Karnov Group AB (publ)

STO:KAR

Earnings Call Transcript 2019-Q4

[Operator]

Welcome to the Karnov Group Q4 Report 2019. [Operator Instructions] Today, I'm pleased to present CEO, Flemming Breinholt; and CFO, Dora Brink Clausen. Please go ahead with your meeting.

[Flemming Breinholt, CEO, President & Head of Denmark]

Thank you very much. Welcome, everyone, to this earnings conference for Karnov Group, where we are going to present the outcome of our fourth quarter and the full year 2019. Next slide, please. I'm Flemming Breinholt, President and CEO of the company. In Stockholm, I have 3 more people. It is, as in previous earnings conference, our CFO, Dora Brink Clausen; our Head of Investor Relations, Mats Ödman; and our IR specialist, Erik Berggren. Dora and I will present the outcome of the fourth quarter and full year using a few slides, and then we will open up for questions. Those of you who have called in, can ask questions verbally. While those of you who are participating via webcast can send questions in written form via the webcast. With that said, let's get to the presentation. So let's turn the page and go to the next slide where we have the financial highlights during our first year as a listed company, and where you see where we're in line with our expectations set out in the IPO almost a year ago. During 2019, we have been focusing on, first of all, being a listed company; secondly, the development and implementation of JUNO; and thirdly, integration of Norstedts Juridik. Despite all 3 heavy task, we have managed to grow organically by approximately 4% and improved our adjusted EBITA margin from 2018. Following the IPO and new loan arrangements, and thanks to strong cash flow, we do now also have a solid leverage of 2.7. Presenting these results makes me confident that we are on track to deliver on the financial targets set up in connection with the IPO. Both in Denmark and Swedish markets are growing strongly in online, while the trend, as expected, is a decline in off-line. We have invested in Karnov's digital offering for many years, and we should be able to harvest from these investments during many upcoming years. Next slide, please. I will now take the opportunity to talk about our operational highlights in Q4 2019. We've spoken a lot about JUNO, our new joint platform that has replaced the individual platforms in Sweden of Karnov and Norstedts Juridik. During Q4 2019, the rollout of JUNO was completed and all users are now onboarded. Furthermore, the old platforms are closed. We are currently deploying enhancements to the platform using feedback from all our users, and we will continue to do so in first half 2020. That's part of meeting customer expectations and our continuously improvement strategy where we used lessons learned from the projects or process to further enhance our value offerings and other projects and present it. With the JUNO rollout in Sweden completed, the platform technology will be used to upgrade our Danish offering. Turning the page. Looking at the different markets, starting with Denmark. We achieved an organic growth of 3%, which is accordance with expectation. We are always focused on renewing customer contracts. And as normal, we have had good outcome during Q4. During the fourth quarter, we have actively decided to invest and take some cost for operation of Karnov's new offensive steps in Denmark. These market offensive includes an upgrade of our Danish offering, collaboration with a law firm in promoting e-courses on the Danish market as well as new investments in the legal tech start-ups, Procurementlink and Ante. Procurementlink is advanced legal research within procurement law and that applies automated editorial processes and AI-based search technology to legal information, a solution that enables customers to perform case law search across internal and publicly available sources. Together with Karnov Group, Ante expects to continuously launch new practice area solutions over the coming years. The investments are part of Karnov Group strategy of establishing a broad technology platform that creates increased relevance and efficiency for professionals working with legal information, something I will return to later. Turning the page. Turning to our Swedish market, which has had strong performance in Q4. Topline grew by 5%, just as expected and by 6% for the fiscal year. We will continuously work closely with our users to further enhance our JUNO platform so the users will get the full benefit of this common new platform. In general, the CEO of Norstedts Juridik gave notice that he has decided to step down, which will take place in April 2020. We have managed to find a new CEO, Alexandra Åquist, who has a proven track record, leading a company to growth and with high satisfaction for both customers and employees and with relevant background. Currently, she's head of a business that offers legal counsel services, and she has a proven track record as country manager. Fortunately, she will be able to start as the new CEO, already in May. In the end of Q4, our Swedish subsidiary, Notisum, in the environmental health and safety, launched an AI-based recommendation function, which adds value to its users. Next slide, please. Finally, after having completed the integration of Norstedts Juridik, I'd like to take some time speaking about the journey forward for Karnov Group. This integration work, including the JUNO platform, has had the priority absorbing more or less all resources for 2 years. Now we can also focus on other things and lift them higher up on the priority ladder. Karnov Group is on a journey to add more value to the platform, enabling decision-making better and faster for the professionals using the platform. We want to grow in 2 dimensions: first, highly specific jurisdictional products; and secondly, general jurisdictional products. We are currently developing new data-driven features and tools. We have invested in a few start-ups with exciting technologies with both stand-alone potential and with potentials to bring more value to our existing digital platform. Karnov also intends to leverage its position in home markets and pursue geographic expansion for future growth. Geographic expansion opportunities is based on delivering legal information services in additional countries as well as international expansion of Karnov's jurisdictions at independent services. An example of the latter is the growing EHS, Environmental Health and Safety market. We will now move on to our CFO, Dora Brink Clausen, who will tell us more about our financial performance in the fourth quarter and the full year. So next slide.

