, February 21, 2011

Ordina N.V. issues 332,839 shares and releases preliminary figures

Revenue development in second half of 2010 confirms improved market conditions

Financial highlights 2010

  • Market conditions have improved visibly in the second half of 2010. Revenue increased with 4,3% in H2 2010 in comparison to H1 2010.
  • Revenue per workday higher for third successive quarter in Q4.
  • Recurring EBITDA and net debt position are better than the outlook provided in the trading update of 11 November 2010.
  • Expected recurring revenue for 2010 stood at EUR 436 million (2009: EUR 513 million).
  • Expected recurring EBITDA for 2010 at EUR 18.1 million (2009: EUR 40.4 million).
  • Recurring revenue in Q4 2010 up 10.2% from EUR 106.0 million in Q3 2010 to EUR 116.8 million.
  • Net profit for 2010, including non-recurring expenses is expected to amount to EUR 7.0 million negative (2009: EUR 0.2 million).
  • Net debt at year-end 2010 is expected to stand at EUR 43.3 million, in comparison to EUR 37.7 million at year-end 2009 (EUR 68.2 at end-Q3 2010).
  • Positive operational cashflow for 2010 at EUR 4.8 million.

Interest payment subordinated loan

  • Ordina recently settled the fourth interest payment on the subordinated loan concluded in 2009 by means of a cash payment.
  • In order to further strengthen its balance sheet and financial ratios, Ordina decided to issue 266.349 new ordinary shares subject to the current underwriting agreement. The share issue represents a total value of approximately EUR 0.9 million and corresponds to about 0.53% of the share capital outstanding at present.
  • The new ordinary shares will be issued on 21 February 2011 at EUR 3.47 per share.
  • The shares will be acquired by ING Corporate Investments, Delta Lloyd and NIBC.

Share issue to settle earn-out payment

  • Today, the final earn-out payment for the acquisition of the Belgian company E-Chain (September 2008) will be made. As agreed at the time, this earn-out payment will be settled partly in shares and partly in cash (EUR 0.75 million). To settle this earn-out payment, an additional 66,490 shares will be placed with the former owners of E-Chain. The placement corresponds to about 0.13% of the share capital outstanding at present.

Notes to the published results

Ordina will publish its annual results for 2010 on 1 March 2011. On account of the share issue, Ordina has today released a limited set of preliminary figures for 2010. These figures have not been audited. The recurring figures that were released, including comparative figures for previous quarters, are exclusive of Integer and Ormit, two recently divested subsidiaries.

Recurring revenue for Q4 2010 amounted to EUR 116.8 million (Q3 2010: EUR 106.0 million; Q4 2009: 126.4 million). The upward trend in productivity and revenue per workday, that began to show itself in the first half of 2010, continued in the fourth quarter of 2010. Fees remained stable in the fourth quarter 2010 in comparison to the second and third quarters of 2010. Recurring revenue for 2010 is expected to amount to EUR 436 million, approximately 15% lower than 2009 revenue (EUR 513 million).

Recurring EBITDA for the fourth quarter of 2010 amounted to EUR 8.8 million, against EUR 14.2 million for the fourth quarter of 2009. Recurring EBITDA for Q3 2010 stood at EUR 2.5 million. Recurring EBITDA for the full year 2010 is expected to total EUR 18.1 million (2009: 40.4 million). Net profit for 2010 is expected to amount to EUR 7.0 million negative.
Strict control of working capital and the sale of Integer and Ormit led to a sharp decrease of net debt from EUR 68.2 million at the end of Q3 to EUR 43.3 million at the end of Q4 (end-Q4 2009: EUR 37.7 million). Operational cash flow for 2010 stood at EUR 4.8 million. With total net debt to adjusted EBITDA standing at 2.4 (maximum 3.5) and an interest coverage ratio of 4.5 (minimum 3.5) at the end of Q4 2010, Ordina remained well within the covenants agreed with lenders.

Notes to the share issue on 21 February 2011

As part of the renewal of its financing facilities in 2009, Ordina contracted a subordinated loan. It also concluded a separate underwriting agreement with ING Corporate Investments, Delta Lloyd and NIBC under which Ordina, at its discretion, has the option to issue shares to them – proportionate to their participation in the subordinated loan – at the then prevailing share price less a 6% discount. Ordina will retain the proceeds from the share issue, thereby offsetting the cash-out effect of the fourth interest payment on the subordinated loan. This provides Ordina with the flexibility it needs to respond to investment opportunities as they arise in the market.

In September 2008, Ordina acquired E-Chain in Belgium. In accordance with the earn-out arrangement agreed at the time, payment will be done partly with cash and partly in shares in Ordina N.V.. The final settlement of this earn-out arrangement has completed the acquisition of E-Chain.


All figures in this press release are based on preliminary, unaudited data and may be subject to change. Ordina will publish its annual results for 2010, including the customary presentations for the media and analysts, on 1 March 2011.