quarterly report q1 2014 unaudited - cxense4 q1 2014 in brief q1 2014 was an exciting quarter for...
TRANSCRIPT
QUARTERLY REPORT
Q1 2014 UNAUDITED
2
Contents
Q1 2014 in Brief __________________________________________________________________________________________ 4
About Cxense _____________________________________________________________________________________________ 7
Outlook __________________________________________________________________________________________________ 11
Condensed Financial Report ___________________________________________________________________________ 12
Consolidated Income Statement (unaudited) ________________________________________________________ 14
Consolidated Statement of Financial Position ________________________________________________________ 15
Consolidated Statement of Changes in Equity ________________________________________________________ 16
Consolidated Statement of Cash Flow ________________________________________________________________ 17
Notes to the Consolidated Financial Statements _____________________________________________________ 18
3
OFFICE LOCATIONS
North America Latin America Japan Europe Asia Pacific
New York City, NY
Cxense, Inc. 1180 Avenue of the Americas
8th Floor Rockefeller Centre NY 10036 USA
Buenos Aires, Argentina
Cxense Argentina Victoria Ocampo 360 Piso 3 Puerto Madero Ciudad de Buenos Aires Argentina
Tokyo, Japan
Cxense Co., Ltd. SU Building 204 3-1 Uguisudani-cho, Shibuya-ku Tokyo, 150-0032, Japan
Oslo, Norway (Corporate HQ)
Cxense AS Sommerogaten 17 P.O. Box 2920 Solli NO-0230 Oslo, Norway
Melbourne, Australia
Cxense Australia Pty Ltd Level 2, 84 William Street Melbourne, 3000 Australia
San Francisco, CAxxxxx
Cxense, Inc. 20 N.San Mateo Drive Suite 3 San Mateo, CA 94001 USA Miami, FL
Cxense Latin America Suite 232, 4801 South University Drive Davie, FL 33328 USA
Rio de Janeiro, Brazil
Cxene Brazil
Praia Botafogo, 300 - 5º andar - Botafogo
London, UK
Cxense UK 5 Regent St. Charles House, 5th Floor United Kingdom Copenhagen, Denmark
Cxense Denmark Emediate ApS Emdrupvej 28B 2100 Copenhagen Denmark Stockholm, Sweden
Cxense Sweden Emseas Teknik AB Drottninggatan 67 111 36 Stockholm Sweden
4
Q1 2014 in Brief
Q1 2014 was an exciting quarter for Cxense, with a range of new important customer wins for our Software-
as-a-Service (SaaS) business. The software development teams also made good progress with a number of
additional capabilities added to the Cxense software Solution Suite.
Q1 2014 revenues for the Cxense SaaS segment
amounted to USD 3.57 million, a growth of USD
2.73 million compared to Q1 2013 revenues of
USD 0.84 million. The quarter-to-quarter growth
from Q4 2013 to Q1 2014 amounted to USD 0.92
million (or 35%). The main growth drivers were
new customer contracts with recurring
subscription license revenues, subscription
license fee growth on existing customers, and the
acquisition of Emediate (the leading Nordic
advertising technology company)1.
The robust growth is increasing the company’s
global reach and broadening the utilization of its
Big Data-based solutions that help publishers
better understand and engage with their users,
as well as increase online ad revenues and paid
subscriptions.
Q1 2014 gross margin was 82% compared to Q1 2013 gross margin of 83%.
In Q1 2014, Emediate was fully integrated into the Cxense SaaS organization, which strengthened our sales,
marketing, account management, support, and R&D capabilities.
During the first quarter, Cxense continued to build the organization for future growth and the Cxense SaaS
organization grew from 92 employees at the beginning of the quarter to 106 at the end of Q1 2014, a growth
of 14 employees. Of the 106 employees, there are 42 employees within the R&D organization. Furthermore,
28 works within Sales & Marketing, whereof 19 within front-end sales; a growth of five since Q4 2013. 28
works within the Operations (Onboarding, support, and retention) organization, and 8 within Finance &
Admin.
In Q1 2014, the Cxense R&D teams launched improved audience segmentation integration between our real-
time data engine (“The Extraordinary Insight EngineTM”), Cxense Analytics, and Cxense Advertising. With
1 Q4 2013 included Emediate revenues for the months of November and December of USD 1336, i.e. not a full quarter. See financial development summary for further details.
5
this new integration the link between exploring user and audience segments in Cxense Analytics, and
executing it in Cxense Advertising has never been easier for an online publisher.
Cxense Content also got a vastly improved configuration editor, a feature that will significantly improve the
self-service capabilities for customers working to optimize their content experiences, and also reduce
implementation time for the Cxense Onboarding team.
In April 2014, Cxense also launced its new Data Management Platform (DMP). Cxense
DMP offers publishers improved aggregation, segmentation and use of customer data to
better engage and monetize visitors across all digital channels, including mobile phones
and tablets. Cxense DMP is an expanded version of our previous Big Data Solution with
new customer data integration opportunities and extended features2.
Selected highlights:
Cxense announced a range of new and expanded customer relationships on five continents during the first quarter of 2014:
Source Interlink is a leading internet magazine publisher based in Los Angeles, with well-known brands such as MotorTrend, Surfer, Automobile, and nearly 100 other titles. Source Interlink is using Cxense Analytics and Content to better understand its audiences, gain increased site “stickiness” and provide targeted content recommendations to readers.
DMM in Japan is a leading e-commerce site with more than 6.4 million registered users and 880 million page views per month. DMM uses the Cxense Advertising and DMP solutions to segment and target its audiences for site promotions and advertising, and has a goal of boosting click-through rates and increasing conversions. During Q1 2014 DMM increased its subscription capacity limits.
