Unaudited Interim Results for the Six Months Ended 30 ... · Business Structure, People and Culture...

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

Transcript of Unaudited Interim Results for the Six Months Ended 30 ... · Business Structure, People and Culture...

Page 1: Unaudited Interim Results for the Six Months Ended 30 ... · Business Structure, People and Culture § Simplified structure and business processes to improve quality of execution,

Unaudited Interim Results for the Six Months Ended 30 April 2018Stephen MurdochChris KennedyKevin Loosemore11 July, 2018

Page 2: Unaudited Interim Results for the Six Months Ended 30 ... · Business Structure, People and Culture § Simplified structure and business processes to improve quality of execution,

§ 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.

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Safe Harbour Statement

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CEO Update

Financial Review

Conclusion

Questions and Answers

Agenda

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Page 4: Unaudited Interim Results for the Six Months Ended 30 ... · Business Structure, People and Culture § Simplified structure and business processes to improve quality of execution,

CEO UpdateStephen MurdochCEO, Micro Focus

11 July, 2018

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§ 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 58.33 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

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Highlights

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OurCompany

~40K customers, including 99 of the Fortune 100

~16K employees in 50 countries

Broad and Diversified Global Customer Base

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InternetofThings

(IoT)z / OSPL / I

COBOL

CICS

IMS

Public Cloud Private

Cloud

We help customers bridge the old and the new within their highly complex IT environments…

………..from mainframe to mobile and On-Premise, Off-Premise or Hybrid10

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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

§ 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. 8

Integration Update

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Execution underpinned by detailed in year and multi-year plans and associated governance

2020 Plan Governance Structure FY19 Readiness Planning

FY18 Detailed Execution Plans and Tracking

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Proven approach to delivering Customer Centered Innovation that

also enables cultural change by driving speed and accountability

NEW MODELS GROWTH DRIVERS

OPTIMISE CORE

(Subscription, Cloud) (Build the Future)

(Optimise Returns) (Protect)

CLARITY

Make decisions, align resources and

invest in capabilities that customers

value and are willing to pay for

End to end and underpinned by

market realities

FOCUS

DECIDE

LEARN Course correct and improve

4 Box Model underpinned by our Software Development Factory & Product To Market process

Make bets in each portfolio and

emphasize shared technology where

possible for overall success

Make decisions at a granular level and execute in a highly focused way

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§ 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

§ Ensure customers are at the centre of all we do and our execution is at pace and with accountability11

Priorities

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§ 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%.

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Outlook and Full Year Guidance

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Financial ReviewChris KennedyCFO, Micro Focus

11 July, 2018

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Financial highlights Results at a glance

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§ Revenue before haircut of over $2.0bn in the six months to April 2018.

§ 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 1,818.1 1,991.8 (8.7%)

SUSE 183.3 157.9 16.1%

Total Revenue before haircut 2,001.4 2,149.7 (6.9%)

Deferred revenue haircut (27.2) (3.7) 635.1%

Revenue 1,974.2 2,146.0 (8.0%)

Pro forma (at Actual rates)

Total revenue after haircut 1,974.2 2,097.3 (5.9%)

Adjusted EBITDA 710.5 667.8 6.4%

Adjusted EBITDA margin % 36.0% 31.8% 4.2ppt

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Financial highlights Strong cash generation & continued dividend growth

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§ 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%.

H118 H117 ∆%

Adjusted cash conversion (%) 96.1% 137.3% (41.2)ppt

Free cash flow ($m) 213.4 298.2 (28.4%)

Diluted adjusted EPS (cents) 86.62 86.21 0.8%

Dividend per share (cents) 58.33 58.33 0%

Net debt ($m) 4,337.4 1,410.6 207.5%

Net debt / AEBITDA Ratio 3.0x 2.1x 0.9x

Adjusted tax rate (%) 22.8% 22.6% 0.2ppt

"Cash" tax (%) 23.3% 3.3% 20.0ppt

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$89.6m$40.3m

$57.1m $23.5m

$2,146.0m

$13.2m $25.5m

$1,974.2m

1,500

1,600

1,700

1,800

1,900

2,000

2,100

2,200

H117 Licence Maintenance SAAS Consulting Subscription Haircut H118

(3.5%)

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MFI RevenuePro forma constant currency revenue trends

Including impact of transitionary issues

Managed reduction 1.2ppt impactin the half

(18.4%)

8.8%

(27.3%)

16.5%

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MFI RevenuePro forma constant currency revenue trends*

Geography ($ and % CCY decline) Product group ($ and % CCY decline)

(3.8%)

(15.6%)(6.8%)

(8.3%)

16.1%

Americas, $1,052.2m

EMEA , $726.3m

APAC, $222.9m

(9.4%)

(3.5%)

(5.4%)

(9.2%)

(7.4%)

(9.3%)

16.1%

*All numbers exclude deferred revenue haircut

ITOM, $582.6m

ADM, $391.6mSecurity, $362.4m

IM&G, $234.6m

AMC, $246.9m

SUSE, $183.3m

(10.7%)

(9.2%)

(7.4%)(7.6%)

(9.2%)

16.1%

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§ 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.

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Micro Focus Product PortfolioStrong margin improvement

Product portfolio H118 H117 ∆ %Pro-forma CCY

Licence 396.4 486.0 (18.4%)

Maintenance 1,109.2 1,149.5 (3.5%)

SAAS 162.6 149.4 8.8%

Consulting 149.9 206.9 (27.5%)

CCY Revenue before haircut 1,818.1 1,991.8 (8.7%)

Deferred revenue haircut (26.8) (2.4) 1,016.7%

CCY Revenue 1,791.3 1,989.4 (10.0%)

Pro forma @ Actual rates

Revenue 1,791.3 1,941.3 (7.7%)

Operating cost base 1,136.8 1,319.1 13.8%

Adjusted EBITDA 654.5 622.2 5.2%

Adjusted EBITDA margin % 36.5% 32.1% 4.4ppt

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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 2019.

