Financial Highlights

·      Revenue increased to £10.7m (2016: £8.5m)

·      Gross margin increased to 64.3% (2016: 61.1%)

·      Adjusted profit before tax* increased to £1,309,000 (2016: £779,000)

·      Profit before tax increased to £903,000 (2016: 496,000)

·      Basic earnings per share 1.17p (2016: 1.17p)

 

* before acquisition costs, amortisation of acquired intangibles, reorganisation costs and share based payments

 

Operational Highlights

 

·      Continued the buy and build policy with a third acquisition in less than three years. Successful £3.1m equity fundraising enabled us to acquire Astles Control Systems Limited

 

Directorate Appointment

The Company also announces the appointment of David Tilston as Non-Executive Director, with immediate effect.

David has over 30 years’ experience in finance functions within public companies. Most recently, David held the role of Interim Group CFO at the LSE Main Market listed company Consort Medical plc. Prior to that, David held senior finance roles at Innovia Group, Mouchel Group plc, Findel plc, SABMiller plc and SThree plc.

 

Ken Ford, Chairman of SDI said:

“The Board expects SDI to make good progress over the coming financial year as we continue to pursue our strategy of organic and acquisitive growth. The positive contribution of Sentek and Artemis CCD via their global OEM business, as well as direct sales of Synbiosis and Astles products, are expected to drive continued growth and profitability.“

 

FOR FURTHER INFORMATION

 

Scientific Digital Imaging Plc Ken Ford, Chairman Mike Creedon, Chief Executive Officer www.scientificdigitalimaging.com	01223 727144
finnCap Ltd            Ed Frisby/Kate Bannatyne – Corporate Finance Mia Gardner/Camille Gochez – Corporate Broking	020 7220 0500
JW Communications Julia Wilson – Investor & Public Relations	07818 430 877

 

About SDI:

Scientific Digital Imaging plc designs and manufactures scientific and technology products for use in applications including life sciences, healthcare, astronomy, consumer manufacturing and art conservation. SDI intends to continue to grow through its own technology advancements as well as strategic, complementary acquisitions.

 

The information communicated in this announcement is inside information for the purposes of Article 7 of Regulation 596/2014.

The following disclosures are required regarding David Tilston’s appointment pursuant to Schedule Two paragraph (g) of the AIM Rules for Companies:

Full Name:              David Frank Tilston FCA

Age:                       59     

Current directorships and partnerships:

Hexameter Services Limited

 

Past directorships and partnerships held over the last 5 years:

CCL Secure (Holding) Limited

CCL Secure Limited

Consort Medical plc

Innovia Group (Finance) Ltd

Innovia Group (Finance 1) Ltd

Innovia Group (Finance 2) Ltd

Innovia Group (Holding 1) Ltd

Innovia Group (Holding 2) Ltd

Innovia Group (Holding 3) Ltd

Innovia Group (Holding 2014) Ltd

Sepura plc

 

David has no shareholding in the Company.

No further disclosure is required under AIM Rule 17 and Schedule Two paragraph (g) of the AIM Rules for Companies with respect to David Tilston.

 

 

 

 

Chairman’s Statement

 

Performance

 

The financial year to 30 April 2017 was a successful year for Scientific Digital Imaging plc (“SDI”) with increased turnover, profit and earnings per share. We completed another successful fundraising and acquired Astles Control Systems Limited ‘Astles’, a major supplier of chemical dosing and control equipment with a useful recurring revenue stream. The addition of a profitable business which uses products from Sentek, one of our other recent acquisitions, will further balance our portfolio of technologies and exposure to risk.

Having raised £3.1 million in 2016, we are continuing to pursue our successful buy and build strategy. We have identified several potential acquisitions with technologies which will complement our existing portfolio.

SDI has increased the footprint and in-house capabilities of its manufacturing facilities and continues to invest in research and development to maintain the Company’s technology expertise and output capacity.