[Dora Brink Clausen, Group CFO]

Thank you, Flemming. I will now present and discuss the financial outcome. So let's start with an overview, which is Slide #9. During Q4, our organic growth was 4.1% and during the full year, 4.0%. This was in line with our expectation and our medium-term financial targets of 3% to 5%. Next slide, please. Looking at the full year, we improved our adjusted EBITA margin by 0.2 percentage points. We are happy about being in line with our expectations, despite a margin dip in the fourth quarter. Karnov is a stable company, and we always recommend you to look at the last 12-month period for comparison. As to the dip in the fourth quarter, the strong Q2 and Q3 quarters made it possible for us to take the active step and take some costs in Q4 to prepare our new market offenses in Denmark. Further, our significant trade in Q4 2018 on the Swedish market affects comparability. This explains the decline in margin in Q4. Next slide, please. Returning to the total sales, it increased by 6%. Currency effects were basically the same as before, 1.7% in Q4 and 1.8% in full year. Online sales continued steady, net sales growth of 9.2% in Q4, which was even a bit better than the 8.2% average growth rate for the full year. Both the Swedish and the Danish segments contributed to the increased sales. Next slide, please. Where we have the profit and margin performance, and where you, from the graph, see the seasonality in our profit. In the fourth quarter, our year-over-year adjusted EBITA declined slightly. However, on a full year basis, our adjusted EBITA increased by 6.5%, and our adjusted EBITA margin improved by 0.2 percentage points to 36.8%. This is in line with our expectations. In Q4 2019, the adjusted EBITA margin declined to 31.4%, and our adjusted EBITA declined by SEK 2 million. The decline in adjusted EBITA is due to our active decision to invest and take some costs for preparation of Karnov's new offensive steps in Denmark, and further, the significant trade in Q4 2018 affects comparability. Next slide, please. On Slide 13, you see the net sales development with 2 different views and that the long-term trend in our sales continued also in the fourth quarter as well as during the full year. First, to the left, you see that the online business increased its share of our group sales by 3 percentage points to 77%. Also, as you can see to the right, the trend of a growing share of subscription sales continued here, and the increase was 2 percentage points from 84% in Q4 2018 to 86% in Q4 2019. Move on to the next slide, thank you, where we have one of our 2 segments. Our segment Denmark increased its sales by 6%. A little more than half of the increase came from organic growth and the risk from currency effect. Organic growth was driven by upselling to existing customers. Adjusted EBITA declined due to the reason I mentioned before when we discussed Slide 12. Next slide, please, which is the Swedish segment. Net sales in Sweden increased by 5.0%, which was in line with the full year growth of 5.6%. All of the net sales increases are organic growth since our reporting currency is SEK, and there are no acquisitions in Sweden. Adjusted EBITA in Sweden grew by 5.3%, despite a one-off -- of onetime trade in Q4 2018 with good margins that affects comparability. For the full year, the adjusted EBITA improved by 8.6% driven by higher net sales and good cost control while higher depreciations and amortization had a negative impact. Next slide, please. We have our cash flow slide. As expected for the fourth quarter, which is our invoicing season, adjusted operating cash flow was strong and in line with expectations. In total, the cash conversion was 156% in Q4 compared to 177% in Q4 2018. The lower conversion rate for the quarterly mainly reflects a onetime change in processes and timing of invoicing following the acquisition of Norstedts Juridik, resulting in a significant positive effect on the cash generation in 2018. On full year basis, Karnov generated more than SEK 0.25 billion in adjusted cash flow, corresponding to a cash conversion rate of 89% for the full year. The leverage is stable at a 2.7x. And as you can see from the graph, cash flow should continue to be strong in Q1 this year due to our normal invoicing seasonality. And now I'm handling over to Flemming, again, who will present our last slides.

