Q-Free ASA
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Price: 11.9 NOK Market Closed
Market Cap: 1.3B NOK
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Earnings Call Analysis

Summary
Q3-2023

Q-Free Reports Strong Q3 Amid Takeover Bid

Q-Free showcased a solid third quarter with revenue soaring by 42% year-on-year, reaching NOK 305 million, driven by robust product sales and advancements in its technology platform. The company's EBITDA improved significantly to NOK 25 million, riding on a substantial backlog of nearly NOK 1.4 billion and a solid equity base at 50%. However, amid this strong performance, a takeover offer by Juniper Holdco at NOK 12 per share, valuing the company at over NOK 1.3 billion, has been announced. This offer could result in Q-Free being delisted from the Oslo Stock Exchange if successful. Consequently, the company refrained from discussing future plans extensively, advising shareholders to review the bid carefully and indicating a potential shift in strategic focus from future growth to the ongoing bid process.

Earnings Call Transcript

Earnings Call Transcript
2023-Q3

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T
Trond Christensen
executive

Good morning, and welcome to this third quarter presentation for Q-Free Group. My name is Trond Christensen, I'm the group CEO, and I will be holding this presentation today. As normal, we will tell a little bit about business update and give you a financial update. But we will also focus a bit more on the ongoing bid process on Q-Free that you are probably aware of. And we will also answer some questions at the end of the presentation. If you have questions, feel free to start entering them on the pin that you have on the team's window, and we will try to answer as good as we can.

I will be starting talking about the ongoing bid process. And I assume that all of our shareholders noticed the announcement on September 6 and following steep increase in the share price, following the offer of NOK 12 per share. I will run you quickly through this process, what the plans are now. As mentioned, the deal was announced on September 26th.

[Audio Gap]

We recommend all shareholders to read the bid carefully. But we will also here just mention the main terms. As I said, it's an offering of NOK 12 per share, which values the equity of the company to more than NOK 1.3 billion. The offer is made by a special purpose company called Juniper Holdco, which is a joint venture between Guardian Smart Infrastructure and Rieber & Søn, who has been a shareholder for many years in Q-Free.

November 24 is an important date. That's the latest expiry date of the mandatory offer, but this may or may not be extended once or twice, and settlement could be expected 1 to 2 weeks after the end of the period. And it's also very important to emphasize that Juniper Holdco has expressed that they do intend to see compulsory acquisition of the remaining shares of the company and to delist Q-Free from Oslo Stock Exchange, if they should be completely successful with the mandatory bit.

As you will see from the bid published yesterday and also the stock market announcement we made on September 26, the Board of Directors in Q-Free have recommended the shareholders that this is a fair price of the company. And this is also going to be the conclusion in a fairness opinion that will be published in full today. But it is, however, important to notice that the mandatory offer is the responsibility of the buyer in Juniper Holdco. It's not the responsibility of Q-Free as a company.

In view of this bid and special situation, we're not going to spend a lot of time talking about the future, our plans, what we are working on, et cetera. There's also not a big change in our plans compared to previous presentations we have had. So if you want more details on that, I would recommend you to just look into previous quarterly presentations that we have had. The clear message is that our strategy is firm. Q-Free intends to expand our business into new markets, new platforms and new products and grow our business based on the technology platform and the locations that we have already today.

We will now move our attention to the third quarter financials. I'm happy to say it's been a very strong quarter for Q-Free. We had a very good growth on revenue, 42% on the quarter year-on-year. EBITDA also improved significantly to NOK 25 million for the quarter. We still have a very solid backlog of almost NOK 1.4 billion. and a very solid balance sheet with almost 50% equity. And we also hold a very strong cash position and very strong cash flow from operations during the quarter.

As I said, total revenues up 42% from NOK 215 million to NOK 305 million this quarter. We are now at almost NOK 840 million year-to-date, first 9 months of the year. Gross margin is a little bit down. That is mainly due to revenue mix. We have sold a lot of products in this quarter. We are very happy with the margin that we have received on these projects and that goes for both our divisions, both Traffic Management and Tolling.

OpEx is up, but it's not dramatic compared to inflation and other effects. And we are also increasing our staff to be able to grow further in the future. So this is expected and under very good control. And that left us with an EBIT of NOK 11 million for the quarter, NOK 26 million year-to-date, which is a significant improvement compared to last year. As mentioned, solid growth, mainly driven by product sales, but we are also doing good achievements in the software area. Well, it's a little bit slower on the project side, but nothing dramatically.

Recurring revenue has been a target for our strategy over the last couple of years. Our annual recurring revenue is actually slightly down from second quarter 2023. That will vary a little bit from quarter-to-quarter, as new contracts come in or go out, but it's still a solid growth year-on-year and it's definitely a growing trend. Even if it will, as we have previously said, vary a little bit from quarter-to-quarter.

We are also extremely satisfied to see that the growth is in both of our business segments, both Tolling and Traffic Management. And it goes on both the quarter itself, but also year-to-date, very solid growth, 30% or above on both segments, showing that our plan works and that we are getting new customers in new markets and with new products. And even if we have a fairly aggressive growth strategy, and we invest a lot, especially in people to be able to grow more in the future, we are able to get the turnover down to the EBITDA and provide a profit in the quarter, which is a significant improved profit compared to same quarter last year.

The profitability is slightly down in Tolling for the quarter, but still very good and within our expectations, especially Traffic Management has had a significant improvement in the quarter, which we are very happy to see, which is definitely is starting to pay off from our long-term strategy to go into new product lines with more standardized products and our Kinetic software platform, where we are continuously signing up new customers that improve our profitability.

Order intake, we had a slightly less than our turnover in order intake for the quarter, so book-to-bill was slightly under 1, but nothing dramatic. And we had a solid NOK 277 million in order intake and leaves us with a backlog of almost NOK 1.4 billion, which is still very, very strong. And we have a significant pipeline, many projects that has been a little bit delayed. So a little bit slow decision process with the customers these days as it has been for some time, but there's a lot going out there, and we are confident that this will keep coming in, in the coming quarters.

It's also extremely happy to see that the cash flow was extremely good during this quarter, NOK 60 million from operations on the quarter. It's a combination of our profits that we have been able to successfully conclude some projects and invoice on final milestone, and that this has been paid according to contract and have helped us improve our cash balance further, and make sure that our interest-bearing debt is keep crawling down.

Continued very solid balance sheet. No big changes in the quarter, still our equity ratio hovering around 50%. And following the cash flow from operations, even if we are investing a lot, we managed to reduce our net interest-bearing debt to NOK 145 million, which I would say is very moderate on a company that currently has equity value in the market of approximately 1.3 -- or in excess of NOK 1.3 billion. So this actually takes our gearing -- our net interest-bearing debt over EBITDA down to NOK 1.4 billion.

So then I've been through most of the financials, a little bit quicker than many times before. So I'm looking now at the questions. We don't have any so far, but we still have a minute or so that we will hang on here if there are any questions. If you don't want to do it as a part of the webcast, you can always send us an e-mail directly. My e-mail address is on the web page or you can use our common e-mail address ir@qfree.com. So still no questions.

So I think we'll wrap it up at that, and I wish everybody a good weekend. Pending the outcome on the mandatory offer and the ongoing processes, this could have actually been our last quarterly presentation, but time will tell how that process goes. It's been interesting taking part in this journey, and it will definitely be interesting for the future to see how Q-Free continues to develop into one of the main RTS players in the world. Still no questions, so then we just say good weekend to everybody, and have a great day. Thank you.