Astles did not contribute a full year’s revenue in FY17 because the firm was only acquired in January 2017 but we expect our new acquisition will enhance earnings for the Group in its first full year of ownership.

Sentek exceeded its sales forecast and this is due in part to an expansion of the OEM side of the business, where large contracts have been negotiated for the supply of sensors with major life science and healthcare firms.

Atik Cameras also exceeded its forecast, driven mainly by sales of bespoke and off-the-shelf cameras to OEM customers in the life science sector. Synbiosis has seen good sales growth of its ProtoCOL 3 system in pharmaceutical markets for vaccine and antibiotic testing where the division has added new analysis software.

Opus, the camera for the art market, generated good steady sales.

Synbiosis, the colony counting division of Synoptics also showed growth in sales. Synoptics reduced its cost base towards the end of the financial year which we should see the benefit of in the current year.

People

On behalf of the Board, I would like to thank all our staff for their hard work in ensuring that our products are manufactured to budget targets and meet our OEM and direct customers’ current and future needs.

Outlook

The Board expects SDI to make good progress over the coming financial year as we continue to pursue our strategy of organic and acquisitive growth. The positive contribution of Sentek and Atik via their global OEM business, as well as direct sales of Synbiosis and Astles products, are expected to drive continued growth and profitability. The Board is confident that SDI is now in an excellent position for profitable growth through increased revenue and the potential for additional acquisitions in 2017/18. The Board views the current financial year very positively.

Ken Ford

Chairman

25 July 2017

Chief Executive’s Operating Report

 

SDI designs and manufactures scientific products for use in applications including life sciences, healthcare, astronomy and art conservation, through its Synoptics Divisions (Syngene, Synbiosis and Synoptics Health), and its Atik Cameras brands (Atik, Artemis CCD and Osiris). SDI also develops and manufactures electrochemical sensors through Sentek, as well as chemical dosing and control equipment via Astles.

Atik Cameras

Atik Cameras designs and manufactures highly sensitive cameras. These are marketed for life science and industrial applications under its Artemis brand and for deep-sky astronomy imaging as Atik cameras. During the year, development and manufacturing of Opus Instruments’ OSIRIS camera for art conservation and restoration has been taken in-house by Atik Cameras. Integrating a complementary imaging technology into the Atik Cameras portfolio, ensures economies of scale in terms of overheads and development costs will be achieved going forward.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

Atik Cameras has continued to increase sales and profitability of its CCD cameras in the life science industry this year. Sales of cameras to OEM customers, including intra-company sales to SDI’s Synoptics group now account for around 80% of turnover. Atik Cameras’ strategy of offering a bespoke approach to potential OEM customers has resulted in an agreement with one of the world’s leading life science companies, to design and supply high quality CCD cameras for new high-end laboratory analysis systems. These are aimed at the US market and are expected to sell well throughout 2017/18 and provide a steady revenue stream. Atik Cameras is seeking additional opportunities with new OEM clients.

Sales to amateur astronomers have also grown. To expand the portfolio, at the end of 2016, Atik Cameras introduced a high-resolution astrophotography camera, the Atik 16200. This offers astronomers who have used an entry level Atik camera the choice of a high specification camera from a brand they trust that enables them to capture more detailed star images.

The company is assessing using CMOS (Complementary Metal-Oxide-Semiconductor) sensors instead of CCDs in some of its cameras. These are less expensive than CCD-based sensors, offering the opportunity to increase profitability of some camera products without compromising on image quality. Atik Cameras will be introducing prototype cameras with CMOS sensors later in 2017.

To keep pace with the increase in new product development and manufacturing, Atik Cameras has increased the size of its facility in Lisbon and has successfully attained ISO 9001 accreditation to demonstrate that it can provide cameras that meet major life science customers’ high specifications and regulatory requirements. The division has also invested in software design staff and in-house CAD engineering capabilities to ensure customer driven product development can be fulfilled.