Times Media Group is one of South Africa’s largest news publishing companies, with titles including BDLive, TimesLive and Sowetan. The publisher began using Cxense Analytics and DMP solutions to harvest user insight.
Ireland’s Sunday World, the top selling Sunday newspaper and the second largest newspaper in Ireland, is using Cxense Analytics and Content Solutions to gain audience insight and provide personalized content recommendations throughout its website.
Colombia’s leading news portal, El Colombiano will use Cxense Analytics, Content and Search solutions to increase audience engagement.
Other new contracts signed in the quarter: Kampanje Forlag (Norway), Barnebys (Sweden), QX Forlag (Sweden), VOYAGE GROUP (Japan), Publicaciones Semana (Colombia), Grupo RAC, Brazil.
2 Scan the QR code with your QR app on the phone to see the Cxense DMP video or use this link: http://youtu.be/x0xO_d-T284
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Cxense group – financial development summary
1) Q2 2013 cont’d and and quarters thereafter exclude the discontinued operations of PPN AG (See note 4 for details). All other
quarters are presented including PPN AG. Segment notes in the financial reports published after the PPN divestment are re-
stated with figures for continuing operations.
2) Cost of sales includes the elimination difference from elimination of inter group transactions.
3) Emediate is included within operations for in Q4 2013 with the months of November and December, i.e. not a full quarter, as
the effective date for the acquisition was November 1. For Q1 2014 and onwards Emediate is consolidated with normal full
quarterly effect.
4) Direct acquisition costs include cost to lawyers and financial advisors that performed due-diligence and general advisory
services in connection with the acquisition of Emediate (Transactions costs related to the share issue financing the
acquisition are booked against other paid in capital and therefore visible in the consolidated statement of changes in equity,
i.e. not in the profit and loss statement).
USD 1,000 Q1 2012 Q2 2012 Q3 2012 Q4 2012 Q1 2013 Q2 2013
Q2 2013
cont'd.
Qtr 3
2013
Qtr 4
2013 excl.
Emediate
Qtr 4 2013
incl.
Emediate
Nov & Dec 13 Q1 2014
IFRS IFRS IFRS IFRS IFRS IFRS IFRS IFRS IFRS IFRS IFRS
SaaS segment
Revenues total 389 503 674 736 840 993 993 1,090 1,314 2,650 3,568
Cost of sales 10 134 58 117 146 203 203 179 244 501 644
Gross profit 379 369 616 619 694 790 790 911 1,070 2,149 2,923
Gross magin % 97% 73% 91% 84% 83% 80% 80% 84% 81% 81% 82%
Personnel 1,206 1,443 1,312 1,579 1,790 1,832 1,832 1,833 2,383 2,935 3,055
Other OPEX 218 348 489 221 676 802 802 643 1,580 1,849 1,662 Whereof direct acqusition costs 436 436 -
OPEX 1,423 1,791 1,801 1,800 2,466 2,633 2,633 2,476 3,963 4,784 4,717
EBITDA -1,044 -1,422 -1,185 -1,181 -1,772 -1,844 -1,844 -1,565 -2,893 -2,635 -1,794 EBITDA before direct acqusition cost -2,457 -2,199 -1,794
PCAN segment
Revenues total 809 976 1,437 1,375 1,534 547 685 634 634 672
Cost of Goods Sold 765 965 1,443 1,390 1,263 487 523 450 450 502
Gross profit 43 11 -5 -15 272 60 162 184 184 170
Gross magin % 5% 1% 0% -1% 18% 11% 24% 29% 29% 25%
Personnel 180 202 226 238 291 124 109 107 107 145
Other OPEX 119 66 107 97 129 73 35 78 78 84
OPEX 299 268 332 335 419 196 144 185 185 229
EBITDA -256 -257 -338 -350 -148 -137 18 -1 -1 -59
GROUP
Revenues all segments 389 1,312 1,650 2,173 2,215 2,527 1,540 1,775 1,948 3,284 4,239
Intra-segment eliminations - -61 -84 -112 -110 -126 -40 -67 -72 -72 -66
Revenues consolidated 389 1,251 1,566 2,061 2,105 2,401 1,500 1,708 1,876 3,212 4,173
EBITDA -1,044 -1,678 -1,442 -1,519 -2,122 -1,991 -1,980 -1,547 -2,894 -2,636 -1,852
EBITDA before direct acqusition cost -2,458 -2,200
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About Cxense
Cxense was founded in February 2010. The Company provides cloud-based Software-as-a-Service (SaaS)
solutions to media and e-commerce companies that want to increase the functionality, relevance, and overall
performance of their content and monetization applications.
Cxense has built the Extraordinary Insight EngineTM (EIE) for real-time analysis of content, user context, and
user data, including 1st and 3rd party data. The EIE is fully integrated with a range of applications (Cxense
Advertising, Analytics, Big Data/DMP, Content, and Search), which are used by Cxense customers to increase
advertising revenue, user engagement, conversions to digital subscriptions and product sales.
The applications based on the EIE are provided as SaaS (Software-as-a-Service) services with monthly
recurring subscription license fees, as well as additional royalty payments dependent on advertising volume
and transaction levels. In addition, we charge implementation fees and consultancy services amounting to 5-
10% of revenues in each quarter. The sale of our SaaS applications is reported in the Cxense SaaS business
area and represents the Company’s core business.