§ 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

§ Subject to shareholder approval.

SUSE H118 H117 ∆ %Pro-forma CCYSubscription 181.0 155.5 16.4%

Consulting 2.3 2.4 (4.2%)

CCY Revenue before haircut 183.3 157.9 16.1%

Deferred revenue haircut (0.4) (1.3) (69.2%)

CCY Revenue 182.9 156.6 16.8%

Pro forma @ Actual ratesPro-forma revenue 182.9 156.0 17.2%

Operating cost base 126.9 110.4 (14.9%)

Adjusted EBITDA 56.0 45.6 22.8%

Adjusted EBITDA margin % 30.6% 29.2% 1.4ppt

Total contract value (TCV) 212.2 190.9 11.2%Annual contract value (ACV) 139.2 126.0 10.5%

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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 2018 6 Months to 30 April 2017As 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% }

1.000

1.0501.100

1.150

1.200

1.250

1.300

Apr-16 Oct-16 Apr-17 Oct-17 Apr-18

USD to EUR

1.000

1.100

1.200

1.300

1.400

1.500

1.600

Apr-16 Oct-16 Apr-17 Oct-17 Apr-18

USD to GBP

0.700

0.725

0.750

0.775

0.800

Apr-16 Oct-16 Apr-17 Oct-17 Apr-18

USD to CAD

Average exchange rate movements for the above currencies in H1 18 vs H1 17 based on the Enlarged Group Financial years shows the following:

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%

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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.

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Highly cash generative$213.4m of free cash flow generated

As reported ($m) H118 H117 ∆%Cash generated from operations before working capital 672.0 303.4 121.5%

Movement in working capital (177.1) 59.5 (397.6%)

Cash generated from operations 494.9 362.9 36.4%

Interest paid (122.8) (38.2) 221.5%

Bank loan costs (10.7) (0.8) 1237.5%

Tax paid (71.0) (6.5) 992.3%

Capex and intangibles (77.0) (19.2) 301.0%

Free cash flow 213.4 298.2 (28.4%)

Adjusted Cash conversion ratio % 96.1% 137.3% (41.2 ppts)

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HPE Software Integration related exceptional costsHPE Software related exceptional costs of $201.2m

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.

Exceptional costs

§ HPE related exceptional costs of $188.8m in 6

months to 30 April 2018.

§ 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.

§ 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.

-

50.0

100.0

150.0

200.0

250.0

6 months to Oct-17 6 months to Apr-18 Total incurred todate

Integration costs Property, severance and legal FAST exceptional costs

$201.2m$188.8m

$12.4m

Total incurred to date

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Continuing to de-lever post transaction

§ 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.

Manageable term loan repayments

§ Term loan amortised at 1% per annum.

§ First term loan not due for repayment until 2021.

§ Repayment / renegotiation of RCF not due until

2022 (and remains undrawn).

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Capital discipline

1,404

1,078

1,411

4,410 4,337 4.0x

2.0x2.2x

3.1x 3.0x

0.0x

0.5x

1.0x

1.5x

2.0x

2.5x

3.0x

3.5x

4.0x

4.5x

-

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

4,500

5,000

April 2015 April 2016 April 2017 October 2017 April 2018

Net debt Net debt/ AEBITDA

Target 2.7x

50.7 50.7 50.7

1,501.5

1 year 2 years 3 years 4 years 5 years

Falling due within (years)

5 year debt maturity profile

RCF (Unutilised) Term loans

35.5

*October 2017 reflects Adjusted net debt after the impact of the HPE working capital payment.

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ConclusionKevin LoosemoreExecutive Chairman, Micro Focus

11 July, 2018

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Micro Focus Equity Story

§ 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

§ 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

§ Conservative leverage target of 2.7X provides capacity for significant shareholder returns

§ Target cash conversion of 90-95% and deliver 15-20% shareholder return

§ Operational efficiency and scale provide significant performance advantages

§ Diversified portfolio of products at different lifecycle stages

Key consolidator inthe industry

Stabilising top-line and attractive margin profile

Strong and consistent cash flows provide scope for significant shareholder returns

On track for superior operational performance

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

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Questions and Answers

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Page 28: Unaudited Interim Results for the Six Months Ended 30 ... · Business Structure, People and Culture § Simplified structure and business processes to improve quality of execution,

Appendix

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RevenuePro forma constant currency revenue trends

Trend points to isolated sales execution issues within AmericasAddress 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

Licence revenue - by geography and product vs. CCY pro forma decline %Americas EMEA APJ Total Americas EMEA APJ Total

AMC 35.4 27.1 10.7 73.2 -34.0% -30.3% -15.1% -30.5%ADM 28.0 27.5 10.3 65.8 -3.1% -2.5% -16.9% -5.5%Security 43.9 37.0 12.4 93.3 -38.9% 3.1% 13.8% -20.9%ITOM 47.9 67.3 17.3 132.5 -14.0% -4.0% -18.8% -10.2%IMG 3.1 6.5 2.2 11.8 -70.9% 22.6% -40.5% -41.3%Vertica 10.9 5.3 3.6 19.8 -41.0% 8.2% 56.5% -22.4%Total 169.2 170.7 56.5 396.4 -29.4% -6.9% -10.6% -18.4%

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Legacy business Grouppro-forma

HMFI HPE MFI

Apr 18 50 104 94

Oct 17 46 75 65

Apr 17 46 71 61

§ 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).

DSO

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