 At 31 December ,356 5, ,054 5,263 1,135 4,539 21,516 Reallocation of provisions held by recently acquired subsidiaries (66) 332 (712) - Charged/(credited) to the income statement: - provided in the period released in the period - (577) (20) (61) (111) - (15) (784) - unwinding of discount Used in the period - (979) (142) (83) (934) (35) (314) (2,487) Exchange adjustments (185) 847 At 30 June ,155 3, ,201 4,571 1,653 3,650 19,929 Movements in the period 1 January 2008 to 30 June 2008 are unaudited. For a full description of the nature of each provision, please refer to page 85 of the 2007 Annual Report. 27

28 10 Movements in shareholders' equity Unaudited Share Share Merger Reverse acquisition Other Retained Minority Total capital premium reserve reserve reserves earnings interests equity '000 '000 '000 '000 '000 '000 '000 '000 At 1 January , ,251 (10,209) 11,778 85,630 Total recognised income and expense for the year ,257 1,976 3,657 13,890 Share-based payments - share options CEO's share gift ,969-1,969 Deferred and current income tax on share options ,470-5,470 Buy out of minority interests (3,165) (3,165) Other equity movements (534) - (534) Shares issued - initial public offering 1,563 73, ,000 - employee share-based payments , ,891 - exercise of warrants 5 1, ,551 - conversion of loan note 9 13, (249) ,332 Transactional costs of shares issued - (4,279) (4,279) Dividends payable (1,825) (1,825) IFRS 3 reverse acquisition conversion 8,470 (105,797) 409,672 (312,345) At 30 June ,576 72, ,672 (312,345) 9,259 (963) 10, ,295 At 1 January ,740 73, ,672 (312,238) 11,032 13,661 15, ,918 Total recognised income and expense for the year ,172 11,415 2,751 15,338 Premium on issue of warrant Share-based payments - - share options Deferred and current income tax on share options Shares issued - - employee share-based payments Dividends payable (4,297) (3,930) (8,227) At 30 June ,789 74, ,672 (312,238) 12,204 22,107 14, ,101 Other reserves relate to the revaluation reserve, which comprises the fair value adjustments and related tax on the available-for-sale assets held by the Group, the translation reserve, comprising the exchange adjustments arising from translating the results of foreign operations into the Group's presentational currency of Sterling, and amounts taken to equity in respect of both retirement benefit obligations and convertible debt. 28

29 11 Business combinations On 1 January 2008 XUK Holdco (No. 2) Ltd, a company within the Xchanging Group, acquired 100% of the equity of Mercuris SA, a procurement services provider based in Paris. The total consideration for the acquisition was 5,085,000 with additional estimated contingent consideration to be paid in Euros of 1,005,000. Costs directly attributable to the acquisition totalled 391,000. The acquired business contributed revenue of 1,491,000 and profit after tax of 202,000 to the Group for the period from acquisition to 30 June As the acquisition occurred on 1 January 2008, the consolidated revenue and consolidated profit of the Group for the six months ended 30 June 2008 are as if the acquisition had occurred at the start of the period. '000 Costs of acquisition - initial consideration 5,085 Costs of acquisition - contingent consideration 1,005 Costs of acquisition - fees 391 Total purchase consideration 6,481 Fair value of net assets acquired (see below) (669) Goodwill 5,812 Goodwill represents the fair value of the assembled workforce at the time of acquisition and other potential future benefits anticipated to be derived from the integration of services offered by Mercuris with existing product and service offerings from Xchanging. Due to the recent closure of the acquisition, the fair values of significant assets and liabilities are provisional and will be finalised by December The book and estimated fair values of these assets and liabilities as at 1 January 2008 are set out below: Acquiree's carrying amount '000 Provisional fair value '000 Intangible fixed assets Property, plant and equipment Trade and other receivables Cash and cash equivalents Trade and other payables (845) (845) Current income tax liabilities (90) (90) Deferred tax liability - (203) Net assets acquired Outflow of cash to acquire business, net of cash acquired: '000 Cash consideration 5,085 Direct costs relating to acquisition 391 Cash and cash equivalents in subsidiary acquired (627) Cash outflow on acquisition 4,849 29

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