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The EIE™ (Extraordinary Insight Engine™)
The EIE analyzes the behavior of more than 500 million Internet users and detect their location and device
and deduces their interest, intent, and much more. The EIE gives our customers a 360 degree view of their
online users, including also customer 1st party data, as well as 3rd party data.
The EIE technology has several unique aspects. It is end-to-end real time: From data capture, through data
processing, to actionable data output. It is also mobile optimized through its scalable, low bandwidth user
profiling methodologies, which do not rely on 3rd party cookies. With highly flexible APIs, the EIE can power
any application and make it context aware.
It employs a unique behavioural, contextual, collaborative, and semantic processing; making user and
content insight actionable in real time.
Cxense Analytics
Cxense Analytics is the analytics and reporting dashboard of the Cxense EIE – here our customers can
monitor real-time visualizations of traffic patterns, audience interests, content popularity, first party
customer input data across single sites and group of sites.
Cxense Advertising
Cxense Advertising is our solution for high-yield targeted advertising. Online companies use this application
to increase their advertising revenue by serving relevant advertising and promotions to their users. The
Advertising solution provides targeted advertising on multiple cost models (cost-per-click, cost-per-
impression and cost-per-action basis), cross devices (computer, tablet and mobile) and with every
advertising formats (text, image and video/rich media). The Advertising solution can also be combined with
other Cxense applications for advanced promotion of digital subscriptions and for mixing targeted
advertising with relevant content (natural advertising).
Cxense Content
Cxense Content is used for content optimization and personalization on selected sections of a site or on the
complete site. By providing a personalized and more relevant experience to each user, the publishers
achieve increasing site traffic, readership and dwell time.
9
Cxense Search
Cxense Search is a cloud-based and easy to implement enterprise search application. It represents a very
affordable, top quality, low maintenance, enterprise search solution for online companies. It is easy to
integrate with other Cxense applications, and it offers unique personalization and advertising monetization
opportunities for the search results pages.
Cxense Data Management Platform (DMP)
The Cxense DMP solution offers extended APIs for integration with first and third party applications with
the Extraordinary Insight Engine (EIE). The Cxense DMP captures structured and unstructured data in real
time across mobile, tablet and desktop devices and combines this with 1st and 3rd party data, such as age,
gender, subscriber information, etc. It analyses the combined data, develop individual user profiles and
useful audience segments, and put the data to work across our customer sites and multi-channel marketing
plans.
Cxense DMP can be set up to integrate with our customers CRM systems and enable highly effective targeted
marketing campaigns, understanding of digital subscription conversion patterns as well as deep
understanding of your individual customer needs.
Privacy and Transparency
Cxense is fully aware that the type of technology and services the Company provides has the potential to
conflict with the interests of end users, if used inappropriately. Therefore, Cxense is committed to
safeguarding its services and only providing them in a way that improves the end-user experience, and takes
the end user’s privacy fully into account. This is conducted in collaboration with Cxense customers, the data
owners.
Cxense has a clearly stated Privacy Policy and is required to conform to the European Union’s Data
Protection Directive (Directive 95/46/EC, which is also embodied in the US Safe Harbor Privacy Principles
of Notice, Choice, Onward Transfer, Security, Data Integrity, Access and Enforcement, and Safe Harbor
Policies).
Cxense regularly reviews its operations in order to be in compliance in view of this Directive.
Hosting and SaaS operations
Cxense delivers its software-as-a-service from scalable outsourced data centres in both USA and Europe.
The Cxense software solutions are based on distributed software architecture making them data centre
agnostic – thus hosting capacity can be purchased choosing between several reputable providers at a
10
market price. With the Emediate acquisition, Cxense also got additional data centers hosting most of the
Emediate advertising business.
The PCAN business segment
Cxense has also helped establish several Publisher-Controlled Advertising Networks (PCANs). The PCANs
act as publisher-controlled broker between the advertisers and the publishers, distributing and sharing the
advertising revenues generated in the network with the publishers. Cxense is an advertising technology
provider to the PCANs and charges a fee based on the PCAN revenues, thus aligning the interest of Cxense
and our customers. In Spain, the Company has retained a 56% ownership interest, and because of its
majority ownership, this PCAN is consolidated into the Group accounts, and it is reported in the Cxense
PCAN business area.
11
Outlook
Cxense experiences increasing customer interest for its solutions for real-time analytics and data
management, digital advertising, content optimization and personalization, and search. Online publishers
and media companies continue to be the main customers targeted in the near term, with interesting market
opportunities within the e-commerce sector emerging rapidly.
In the longer term, we also see opportunities in other business verticals for EIE, our Big Data platform, as
companies seek to improve customer understanding, analytics and communication.
Most online companies are experiencing significant growth on new devices and formats, mainly tablets and
mobile smart phones. This requires adaptation of their content and monetization methods. The Cxense
solutions have cross-device support (laptop, mobile tablet) and mobile growth represents a significant
market opportunity for the Company.
Our commercial product platform addresses large and fast-growing markets. The global online advertising
market is estimated to be more than USD 100 billion in 2013, and is expected by leading industry groups to
grow to more than USD 200 billion by 2020. The global e-commerce market passed the USD 1,000 billion
mark in 2013, and is growing about 20% per year. Industry analyst group, Gartner expects that Big Data will
drive USD 230 billion in IT spending through 2016(1). The Company sees significant growth opportunities
within these markets for its software solutions.