[Flemming Breinholt, CEO, President & Head of Denmark]

Thank you, Dora. Please switch to the next slide. As Dora just stated, Karnov generated more than SEK 0.25 billion in adjusted cash flow for the full year 2019. We are a cash generating company with recurring cash from many subscriptions. Therefore, the Board has decided to propose our company's first dividend, which they proposed will be SEK 0.45 per share. The dividend proposal corresponds to approximately 30% of the PPA adjusted net profit since the listing, which is in line with our financial target, which is to pay an annual dividend in the range of 30% to 50% of this net profit. When proposing the dividend, the Board has taken not only Karnov's cash generation capabilities and unutilized credit lines into account, but also the stated objective to do additional investments and acquisitions. Next slide, please. I just want to conclude this presentation by summarizing Karnov's first year as a listed company. First, the performance during the full year 2019 has follow-up plan, and we are in line with the expectations that we communicated at the listing. Secondly, we have developed and completed the rollout of a new platform, JUNO, for Norstedts Juridic, and Karnov will further enhance the platform using feedback that we have received. Thirdly, we have created a strong financial base to grow from and can now focus on making our growth strategy happen. Fourthly, the Board has decided to propose a first dividend to the AGM. And by this, I'll end our presentation, and we are now ready to take questions. So I'll hand over the conference again to the host.

[Operator]

[Operator Instructions] The first question is from Daniel Ovin, Nordea.

[Daniel Ovin, Senior Analyst]

So I would like to start off with the extra investments that you're doing in Denmark. So I wonder maybe you can give some kind of indication of how much that impacted the margin? And also, is that margin would have been up if you exclude this? And then also on that same topic, maybe you can talk about if there is more to come in terms of these investments? And also if this is in response to increased competition, for example, Schultz adding more services going forward. That's the first question.

[Flemming Breinholt, CEO, President & Head of Denmark]

Thank you. We have been working for actually the last 24 months and actually looking into what would we do in improving the offering in Denmark when we were finalizing the -- all the work done in Sweden. And therefore, it's natural for us actually to put very much focus on this. And this is also as we have explained during earnings conference along the year. What has actually been going on is that we have implemented new go-to-market strategies. We have been validating products and also, thereby, getting a good grab on what we actually want to offer extra in the Danish market. And it is correct that there are also tendency of new competitive situation in the Danish market. But we also believe that with the position we have, with the strong offered content been resulted for more than 150 years that we still have a very, very competitive offering for the Danish market. And for us, it's actually a matter of how to continuously improve this and, thereby, meet our customers in 2 aspects, giving them even more certainty in their research and also further efficiency. So I hope this actually answer your question.

[Daniel Ovin, Senior Analyst]

Yes. Okay. There was just 2 parts on that also, and that was the question. Were the margin in Denmark have been up, excluding these investments? And also, how much more is there to come over the next few quarters?

[Flemming Breinholt, CEO, President & Head of Denmark]

First of all, of course, margin would have been up if we hadn't taken these offensive steps. And secondly, going forward, I would say that we are still sticking to our financial targets, and therefore, you could say that we are still in line and improving our margins in the mid-term, as we have also outlined at the IPO.

[Daniel Ovin, Senior Analyst]

Okay, great. Then just turning over to Sweden and also trying to get a sense there. If you would have -- can you give any flavor of how much that onetime trade -- the positive onetime trade last year, how much that impacted comparability? And also maybe you can talk about now that you've done extra investments in Denmark, is there also on the agenda that you will do the same in Sweden? That's the second question.

[Dora Brink Clausen, Group CFO]

I can start by saying that, as you know, trade comes and goes, and that is the main one-off thing that is really one-off. We can't control that one. So in Q4 2018, there was a significant -- that's why we are mentioning it, and that had a significant impact on the EBITA margin, I would say, in the range of between 1 and 2 percentage points.

[Flemming Breinholt, CEO, President & Head of Denmark]

Concerning the last part of your question. It is our intention actually to be and be seen and take our responsibility as the leading company in both Denmark and Sweden. And therefore, we will continuously develop our position, we will develop our offering, and we will also be looking into how actually to develop to get into new segments and others. And that is unchanged. And with all the integration job behind us, we will also get more muscles in order to actually do so, also in the Swedish market, going forward.

[Daniel Ovin, Senior Analyst]

Great. That's perfect. And then just a final question from me, if I may. On this JUNO integration, now when we have onboarded and that's more or less completed. Previously, you've been talking about SEK 7 million in synergies for 2019 and then SEK 19 million for 2020. So if we just try to talk about how this phases. I mean, first of all, I mean have we delivered on this guidance? And also, the SEK 7 million, are they coming through already in Q1? And also, how are the SEK 19 million for 2020, how are they playing out over the year 2020? That's my third and last question.

[Dora Brink Clausen, Group CFO]

Well, the first part about -- if we have actually finalized the synergy expectations, I would say, yes. Also as mentioned earlier, it came a little later this year than we expected from setout back in 2017, but we have finalized all part of the synergies within IT organization, living at one premises and only harvest one set of sources. So yes, we have finalized that part. And therefore, of course, we expect to have the full year effect of these synergies in 2020 coming in. With that said, of course, you are not supposed to just add the full synergies at the bottom line because we also have to take into expectations that there are also costs coming in. We have also noticed that there is -- now we have the full picture of the cost and consequences of being a listed company, also with higher attention to us. So therefore, we also have to have added cost for marketing, IT, security, et cetera. So therefore, you can't just take all the synergies and put them at the -- in the -- at the bottom line in the spreadsheet.