Opus Instruments

The Opus OSIRIS camera was developed as a collaboration with the National Gallery. The camera is now a world leader in the field of Infrared Reflectography and is now being manufactured by Atik Cameras. Demand for the OSIRIS camera throughout the year remained steady and sales to prestigious institutions, including the Van Gogh Museum in The Netherlands, continue.

Atik Cameras is developing an upgraded, higher specification version of the OSIRIS camera which it expects to launch in 2018. This will be marketed to customers who have the first-generation OSIRIS camera as many have expressed the need for this type of camera.

Artemis CCD is confident the strong demand for its cameras by life science OEMs, as well as the amateur astronomy and art conservation markets will ensure the division contributes profitable revenues to the SDI Group in the coming year. 

Astles

Astles was acquired by SDI in January 2017 and is a supplier of chemical dosing and control systems to different manufacturing industries including manufacturers of beverage cans, engineering and motor components, white goods, architectural aluminium and steel. The company supplies equipment with an average product life of 10 years, as well as repeat business consumables.

The company has seen a 19% sales growth in 2016/17, mostly from direct sales to European and Asia-Pacific markets and is currently developing an in-house toroidal conductivity sensor which it will be trialling its chemical dosing and control systems throughout 2017. Additionally, Astles utilises many of Sentek’s electrochemical sensors in its product range, so like Atik Cameras, will contribute to intra-Group revenues and presents an opportunity to cross-promote Sentek’s sensors to Astles’ customers in the coming year.

The Board believes that the integration risk relating to the acquisition of Astles by SDI is low and will increase SDI’s repeat business revenue streams utilising its existing staff level and premises. The acquisition of Astles is expected to be earnings enhancing in the first full year of ownership.

Sentek

Sentek manufactures and markets off-the shelf and custom-made electrochemical sensors for water based applications. These sensors are used in laboratory analysis, in food, beverage and personal care manufacture, as well as the leisure industry. Sentek’s electrodes have a working life of only 6-12 months, and must be replaced regularly, providing a repeat business revenue model for the SDI Group.

Sentek had a strong year with 30 percent growth in sales with growth across all sectors the company serves. The company’s European sales were above forecast, due in part to the weakness of sterling against the euro resulting in Sentek products becoming more competitively priced. During the period, Sentek negotiated an exclusive contract to supply single-use sensors with a major life science company. These are utilised in disposable bioreactors in pharmaceutical and biotech companies for developing biological drugs. The use of these bioreactors is estimated to grow globally at around 20 percent annually until 2020, providing Sentek with an additional growing revenue stream.

Sentek continues to supply a large healthcare company with sensors for its blood gas analysers, has secured new business to produce sensors for a major European swimming pool client and is growing sales of sensors to the laboratory sector via its dealer network.

To service the extra sales demand, Sentek has recruited additional manufacturing staff and in-house analytical chemistry expertise to ensure product quality is maintained and application support is increased. During the coming year, Sentek is assessing new types of glass for sensors, which will adhere to EU directives and is putting in place on-line marketing strategies to make new and existing customers aware of its sensor portfolio.

Sentek believes the combination of its OEM business and direct sales via dealers will provide a growing revenue stream for 2017 and will continue to be earnings enhancing for the SDI Group.

Synoptics 

Synoptics designs and manufactures scientific instruments based on digital imaging, for the life science research, microbiology and healthcare markets. Synoptics is the largest of the SDI companies and its divisions offer product brands including G:BOX, ProtoCOL 3, ChromaZona and ProReveal, each targeting a different sector of these markets.