1) http://techcrunch.com/2012/10/17/big-data-to-drive-232-billion-in-it-spending-through-2016/
12
Condensed Financial Report
Q1 2014 Group Revenue for continuing operations amounted to USD 4.2 million, an increase of USD 3.1
million over the same period last year (USD 1.1 million). The Cxense SaaS segment revenue for Q1 2014
amounted to USD 3.58 million compared to Q1 2013 revenues of USD 0.73 million, a growth of USD 2.9
million. The growth came from new customers, growth on existing customers and the Emediate acquisition.
The PCAN business segment revenues for Q1 2014 (Q1 2013) amounted to USD 0.67 million (USD 0.38
million). The growth came from increased advertising, advertising performance and advertising requests
from publishers. Inter-segment Revenues were USD 0.07 million.
The Q1 2014 Cost of Sales amounted to USD 1.1 million, compared to USD 0.5 million in Q1 2013. The SaaS
Segment Cost of Sales for Q1 2014 was USD 0.64 million, while the PCAN segment Cost of Sales was USD 0.5
million. Cost of Sales within the SaaS segment relates to the hosting of the software applications used by our
customers as well as sales partner commission from the Emediate business. Cost of Sales within the PCAN
segment relates to revenue share paid to publishers providing online advertising space, as well as agency
commission paid to advertising agencies. The Q1 2014 Gross Profit for the SaaS segment amounted to USD
2.9 million and USD 0.17 million for the PCAN segment. The Q1 2014 Gross Margin in the continuing
operations of the PCAN segment was a positive 25% compared to a negative return in Q1 2013. The
improvement is due to the gradual expiration of a publisher revenue share guarantee clause that originates
from the start-up of the continuing PCAN operations as well as general improvement in revenue share and
agency terms.
The Q1 2014 Employee Benefit Expenses were USD 3.2 million, compared to USD 1.9 million in Q1 2013.
The increase is mostly due to the organizational growth.
The Depreciation & Amortization Expense in Q1 2014 was USD 0.31 million compared to USD 0.003 million
in Q1 2013. Traditionally the Depreciation Expense has been consistently low due to the limited non-current
assets. The large distributed cloud- based systems operated by Cxense are hosted on platforms leased from
large scale, reputable hosting suppliers. Since the acquisition of Emediate the Depreciation & Amortization
expense now includes amortization of identifiable intangible assets of USD 0.28 million for Q1 2014. The
Groups R&D cost is expensed (not capitalized).
Other Operating Expenses amounted to USD 1.7 million in Q1 2014 and USD 0.7 million in Q1 2013. The
majority of the expenses related to marketing and external consulting (audit, legal, and other), the latter
driven by activities such as conversion to Public limited entity (ASA), preparations for the contemplated
listing of Cxense on the Oslo Stock Exchange and the establishment of accounting for the Emediate entities
(previously done by the former Emediate holding company, Ad Pepper).
The Finance Income in Q1 2014 was USD 0.03 million, largely relating to interest earned on bank deposits
and cash arising from the share issue proceeds. Finance Income in Q1 2013 was USD 0.08 million. Finance
Expenses, mostly relating to currency expenses, amounted to USD 0.01 million in Q1 2014 and USD 0.03 in
Q1 2013.
13
Income Tax Expense for Q1 2014 was a negative USD 0.06 million compared to a positive USD 0.01 in Q1
2013.
The Group Net Loss from continuing operations amounted to USD 2.1 million in Q1 2014, compared to a Net
Loss of USD 1.9 million in Q1 2013. The continuing PCAN operation for the quarter recorded a small loss of
USD 0.06 million.
Total Assets at the end of Q1 2014 amounted to USD 20.7 million compared to USD 10.6 million at Q1 2013.
The increase is mainly due to the investment in the Emediate Business resulting in the recording of Goodwill
and Intangible Assets amounting to USD 9.1 million. Cash and cash equivalents amounted to USD 5.9 million
at the end of Q1 2014 and USD 8.0 million at the end of Q1 2013. Trade Receivables were USD 2.9 million at
the end of Q1 2014, compared to USD 1.9 million at the end of Q1 2013. The increase in Q1 2014 Receivables
is due to the growth in external customers billings in the SaaS Cxense and the PCAN segment and includes
the Emediate receivables balance of USD 1.7 million at the end of Q1 2014. Short term assets in Q1 2014
increased by USD 1.85 million on the Q1 2013 amount of 0.49 million mostly due to the USD 1.3 million
Escrow account balance related to the delayed payments of parts of the Emediate acquisition proceeds
(booked as short term assets).
Total Current Liabilities at the end of Q1 2014 were USD 4.95 million compared to USD 3.3 million at Q1
2013. The increase is mainly due to the inclusion of the payment outstanding on the Emediate acquisition
on escrow account of USD 1.3 million as well as the inclusion of the Emediate balance sheet. Total
transaction costs related to the acquisition of Emediate and the corresponding share issue was USD 1.1
million.
The deferred tax balance outstanding of USD 0.63 million at Q1 2014 relates to the Emediate business.
Net Cash Flow used in Operating Activities was USD -2.86 million in Q1 2014. Cash flow from operating
activities in Q1 2014 was negatively affected by USD 0.8 million of transaction costs related to the Emediate
transaction and the corresponding share issue. These costs were booked in Q4 2013, but paid in Q1 2014. Q
2014 investment in associated companies of USD 31 thousands relates to the participation of capitalization
of associated company Matchad AB (a publisher controlled advertising network) where Cxense has a 10%
ownership. The investment was done to co-fund the Matchad AB growth plans.
Net Cash flow from financing activities was USD 0 million in both Q1 2014 and Q1 2013.
