EDB Business Partner ASA March 2000

Transcription

1 EDB Business Partner ASA March 2000

2 The EDB group Turnover expected to be in excess of NOK 5 bn. in ,200 employees Largest Norwegian consulting company Largest computer operations facility in Norway Leading supplier of systems solutions for telecommunications, banking and finance, public sector and the health service, and call centres 2nd largest IT-company on the Oslo Stock Exchange 2

3 Locations USA: New Jersey Philadelphia Denver & San Diego Netherlands: Amsterdam Ireland: Dublin France: Paris Denmark: Copenhagen Norway: Bergen, Bodø, Bø, Drammen, Fredrikstad, Grenland, Kongsberg, Kristiansand, Lillehammer, Molde, Oslo, Stavanger, Tromsø, Trondheim & Tønsberg Sweden: Stockholm Poland: Warsaw. 3

4 Business model Consultancy services Product related consultancy services (system integration and implementation) Software Banking and finance Telecoms Public sector Trade and industry E-commerce Internet WAP Computer operating services (outsourcing, ASP) 4

5 Professional Services - Advisory services - Development & integration - Implementation & training Software Solutions - Applications for banking, telecom, public sector & ERP Outsourcing and Operations - Central and decentralized platforms 5 New Technologies & Skills integrating traditional Areas of IT - Internet & web-enabling - Segment-of-one concepts - WAP applications -Networking -ASP -E-Business - Customer Relation Management Systems -Linux

6 Banking & Finance Market trends and needs Consolidation and globalisation Greater efficiency - 'self-service' concepts New channels - network services Customer relations Products and services we offer Complete product range for the banking sector Internet bank systems and WAP applications Customer Relations Management Systems Outsourcing / ASP 400 consultants who understand the sector and its technology 6

7 Telecoms Market trends and needs Deregulation Price and invoicing systems are the main tools of competition Understanding of customer needs is the basis for new products Convergence of IT and telecommunications (e.g. IP) Mediation and interconnects in a deregulated global market Products and services we offer Customer/order/invoicing on centralised and distributed platforms Customer Relationship Management System Mediation and interconnect systems 700 consultants and developers who understand the sector and its technology 7

8 Public Sector Market trends and needs Drive to improve productivity Demand for outsourcing and ASP as a result of outflow of expertise Political recognition of the need for better IT systems Need for standardisation and integration Products and services we offer Complete range of products for the public sector Outsourcing and ASP 300 consultants who understand the sector and its technology 8

9 Industry and trade Market trends and needs Globalisation and drive for increased efficiency Need to integrate the value chain New channels for purchasing and sales Focus on core activities Products and services we offer E-business (B2B and B2C) A leading SAP environment Outsourcing and ASP 300 consultants who understand the sector and its technology 9

10 Major customers Telenor Christiania Bank DnB Fokus Bank Postbanken Visa Europay Statoil Shell Esso Coca Cola Norsk Hydro Norske Skog Alcatel Kongsberg Gruppen ABB Norske Meierier SAS Norwegian Internal Revenue Service City of Oslo Storebrand Gjensidige Forsikring 10

11 Employees General consultancy services: 1000 Outsourcing, ASP, infrastructure: 700 Software development: 600 Internet, E-business, WAP

12 Main features as at Q Operating revenues: NOK 3,414 mill. (+ 23%) Op. Profit before gwll.deprec. 190 (+ 1%) Operating profit: 116 (+ 13%) Post-tax profit: 49 (+ 13%) Market situation characterised by continuing high volumes for Computer Operating Services, but some slowdown for Consultancy Services Millennium shift caused somewhat lower level of activity Acquisition of Telesciences completed 12

13 Profit and loss account as at Q To Q4 '99 To Q4 '98 Change Q4 '99 Q4 '98 Change OPERATING REVENUES % % EBITDA % % Operating profit before gwll. deprec % % Goodwill depreciation % % OPERATING PROFIT % % Net financial items % % Profit before tax and minority % % PROFIT AFTER TAX AND MINORITY % % 13

14 Profit by business area To Q4'99 To Q4'98 Change Q4'99 Q4'98 Change CONSULTANCY & SYSTEMS Operating revenues % % Op.profit before gwll. deprec % % Op. margin before gwll. deprec.(%) COMPUTER OPERATING & INFRASTRUCTURE Operating revenues % % Op.profit before gwll. deprec % % Op. margin before gwll. deprec.(%) Group operating margin (%)

15 Balance sheet At At Total fixed assets *) Total curent assets **) TOTAL ASSETS Total equity Minority interests 2 1 Total long-term liabilities Total short-term liabilities TOTAL EQUITY AND LIABILITIES *) Of w hich goodw ill: **) Of w hich liquid assets:

16 Cash flow analysis To To Cash flow : From operational activities From investm ents From financing Change in liquid assets Liquid assets Liquid assets at end of period

17 Key figures EBITDA per share 5,05 4,74 Earnings per share (post tax, exc. gw ll. deprec.) 1,78 1,86 Cash flow per share 4,97 5,28 Book equity per share (inc. goodwill) 16,10 15,20 Book equity per share (exc. goodwill) 5,40 4,40 Equity ratio (%) inc. goodwill 43,6 48,7 Equity ratio (%) exc. goodwill 20,6 21,7 Current ratio 1,4 1,7 Op. Margin before gw ll. deprec. (%) 5,6 6,8 Average No. of shares