Synbiosis 

Synbiosis provides automated and manual systems for microbiological testing in food, water, pharmaceutical and clinical applications. In 2016, the Division introduced a Minimum Inhibitory Concentration (MIC) point module for the eAST software to automate analysis of antimicrobial susceptibility testing (AST). The software module runs on Synbiosis’ ProtoCOL 3 and ChromaZona systems, making it easier for scientists to measure antibiotic resistance according to quality standards such as EUCAST and CLSI. The introduction of the new software module has increased awareness of ProtoCOL 3 across all territories, resulting in multiple orders for the systems globally in major pharmaceutical companies where ProtoCOL 3 is being used for testing human and veterinary antibiotics and vaccines.

To capitalise on this interest, Synbiosis has partnered with UNISTAT, a supplier of the pharmaceutical industries’ most widely used bioassay analysis software to enable data transfer from the ProtoCOL 3 system. Synbiosis is now marketing the integrated statistics software under licence from UNISTAT and is beginning to see sales of this product alongside its ProtoCOL 3.

In 2016, Synbiosis also introduced ChromaZona, an in-vitro diagnostic (IVD) certified system for microbial identification, ensuring ChromaZona is suitable for use in clinical diagnostic markets, a sector that Synbiosis has not previously serviced. The system was shown in 2016 at ECMID, a leading clinical show where it proved popular and Synbiosis is beginning to see interest in this new market segment.

Synbiosis expects the new software packages coupled with new and existing automation for antimicrobial resistance and vaccine testing will continue to deliver profitable growth in the coming year.

Syngene 

Syngene develops and manufactures systems and software for analysing gels and blots. The market for image analysers is mature and Syngene continues to experience pricing competition. To address this need in 2016, Syngene introduced NuGenius, a new, entry level imager, which uses a Raspberry Pi processor. This product is now selling well worldwide.

To address the North American market specifically, Syngene is developing the G:BOX mini, a new competitively priced small foot print version of its popular G:BOX. This system includes the option to add high specification LED lighting for imaging performance, yet its smaller darkroom has a lower build cost making this a competitively priced high-end imager.

In 2017, Syngene is assessing its product portfolio and will discontinue systems with a low profit margin leaving a smaller more focused range. While this may affect sales turnover, it is expected to increase the division’s profitability through increasing economies of scale with component purchasing and reducing build costs. Additionally, to ensure excellent service, Syngene staff are actively visiting and assessing its worldwide network of new and existing distributors to provide the required levels of training and support. By supplying a smaller range of competitively priced imaging systems, Syngene expects to increase its profitability in the coming year.

Synoptics Health

Synoptics Health manufactures and supplies ProReveal, a highly sensitive fluorescence-based patented protein detection test for checking the presence of residual protein on surgical instruments after going through a washer disinfector process. This cost-effective test conforms to BS EN ISO 15883-1 and delivers objective, visual and measurable results. Taking less than five minutes to carry out, ProReveal generates results as a visual display of the presence (or absence) of any protein and these results can be documented and archived as proof of process cleanliness.

ProReveal is the only commercial test on the market of which we are aware that complies with new UK Department of Health (DoH) guidelines published in July 2016 (https://www.gov.uk/government/publications/management-and-decontamination-of-surgical-instruments-used-in-acute-care) for preventing iatrogenic variant Creutzfeldt-Jakob disease (vCJD) infection. These guidelines state that protein levels on a surgical instrument should be measured directly on the surface rather than by swabbing or other commonly used methods.

 

The DoH has stated that instruments likely to be in contact with high risk tissue, neurological for example, are expected to move to in situ protein detection methodologies by 1st July 2017.

 

This has resulted in ProReveal being trialled by NHS hospitals across the UK and the sale in 2017 of eight systems to prestigious teaching hospitals specialising in neurosurgery and orthopaedics in Wales, Northern Ireland and England. Since ProReveal requires a spray to perform the test, the sale of systems will result in a recurring revenue stream from its associated consumables.

Synoptics Health believes the awareness creating sales combined with the enforcement of the new DoH guidelines will produce a steady uptake of ProReveal in NHS hospitals, and is expecting increased profitability for the division in the coming year.  