14
Consolidated Income Statement (unaudited)
USD 1,000 Note
Q1 ended
31 Mar 2014
Q1 ended
31 Mar 2013
Year Ended
31 Dec
2013
Continuing operations:
Revenue 3, 4,5 4,173 1,110 7,612
Operating expense
Cost of goods sold 3,4,5 1,080 480 2,728
Employee benefit expense 6 3,200 1,876 8,814
Depreciation & Amortisation expense 313 3 227
Other operating expense 7 1,746 729 4,209
Total operating expense 6,338 3,089 15,978
Net operating income/(loss) (2,165) (1,980) (8,366)
Financial income and expense
Finance income 26 77 367
Finance expense (9) (26) (179)
Net financial income/(expense) 17 51 188
Net income/(loss) before taxes (2,148) (1,929) (8,178)
Income tax expense (64) 14 (15)
Net income/(loss) for the period from continuing operations (2,085) (1,943) (8,163)
Discontinued operations
Net income/(loss) for the period from
discontinuing operations 4 0 (146) (24)
Total net income/(loss) for the period (2,085) (2,089) (8,187)
Net income/(loss) attributable to:
Owners of the Company (2,056) (1,998) (8,041)
Non-controlling interests (28) (91) (147)
Earnings per share:
Basic and diluted 8 (0.12) (0.16) (0.60)
Statement of comprehensive income
Net income/(loss) for the period (2,085) (2,089) (8,187)
Other comprehensive income:
- Currency translation differences (343) 74 562
Total comprehensive income/(loss) (2,427) (2,015) (7,625)
Total comprehensive income/(loss) attributable to:
Owners of the Company (2,056) (1,925) (7,478)
Non-controlling interests (28) -91 (147)
15
Consolidated Statement of Financial Position
USD 1,000 Note
As at 31 Mar
2014
As at 31 Mar
2013
As at 31 Dec
2013
Assets
Non-current assets
Goodwill 3,807 - 3,807
Deferred tax asset 49 21 36
Intangible assets 5,337 4 5,429
Office machinery, equipment,etc. 279 84 295
Other financial assets 48 13 20
Total non-current assets 9,519 122 9,586
Current assets
Trade receivables 9 2,931 1,898 3,000
Other short-term assets 10 2,332 487 1,870
Cash and cash equivalents 5,936 8,070 8,843
Total current assets 11,199 10,454 13,714
Total assets 20,718 10,576 23,300
Equity and liabilities
Equity
Share capital 11 2,764 2,168 2,713
Own shares - - -56
Other paid in capital 14,991 8,209 22,914
Currency translation differences 421 275 764
Retained earnings (2,742) (3,167) (9,179)
Equity attributable to the holders of the Company 15,435 7,485 17,155
Non-controlling interest 14 (300) (216) (272)
Total equity 15,135 7,269 16,883
Liabilities
Non-current liabilities
Deferred tax liabilities 633 - 654
Total non-current liabilities 633 - 654
Current liabilities
Trade payables 1,112 1,642 1,933
Current taxes 58 57 35
Other short-term liabilities 12 3,780 1,608 3,794
Total current liabilities 4,950 3,307 5,763
Total liabilities 5,583 3,307 6,417
Total equity and liabilities 20,718 10,576 23,300
16
Consolidated Statement of Changes in Equity
Own shares: At 31.12.2013 Cxense AS held 42 shares (0.25% of outstanding shares) in Cxense AS’ account in the
Norwegian Central Security Depository (the Cxense VPS account) on behalf of employees and smaller non-professional
investors investing in the November 2013 share issue and that were not able to establish a VPS account for themselves
by year end. Establishing a Norwegian VPS account may take some time for foreign private individuals and Cxense
chose to hold these shares on its own VPS account to be able to register the share issue in the VPS register by year end.
The 42 shares were transferred to each individual during Q1 2014 as they established VPS accounts.
USD 1,000
Nominal
share
capital
Own
shares
Other paid
in capital
Currency
translation
diff
Retained
earnings
Attributable to
owners of
parent
company
Non
Controlling
interest
Total
equity
Total equity as at 1 January 2013 2,269 13,803 201 (6,453) 9,820 (125) 9,695
0 0
Profit for the period (8,041) (8,041) (147) (8,187)
Other comprehensive income 562 562 562
Total comprehensive income/(loss) for the year 0 0 0 562 (8,041) (7,478) (147) (7,625)
Reduction of paid in-capital (4,773) 4,829 0 0
Transaction costs (633) (640) (640)
Share- based payments 191 0 0
Increase in share capital 650 15,583 16,422 16,422
Purhcase own shares (56) (57) (57)
Currency effects from translation of equity (206) 0 (1,256) (57) (57)
Total equity as at 31 December 2013 2,713 (56) 22,913 764 (9,179) 17,154 (272) 16,882
USD 1,000
Nominal
share
capital
Own
shares
Other paid
in capital
Currency
translation
differences
Retained
earnings
Attributable to
owners of
parent
company
Non
Controlling
interest
Total
equity
Total equity as at 1 January 2014 2,713 (56) 22,913 764 (9,179) 17,154 (272) 16,882
Profit for the period (2,085) (2,085) (28) (2,113)
Other comprehensive income 0 0 0
Total comprehensive income/(loss) for Q1 0 0 0 0 (2,085) (2,085) (28) (2,113)
Reduction of paid in-capital 0 0 0 0 0 0 0 0
Transaction costs 0 0 0 0 0 0 0 0
Share- based payments 0 0 75 0 0 75 0 75
Increase in share capital 0 0 0 0 0 0 0 0
Purhcase own shares 0 56 (56) 0 0 0 0 0
Reclassification of equity 0 0 (8,220) (343) 8,563 0 0 0
Currency effects from translation of equity 51 0 279 0 (37) 294 0 294
Total equity as at 31 March 2014 2,764 0 14,991 421 (2,738) 15,435 (300) 15,134
17
Consolidated Statement of Cash Flow
USD 1,000 Note
Q1 ended
31 Mar
2014
Q1 ended
31 Mar
2013
Year Ended
31 Dec 2013
Cash flow from operating activities
Profit / (loss) before income tax (including disposal group) (2,147) (2,075) 8,202
Adjustments:
Income tax payable
Share- based payments 6 74 44 199
Result from investment in associates 12
Depreciation and amortization 11 313 3 227
Impairment
Net interest expense
Currency translation effects 117 (389) (364)