18 Internet, e-commerce and ASP in 2000 'Web' adapting of existing systems E-commerce systems now available for a number of industries Power Host - Internet computing centre ASP products in all major sectors Internet, e-commerce and ASP relevant to all the group's subsidiaries Invest in "start-ups" (e.g. E-Hand in Sweden) 18

19 Telesciences key facts American, previously NASDAQ listed company with 106 employees, turnover NOK 240 million (FY 1998) Systems for Mediation and Call collection - i.e 'traffic gathering' - provide the invoicing basis for Customer Care and Billing systems Weak earnings history in recent years restructuring underway Ca. 50 customers of which 3 of the 4 RBOCs (US West, Ameritech and Southwestern Bell) are the largest Acquired for USD million Together with EDB 4tel a world leading mediation business 19

20 Acquisition of Fellesdata AS EDB and Fellesdata together represent a strong foundation for both domestic and international growth in computer operating services, as well as for forward-looking systems for the banking and finance market, and this will benefit customers, shareholders and employees 20

21 Fellesdata / EDB - The merged operation Turnover of NOK 5 bn. in ,200 employees Nation-wide coverage in Norway - businesses in Europe and the USA Nordic market leader for banking and finance systems #1 in internet banking in Norway One of the largest and most efficient Nordic suppliers of computer operating services A major centre of IT expertise in Norway, with a focus on IT systems and services A driving force in the Norwegian IT industry 21

22 Strong joint platform for international expansion Creates critical size and scale in the home market. Brings together an internationally competitive product range Makes it easier to launch systems on the international market Frees up key expertise to concentrate on international development Creates an international dimension for computer operating services 22

23 Income and cost synergies Overlapping products and service expertise between Fellesdata and EDB Income Costs Combined resources in areas of business focus will create significant competitive advantage and improve the offer to customers A larger expertise base will create the foundation for increased investment in developing products with international potential Cost reductions through co-ordinating activities and increasing efficiency Infrastructure: co-ordinate Wan-activities Operational co-ordination: offers major savings Product development: combined operation will be capable of broader and deeper concentration on product development System development and maintenance: can be reduced over time with a larger portfolio Volume based savings on purchasing Joint administration can be more efficient 23

24 Integration of Fellesdata and EDB EDB Novit's operating services transfer to EDB Teamco Fellesdata's operating services transfer to EDB Teamco Activities in Fellesdata not related to banking/finance markets are separated out In-house software development activities of Fellesdata and EDB Novit are combined 24

25 Consideration for the acquisition and financing Consideration for 100% of the shares of Fellesdata: NOK 2,480 million Financing arrangements NOK 450 million subordinated loan from current shareholders of Fellesdata. 5 year maturity, commercial terms and conditions. NOK 1,700 million share issue. Telenor will underwrite up to NOK 720 million NOK 200 million bank borrowings. NOK 130 million self financed from existing liquidity. 25

26 Conditions of EDB's offer EDB requires acceptances from 67% of shareholders (shares and votes) no later than 17 March 2000 (ca. 80% in place already) EDB's offer is conditional on the transaction being approved as required by the relevant authorities 26

27 Profit and loss account for 1999 EDB Fellesdata Total Operating revenues Operating expenses EDBTDA Ordinary depreciation Operating profit before gwill. deprec Goodwill deprecation Operating profit after gwill. deprec Other items Net financial items Pre-tax profit Tax Profit after tax

28 Balance Sheet at 1 January 2000 EDB Fellesdata Merger Total Goodwill Other fixed assets Fixed assets Liquid assets Non int. brng. current assets Current assets Total assets Equity Minority interests 2-2 Non int. brng. Liabilities Int. brng. Liabilities Total liabilities Liabilities and equity

29 Accounting implications EFFECT OF THE ACQUSITION ON THE BALANCE SHEET : Goodwill arising from the acquisition NOK 1,990 million Over-value on properties NOK 261 million Change in liquid assets NOK -130 million Increase in interest-bearing debt NOK 650 million Increase in equity NOK million The balance sheet effect of consolidating FD is additional to these figures 29

30 Major shareholders (81.7% of 76.5 million shares) Telenor 54.3% Sparebankenes Sikr.fond 0.7% Morgan Stanley and Clients 6.5% Bank of New York 0.7% Folketrygdfondet 4.1% Gjensidige NOR 0.7% Cazenove & Co. New Issues 3.3% Rusten Invest 0.7% Storebrand Livsforsikring 2.7% Sig. Bergesen Alm.st. 0.5% Chase Manhattan Clients 1.2% Postbanken Aksjespar 0.5% Banque International Multi. 1.1% Chase Manhattan Lux. 0.5% Avanse Vekst 1.0% Storebrand AMS 0.5% Arendal Fossekompani 0.9% Fid. Funds Small B.B. 0.5% ABN Amro Equities 0.8% Gjensidige Invest 0.4% 30

31 The EDB group in 3 year's time: Group Annual turnover of NOK 8-10 billion Operating margin of 10% (before goodwill depreciation). Norway Nordic Global Strong basic focus in selected segments of the Norwegian market, namely banking/finance, telecommunications, and the public sector Specialist expertise/product base for international expansion Leading Nordic player for applications, consultancy and computer operating services Growth through acquisitions Global player in applications for telecommunications and banking/finance (already established in Ireland and USA) Growth through acquisitions 31