With a range of different businesses that cover diverse technology sectors and geographical markets in the SDI Group, our portfolio is now achieving the right balance for growth and profitability. We are confident that the outlook for SDI in the next year will remain positive.

 

Mike Creedon

Chief Executive Officer

25 July 2017

 

STRATEGIC REPORT

Principal activity and business review

The Scientific Digital Imaging Plc Group (SDI) designs and manufactures scientific and technology products for use in applications including life sciences, healthcare, astronomy, consumer manufacturing and art conservation.

 

The Board intends to pursue a strategy of acquiring related companies, as well as seeking to generate organic growth. The Board believes there are many businesses operating within the market, a number of which have not achieved critical mass, and that this presents an ideal opportunity for consolidation. This strategy will be primarily focused within Europe but, where opportunities exist, acquisitions in the United States and elsewhere will also be considered. The acquisition of Artemis and Perseu represented the first step in the implementation of this strategy in 2008 followed by the acquisition of Opus Instruments in 2014 the acquisition of Sentek in October 2015 and recently in January 2017 the acquisition of Astles Control Systems.

 

The Chairman’s Statement and Chief Executive’s Operating Report, which appear on pages 1 to 6, give an overview of the performance of the Group during the year and likely future developments.

Key Performance Indicators

 

The key financial performance indicators (KPI’s) used to monitor the business include the order pipeline, revenue, gross profit, operating profit, cash and earnings per share. The KPI’s are reviewed on a monthly basis against budget by the Directors and management in respect of changes within periods and changes between reporting periods.

The non-financial key performance indicators are monitoring cost and timelines for research and development projects compared to project management targets.

Group Summary

Group revenue for the year is £10.7m (2016: £8.5m)

Gross profit increased to £6.9m (2016: £5.2m) with increased gross margin at 64.5% (2016: 61.1%).

Operating profit for the year was £964k (2016: £536k) and £1,218m (2016: £738k) before reorganisation costs, acquisition costs and share based payments

Investment in R&D

Total research and development in the current year was £781k, representing 7.3% of Group sales (2016: £596k representing 7.0% of Group sales). Under IFRS we are required to capitalise certain development expenditure and in the year ended 30 April 2017 £630k (2016: £476k) of cost was capitalised and added to the balance sheet. This expenditure represents the Group’s investment in new product development. The amortisation charge for 2017 was £404k (2016: £366k). The carrying value of the capitalised development at 30 April 2017 was £1,108k (2016: £882k) to be amortised between 3 -5 years.  

 

Reorganisation Costs

The Board carries out a thorough review of the operations and structures of the Group which gave rise to £87k (2016: £17k) of costs from the review and reorganisation incurred in 2016.

Acquisition and Fundraising Costs

£165k of costs relate to the acquisition of Astles Control Systems. In 2016 the Group incurred £178k of costs relating to the acquisition of Sentek.

Earnings per Share

Basic earnings per share for Group was 1.17p (2016: 1.17p) and diluted earnings per share for the Group was 1.24p (2016: 1.15p).  

 

Finance Costs and Income

Net financing expense was £61k (2016: £40k). 

 

Taxation

The tax charge of £75k (2016: £75k credit) arising through improved profitability.

 

Cash Flow

During the year the Group increased cash generated from operating activities to £2.00m (2016:£1.26m) and reported a cash balance of £2.35m (2016: £1.71m) at the year end. Net debt including deferred consideration to be paid shortly in relation to the recent Astles acquisition stood at £212k (2016: net cash £993k).

 

In January 2017 the Group raised £3.1m through an issue of 23.8m new shares at 13p. The funds raised were used to acquire Astles Control Systems Limited.

 

Principal risks and uncertainties

The following represent, in the opinion of the Board, the principal risks of the business. It is not a complete list of all the risks and the priority, impact and likelihood of the risks may change over time.