Change in trade receivables 69 (24) 465
Change in trade payables (821) (9) (544)
Change in other accrual and non-current items (465) 309 409
Net cash flow from / (used in) operating activities (2,860) (2,140) (7,810)
Cash flow from investing activities
Investment in furniture, fixtures and office machines 11 (16) (62)
Investment in intangible assets 11
Investment in associated companies 12 (31)
Investment in subsidiary (1) 3 (9,809)
Sale of subsidiary (1) 4 55
Net cash flow from / (used in) investing activities (47) (9,817)
Cash flow from financing activities
Net proceeds from share issues 16,260
Proceeds from minority interest
Net cash flow from / (used in) financing activities 16,260
Net increase/ (decrease) in cash and cash equivalents (2,907) (2,140) (1,367)
Cash and cash equivalents at the beginning of the period 8,843 10,210 10,210
Cash and cash equivalents at the end of the period 5,936 8,070 8,843
18
Notes to the Consolidated Financial Statements
Note 1 General information
Cxense AS, which is the parent Company of the Cxense group (the Group), is a limited liability company
incorporated and domiciled in Norway, with its corporate headquarters in Oslo. The Group is a global
technology company delivering innovative and intuitive products that help clients build unique online
experiences.
The Company’s Board of Directors approved the financial statements on 29 April 2014.
These financial statements are unaudited.
Note 2 Basis of preparation and accounting policies
The principal accounting policies applied in the preparation of these consolidated financial statements are
set out below.
The Consolidated Financial Statements have been prepared in accordance with International Financial
Reporting Standards (IFRS) as adopted by the European Union (EU) and in accordance with the additional
requirements following the Norwegian Accounting Act.
The accounting policies applied in this Condensed Consolidated Interim Financial Report are consistent
with those applied and described in the latest Consolidated Annual Financial Statements.
The going concern assumption has been applied when preparing this interim financial report.
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See the 2013 Annual Report for further details.
Note 3 Business combinations
USD thousands
Fair value
recognised at
acquisition
Intangible assets 5,610
Deferred tax asset 747
Office machinery, equipment, etc. 191
Trade receivables 1,592
Other short-term assets 239
Cash and cash equivalents 471
8,851
Deferred tax liabilities on excess values (1,402)
Trade payables (167)
Other short-term liabilities (808)
(2,377)
Total identifiable net assets 6,474
Goodwill 3,807
Total consideration 10,281
On 15 November 2013 the group acquired 100% of the shares in Emediate Aps from ad pepper media International N.V. for
USD 10,281 thousands. Emediate Aps, and its subsidiaries ("Emediate") is the Nordic's largest ad serving company. By
combining the Emediate ad serving techology with the unique audience insight and targeting capabilities of the Cxense
Extraordinary Insight Engine (EIE), Cxense believes it can create a unique and future proof next generation adserving
technology.
The following table summarises the consideration paid for Emediate, the fair value of assets acquired and liabilities assumed:
Acquisition-related costs of USD 436 thousands have been charged to other operating expenses in the consolidated income
statement for the year ended 31 December 2013.
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Note 4 Discontinuing operations
Profit from the discontinued operations
USD 1,000 31 Mar 2013
Year Ended
December 2013
Revenue 995 1,982
Operating expenses 1,140 2,139
Net operating income/(loss) (145) (156)
Net finance (11) (11)
Income tax expense 0 0
Gain from sale of discontinued operation 0 143
Net income/(loss) for the period from discontinuing operations (156) (24)
Earnings per share:
Basic and diluted (0.012) (0.002)
Cash flow from discontinuing operations
USD 1,000 31 Mar 2013
Year ended
31 December 2012
Net cash flow from operating activities (88) (88)
Net cash flow from investing activities 0 0
Net cash flow from financing activities 0 0
Net cash inflow/(outflow) (88) (88)
(1) All of operating income in 2013 comes from the six months ending 30 June, since the subsidiary was sold
effective from 1 July 2013.
(1) All of operating income in 2013 comes from the six months ending 30 June, since the subsidiary was sold
effective from 1 July 2013. Cash effects acquisition in 2012 and disposal are not included cash flow summary
above.
At the end of Q2 2013 Cxense negotiated an agreement to sell the PCAN subsidiary PPN AG to Tamedia AG, the Swiss based media group. The transaction is effective as of July 1, 2013. PPN AG is presented as discontinuing operations through out this report.
Tamedia AG has been the most significant publisher in the Publisher Controlled Advertising Network alongside a number of other publishers in the Swiss market. Tamedia states that the rationale for the transaction is to improve the control of PPN and to use PPN as part of their strategy to develop an exclusive networked advertising offering for their online publications. Tamedias intention is to continue to cooperate with the other existing publishers in PPN around click-based performance advertising.
One hundred percent of the shares in PPN AG were sold for USD 103 thousand. The final transaction values have subject to a separate audit of the PPN AG accounts and now fully finalised. The sale resulted in a gain of USD 143 thousand.