[Daniel Ovin, Senior Analyst]

Okay. But excluding that, so the SEK 19 million for 2020. If we try to isolate the extra costs -- so just in terms of synergies, how do you expect those to play out over 2020? When are you kind of realizing them and start seeing them in the numbers?

[Dora Brink Clausen, Group CFO]

We expect them to be the full year effect of actions taken in 2019. So therefore, they will be rather equal over the year.

[Operator]

The next question is from Predrag Savinovic, Carnegie.

[Predrag Savinovic, Research Analyst]

This is Predrag from Carnegie. Just following up on the previous discussion on the competitive landscape in Denmark. You did mention Schultz entering the market. You do not really believe they can take market share from you since your product is stronger, but could it potentially distort your plans on pricing increases going forward, which I assume you have some expectations of in the coming years.

[Flemming Breinholt, CEO, President & Head of Denmark]

First of all, it's important for me to outline that we, of course, always look carefully after what competitors are doing, and this we also do with this new attempt from Schultz, which has been in the market for many years. Secondly, you can say, we still believe, and we have a very strong offering and with the offensive steps we are taking that we will also continuously be able to keep our position, and therefore, also still developing our market, and also, you could say, our relationship with customers. Whether it will have any impact on possibilities of higher price increases, lower price increase, I think that is actually based on how much value are we able to bring forward to our clients and thereby, seeing how much are they actually willing to pay for this. And that is a little too early to say what will be outcomes in years to come, but we are quite confident that our offering is still strong. And with all the new extra elements that we are actually creating more value for our users.

[Predrag Savinovic, Research Analyst]

Okay, it's impressive. So one could say, this slides entirely in your hands pretty much on how well your product offering develops more than the market dynamics of them entering.

[Flemming Breinholt, CEO, President & Head of Denmark]

I think one also always have to have a great respect of all new things happening from competitors. But on the other hand, I also believe in what we are doing and all the info we are getting from market and so on. And we have the confidence that we will still be able to develop our offer. So it will not only be good, it will bring more value to our clients and thereby, also live up to a very high Net Promoter Score in the Danish market.

[Predrag Savinovic, Research Analyst]

Okay. And on product launches, you did mention some earlier. Are you more targeting to upsell on your existing client base? Or could you potentially even add a new client segments, say, grow your strength in the finance sector, et cetera? What are your ideas here?

[Flemming Breinholt, CEO, President & Head of Denmark]

We have a two-folded approach. One is to put the necessary strength into existing offering and also, thereby, upselling and more sales of services to existing customers. And the other hand, also looking to what are new developments capable of. For instance, we mentioned in the new verticals in procurement law will also open up for new segments, which today is not part of Karnov's natural customer base. So it is a combination of both doing more for existing and also looking into new segments. And this is also something we will be reverting to during the year.

[Predrag Savinovic, Research Analyst]

Okay. Great. And again, a follow up on Daniel's question earlier on the investments you take in Denmark and rightfully so. You did say that the margin would have been up in Denmark, but can you quantify more so we just get a little more sense of how -- what the difference would have been. Is it 39% adjusted? Or what are we looking at in terms of the figure?

[Flemming Breinholt, CEO, President & Head of Denmark]

I don't think it's -- we will step in actually giving further, you could say, guidance on that, but you can say that, it is a matter of that we have used technological resources for actually preparing and that means it has less capitalization in Denmark. We have setting out, spending quite some energy and cost for actually preparing. And all in all, you can say that it has had an effect on the result. But I don't want to get into more details around that.

[Predrag Savinovic, Research Analyst]

Okay. And final one for me. If we can get some more flavor. Maybe I missed it earlier in the conference, but on the write-down of the subsidiary during the quarter of builder subsidiary. What is the status of this acquisition now and going forward?

[Dora Brink Clausen, Group CFO]

Legal Cross Border? Yes. It's -- yes, that's a subsidiary we invested in, in 2017, and we have done this write-down due to accounting principles, but we have absolutely faith in the revenue and the product to be delivered and the revenue to come. It has been delayed compared to our first expectations.

[Operator]

There are no further questions. [Operator Instructions] As there are no further questions, I would like to hand back to the speakers for some closing words.

[Flemming Breinholt, CEO, President & Head of Denmark]

Thank you. Thank you, everyone, for listening and your questions. We will report our Q1 on May 5, and I hope to hear from you then, if not earlier. Thank you very much.

[Operator]

Ladies and gentlemen, thank you for your attendance. This call has been concluded. You may disconnect.