Dependence on key distributors

 

Failure to effectively manage our distributors of products could damage customer confidence and adversely affect our revenues and profits.

 

In order to mitigate this risk the Group has a team dedicated to maintaining close relationships with our distributors.

 

Competition

 

Competition from direct competitors or third party technologies could impact upon our market share and pricing.

In order to mitigate this risk the Group continues to invest in researching its markets and continues to offer new products in response to changing customer preferences. In addition the Group invests in research and development to maintain its competitive advantage.

 

Currency translation

The results for the Group’s overseas businesses are translated into Pounds Sterling at the average exchange rates for the relevant year. The balance sheets of overseas businesses are translated into Pounds Sterling at the relevant exchange rate at the year end. Exchange gains or losses from translating these items from one year to the next are recorded in other comprehensive income.

As with the majority of international companies, the Group’s UK and overseas businesses purchase goods and services, and sell some of their products, in non-functional currencies. Where possible, the Group nets such exposures or keeps this exposure to a minimum. The Group’s principal exposure is to US Dollar and Euro currency fluctuations.

 

Going concern

The Group’s business activities, together with the factors likely to affect its future development, performance and position are set out within this Strategic report. The financial position of the Group, its cash flows, liquidity position and borrowing facilities are described on pages 7 – 10. In addition, notes to the financial statements include the Group’s objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and hedging activities; and its exposures to credit risk and liquidity risk. The Board has prepared forecasts for the period to 31 August 2018. These reflect the sales projections for new products coming on stream as a result of the Group’s research and development activity and continued cost management. The Group meets its cash flow and borrowing requirements through an invoice discounting facility which is a 12 month rolling contract and a bank loan as detailed in note 19. The Board’s forecasts indicate that the Group will continue to trade within its existing facilities with scope to further manage its cost base if necessary. The Board is confident that continued focus on research and development, new product development and sales & marketing will deliver growth. The Board considers that the Group will have adequate cash resources within its existing facilities to continue to trade for the foreseeable future and therefore continue to adopt the going concern basis of accounting in preparing the annual financial statements.

Acquisition strategy

The Board plans to make acquisitions of businesses if the targets fit appropriately into the Group by strengthening our product range and existing technologies, offering new and attractive routes to market, high performance and motivated management and a proven track record.

 

The successful implementation of our acquisition strategy depends on our ability to identify targets, in completing the transactions, to achieve an acceptable rate of return, and to successfully integrate the business in a timely manner post acquisition.

 

An example of the acquisition strategy is the acquisition of Astles Control Systems Limited this year. The deal is earnings enhancing, creates a scientific instrument company with a strong top and bottom line and diversifies the Group into a new sector of scientific instrumentation.

Summary

The Strategic report, which incorporates the Chairman’s Statement, Chief Executive’s Operating Report and Strategic report was approved by the Board of Directors, and signed on its behalf by

 

 

Mike Creedon

Chief Executive Officer

 

6.   REPORT AND ACCOUNTS AND AGM

 

The financial information set out above does not constitute the Group’s statutory Report and Accounts for the years ended 30 April 2017 or 2016 but is derived from the 2017 Report and Accounts. The Report and Accounts for 2016 have been delivered to the Registrar of Companies and those for 2017 will be delivered in due course. The external auditor has reported on the 2017 Report and Accounts; the report was (i) unqualified, (ii) did not include references to any matters to which the external auditor drew attention by way of emphasis without qualifying the reports and (iii) did not contain statements under section 498(2) or (3) of the Companies Act 2006.

 

The Group’s statutory Report and Accounts for the year ended 30 April 2017 are available to view on the Company’s website: www.scientificdigitalimaging.com and will be sent, together with a notice of AGM, to shareholders shortly.

The Company’s Annual General Meeting is due to take place at 11.00 am at the offices of Mills & Reeve at Botanic House, 100 Hills Road, Cambridge CB2 1PH on 26 September 2017.