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Note 5 Segment information
Q1 ended 31 March 2014
USD 1,000 Cxense SaaS PCAN Eliminations Consolidated
Revenue
External customers 3,501 672 0 4,173
Inter-segment 66 0 (66) 0
Revenues total 3,568 672 (66) 4,173
Cost of goods sold 644 502 (66) 1,080
Gross profit 2,923 170 (0) 3,093
Employee benefit expense 3,055 145 0 3,200
Depreciation & Amortization expenses 311 2 0 313
Other operating expense 1,663 84 0 1,746
EBIT (2,105) (61) (0) (2,166)
Net finance income/(expense) 17 0 0 17
Income tax income/(expense) 64 0 0 64
Net income/(loss) before continuing operation (2,024) (61) (0) (2,085)
Net income/(loss) for the period from discontinuing operations 0 0 0 0
Total net income/(loss) for the period (2,024) (61) (0) (2,085)
For management purpose the Group is organized into business units based on its product and services and has two reportable
segments:
- Cxense Saas, which sells software-as-a-service applications based on the Extraordinary Insight Engine™ (EIE™) for real-time
analysis of content, user context, and behaviour. The EIE is fully integrated by a range of applications (web analytics,
recommendations, search and targeted advertising), which are used by Cxense customers to improve their online businesses by
increasing advertising revenue, page views, readership and conversion. The business generated by Emediate is included in the
Cxense Saas segment below. Information regarding revenue and Net income/(loss) generated by Emediate after the acquisition is
disclosed in note 3.
- Publisher-Controlled Advertising Networks (PCANs) which sell online advertising on the sites of various publishers, and
distribute and share the advertising revenues generated in the network with publishers.
Segment performance is evaluated by the management based on operating profit or loss and is measured consistently with
operating profit in the financial statements. Transfer prices between operating segments are on an arm's length basis in a manner
similar to transactions with third parties.
Discontinued operations:
To be consistent with the presentation in the income statement and statement of financial position, the PCAN segment presented
below is exclusive to the discontinued operations. Furthermore, Cxense SaaS sale to the discontinued operation is presented as a
sale to external customers.
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Balance sheet information 31 March 2014
USD 1,000 Cxense SaaS PCAN
Eliminations and
unallocated Consolidated
Segment assets:
Non-current assets 9,443 28 51 9,519
Current assets
- Trade receivables 2,528 403 2,931
- Other short term assets 2,218 114 0 2,332
- Cash and cash equivalents 5,742 194 5,936
Total segment assets 19,931 739 51 20,718
Segment liabilities:
Non-current liabilities 633 0 0 633
Current liabilities 4,004 985 (40) 4,950
Total segment liabilities 4,637 985 (40) 5,583
Geographic information
Revenues from external customers: Q1 2014 Q1 2013 2 013
EMEA 3 485 680 7 568
Americas 373 193 984
Pacific 314 237 882
Total revenue from external customers 4 173 1 110 9 435
Information about major customers
The Company does not have single customers that generate 10% or more of the entity's total revenue.
The revenue information above is based on the location of the entity generating the revenue and includes sales generated by
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Q1 ended 31 March 2013
USD 1,000 Cxense SaaS PCAN Eliminations Consolidated
Revenue
External customers 730 380 0 1,110
Inter-segment 110 0 (110) 0
Revenues total 840 380 (110) 1,110
Cost of goods sold 146 444 (110) 480
Gross profit 694 (64) 0 630
Employee benefit expense 1,790 87 0 1,877
Depreciation expenses 3 1 0 4
Other operating expense 676 53 0 729
EBIT (1,775) (204) 0 (1,980)
Net finance income/(expense) 63 (12) 0 51
Income tax income/(expense) (14) 0 0 (14)
Net income/(loss) before continuing operation (1,726) (217) 0 (1,943)
Net income/(loss) for the period from discontinuing operations 0 (146) 0 (146)
Total net income/(loss) for the period (1,726) (363) 0 (2,089)
Balance sheet information 31 March 2013
USD 1,000 Cxense SaaS PCAN
Eliminations and
unallocated Consolidated
Segment assets:
Non-current assets - - 110 110
Current assets
- Trade receivables 773 1,125 - 1,898
- Other short term assets 567 126 -206 487
- Cash and cash equivalents 7,970 99 8,070
Total segment assets 9,310 1,350 -84 10,576
Segment liabilities:
Non-current liabilities - - - -
Current liabilities 1,741 1,761 -195 3,307
Total segment liabilities 1,741 1,761 -195 3,307
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Note 6 Employee benefit expense
Specification of employee expense
USD 1,000 Q1 2014 Q1 2013 2013
Payroll expense 2 674 1 709 7 502
Share-based payments 74 44 228
Social security tax 342 171 860
Pensions 104 59 273
Other personnel expense 6 44 270
Presented as part of discontinued operations 0 (151) (318)
Total employee benefit expense 3 200 1 876 8 814
Note 7 Other operating expense
Specification of other operating expense
USD 1,000 Q1 2014 Q1 2013 2013 2012
Audit, legal and other consulting fees 832 217 1 876 431
Office rental and related expenses 212 114 532 343
Marketing and representation 238 234 729 263
Travel expenses 277 146 906 474
Other operating expense 187 63 251 56
Presented as part of discontinued operations 0 (44) (100) (121)
Total other operating expense 1 745 729 4 195 1 446
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Note 8 Earnings per share
USD 1,000 Q1 2014 Q1 2013 2013
Net income/(loss) for the year attributable to the
parent company (2,056) (1,998) (8,045)
Weighted average number of shares outstanding
for basic earnings per share 16,612 12,630 13,305
Earnings per share
- Basic (0.12) (0.16) (0.60)
- Diluted (1) (0.12) (0.16) (0.60)
(1) The Company has 704 potential dilutive shares from share options outstanding. Since the Group has a loss for the year, and since the the potential
shares do not have a dilutive effect, they are not included in the
Note 9 Trade receivables
USD 1,000 Q1 2014 Q1 2013 2013
Trade receivables 3,237 1,898 3,300
Allowance for doubtful debts (306) 0 (300)
Total trade receivables 2,931 1,898 3,000
Trade receivables are non-interest bearing and are generally on 30-day terms.
As at 31 March, the ageing analysis of trade receivables is as follows:
USD 1,000
Total
Neither past
due nor
impaired
<30
days 31-90 days >90 days
31 Dec 2013 3,300 1,981 931 246 143
31 Mar 2014 3,237 1,989 559 428 261
Movements in allowance for doubtful debt:
USD 1,000 Q1 2014 2013
Balance at the beginning of the year 300 30
Impairment losses recognized on receivables 6 300
Amounts written off during the year as uncollectible 0 (30)
Amounts recovered during the year 0 0
Impairment losses reversed 0 0
Balance at the end of the year 306 300
Past due but not impaired
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*Other short-term receivables includes the Emediate purchase price Escrow amount of USD 1.3 million
On April 2nd 2014 (after the reporting period, but before publishing of this report) the Annual General
Meeting (AGM) resolved a 1/200 stock split. After the AGM there were 3 322 400 shares in the Company.
Note 10 Other short-term assets
USD 1,000 31 March 2014
31 March
2013 2013
Accrued income 381 29 6
Prepayments 147 23 141
Receivable on authorities and government grants 223 337 293
Other short-term receivables 1,580 96 1,448
Other short term assets 2,332 487 1,887
Note 11 Share capital and shareholder information
Number of
shares
Share capital
NOK
Share capital
USD
Balance at 1 January 2013 12,630 12,630,000 2,269
Issued during the year 3,982 3,982,000 444
Balance at 31 March 2013 16,612 16,612,000 2,269
Issued during the year 0 0 0
Balance as at 31 March 2014 16,612 16,612,000 2,764
Nominal value per share at 31 March 2014 is NOK 1000. Cxense AS has one class of shares with equal
rights for all shares.
As at 31 March 2014 Cxense had 704 oustanding share options, issued according to the Share Option
Program established in September 2012.
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*Other current liabilities includes the Emediate purchase price Escrow amount of USD 1.3 million
Note 12 Other short-term liabilities
USD 1,000
31 March
2014
31 March
2013 2013
Public duties payables 729 138 331
Prepayments from customers 0 545 170
Accrued expenses 1,157 320 1,056
Salary-related provisions 0 421 805
Other current liabilities 1,894 183 1,438
Total other short-term liabilities 3,780 1,608 3,800
Note 13 Related Party Disclosures
USD 1,000
Purchase of services from Description of servicesQ1
2014Q1 2013 2013
Advokatfirma Ræder (1) Legal services 226 0 299
Theoline AS (2) Consulting services 8 13 45
(1) The Chairman of the Board in Cxense AS is a partner in Advokatfirma Ræder.
(2) Stig Eide Sivertsen, Board member, is the owner of Theoline AS
USD 1,000
Balances with related parties Balance typeQ1
2014Q1 2013 2013
Advokatfirma Ræder Other Short Term Liabilties 275 98 239
Theoline AS Trade payables 10 11 0
Balances and transactions between the Company and its subsidiaries, which are related parties
to the Company, have been eliminated on consolidation and are not disclosed in this note. The
group does not have other transactions with related parties, except for remuneration to
management as disclosed below:
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Note 14 Subsidiaries
Name of subsidiary
Place of
incorporation
Portion of
ownership and
voting power
Cxense Ltd. Cxense SaaS Australia 100%
Cxense Co., Ltd. Cxense SaaS Japan 100%
Cxense, Inc. Cxense SaaS USA 100%
Cxense Inc. NV Holdings Cxense SaaS USA 100%
Emediate Aps Cxense SaaS Copenhagen 100%
Emseas Teknik AB (Emediate Sweden) Cxense SaaS Sweden 100%
Emediate Norway NUF Cxense SaaS Norway 100%
Premium Audience Network, s.l.u. PCAN Spain 56%
Principal activity
according to segment
On 1st July 2013, PPN Schweiz AG a wholly owned subsidiary was sold to Tamedia AG. See Note 4 for details.
On 1st November 2013 100% of shares in Emediate Aps and its subsidiaries were purchased.
Note 15 Contingent liabilities
Note 16 Events after the reporting period
- Conversion from limited liability company to public limited liability company (ASA)
- Stock split 1/200
- Election of an ASA and stock exchange compliant BoD
- Modifications to the share option program to make it ASA compliant
The Group has not been involved in any legal or financial disputes in Q1 2014 or Q1 2013, where an
adverse outcome is considered more likely than remote.
The Annual General Meeting (AGM) was helg at April 2 2014. The AGM resolved several matters in
connection with the comtemplated listing of Cxense on the Oslo Stock Exchange:
Between 31 March 2014 and the presentation of this report, no other event has occurred which
substantially impact on the result for Q1 2014 or the value of Cxense's assets and liabilities.
- The BoD were given the right to issue shares up to 50% of outstanding share capital in connection
with the contemplated listing