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Research: TMT
CREALOGIX is acquiring Innofis, a Barcelona-based digital banking competitor, for an undisclosed price, to expand its core digital banking business into the lucrative Middle Eastern markets. Noting that Innofis is fast growing and highly profitable, we would expect the value of the deal to be priced above the average of comparable transactions. As well as expanding the group’s geographical coverage the acquisition broadens its product offering and creates an opportunity to grow the employee base in a significantly lower-cost market. We estimate that the deal will boost the group’s operating margins by 200bp, but the level of value creation is dependent on the deal cost, and we are retaining our forecasts until more information is available.
Written by
CREALOGIX Group |
Expanding into the Middle Eastern markets |
Acquisition |
Software & comp services |
18 January 2018 |
Share price performance
Business description
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CREALOGIX Group is a research client of Edison Investment Research Limited |
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CREALOGIX is acquiring Innofis, a Barcelona-based digital banking competitor, for an undisclosed price, to expand its core digital banking business into the lucrative Middle Eastern markets. Noting that Innofis is fast growing and highly profitable, we would expect the value of the deal to be priced above the average of comparable transactions. As well as expanding the group’s geographical coverage the acquisition broadens its product offering and creates an opportunity to grow the employee base in a significantly lower-cost market. We estimate that the deal will boost the group’s operating margins by 200bp, but the level of value creation is dependent on the deal cost, and we are retaining our forecasts until more information is available.
Year |
Revenue (CHFm) |
PBT* |
EPS* |
DPS |
P/E |
Yield |
06/16 |
63.3 |
2.2 |
1.65 |
0.00 |
106.3 |
N/A |
06/17 |
74.9 |
5.0 |
2.67 |
0.50 |
65.6 |
0.3 |
06/18e |
82.3 |
8.1 |
5.24 |
1.00 |
33.4 |
0.6 |
06/19e |
89.7 |
10.5 |
6.89 |
1.50 |
25.4 |
0.9 |
Note: *PBT and EPS are normalised, excluding amortisation of acquired intangibles, exceptional items and share-based payments.
Acquisition of Innofis
The acquisition fits with the group’s strategy to target new markets and acquire customers and add product offerings. Innofis generates more than CHF10m of revenues and is highly profitable. CREALOGIX says the purchase will be mainly settled in CREALOGIX shares. David Moreno, the CEO and founder of Innofis, is selling his entire 98% shareholding and will hold more than 10% of the enlarged share capital; this suggests he would hold at least 145k CREALOGIX shares worth at least CHF25.4m at current market prices. Mr Moreno is staying with the company and will head its Middle Eastern operations.
Forecasts: Unchanged until we have more details
CREALOGIX has not disclosed precise details of the transaction and we need more information before we update our forecasts. Full details of the transaction will be available in a prospectus which is expected to be published before the end of March. While we could assume that two thirds of the consideration is in shares, the number of shares issued would depend on the share price used in the calculation. Based on the size of the share issue to the vendors, this would indicate a deal value of CHF35-40m at the current market price. Assuming that Innofis’s operating margins were 30%, we estimate that the acquisition would boost CREALOGIX’s operating margins by c 200bp. However, the level of earnings accretion and value creation will depend on the overall consideration, including the number of shares that will be issued.
Valuation: Deal solidifies the investment case
The acquisition creates a range of opportunities for management to accelerate revenue growth and boost margins. The stock trades on 33.4x our existing pre-deal earnings in FY18e, which falls to 25.4x in FY19e and to 22.5x in FY20e.
Acquisition of Innofis
CREALOGIX is buying Innofis for an undisclosed sum from David Moreno, its CEO and founder. The company says that most of the purchase price will be settle in shares, which suggests that potentially a third will be paid in cash and there is no mention of any deferred consideration. Given the size of the share issue, the company is issuing a prospectus and further details on the transaction will be given at the time of the results in March. David Moreno will become a member of the executive group management of CREALOGIX and will continue to be responsible for the Middle Eastern market. We understand that the reason the vendor chose to sell was because Innofis was looking for a strong partner to expand its markets.
Background on Innofis
Founded in 2012, Innofis has 120 staff, all of whom are based in Barcelona, Spain, which will increase the number of employees in the enlarged CREALOGIX group to c 540. Importantly, Innofis has tier one Middle Eastern bank customers, including NCB (National Commercial Bank) and the Al Rajhi Banking Corporation. This reflects the company’s strategy to focus on the Middle Eastern markets which require English speaking skills. Innofis has smaller customers also, including non-banking Spanish domestic customers, but c 90% of revenues relate to digital banking.
Innofis operates a similar business model as CREALOGIX with on premise licence and maintenance along with hosted offerings. There is a strong preference for the traditional on premise software licensing model in the Middle Eastern market. Innofis has been growing consistently in double digits and generated revenues of c CHF10m in the year to December 2017. Innofis is highly profitable, and noting its relatively low cost base in Spain and lucrative customer base, we understand that it has 30%+ operating margins.
Key attractions of Innofis to CREALOGIX
While there is clearly an overlap of products, Innofis adds some interesting products to the CREALOGIX portfolio including predictive analytics (for marketing), a SaaS-based digital loyalty programme (facilitates a points-based reward system for retail customers), and a suite of specific modules for Islamic banking. As the CREALOGIX Digital Banking Hub is open, these modules can be integrated easily (while CREALOGIX’s modules could also be integrated easily into the Innofis platform). Additionally, Innofis has greater experience with microservices, which will be advantageous for product development. Over time, the enlarged group will transition its customers to the CREALOGIX Digital Banking Hub and new customers will be encouraged to take the CREALOGIX platform.
CREALOGIX will aim to cross-sell its modules to Innofis customers, including its Wealth Management and Financial Advisory modules.
Previously without a Spanish office, CREALOGIX plans to take advantage of its new office infrastructure in Barcelona to prioritise staff growth in a market where staff are 50-75% cheaper than the group’s core markets of Switzerland and Germany.
CREALOGIX wants to benefit from what it sees as a strategic shift away from oil in the Middle East towards a more diversified working environment which will include the need for more digital banking.
Exhibit 1: Financial summary
CHF'000s |
2015 |
2016 |
2017 |
2018e |
2019e |
2020e |
|
Year end 30 June |
Swiss GAAP |
Swiss GAAP |
Swiss GAAP |
Swiss GAAP |
Swiss GAAP |
Swiss GAAP |
|
PROFIT & LOSS |
|||||||
Revenue |
|
49,307 |
63,317 |
74,858 |
82,345 |
89,707 |
97,090 |
Gross Profit |
37,017 |
51,693 |
59,695 |
67,198 |
74,814 |
82,428 |
|
EBITDA |
|
(10,555) |
3,696 |
7,304 |
9,879 |
12,170 |
13,983 |
Adjusted Operating Profit |
|
(11,815) |
2,264 |
5,916 |
8,579 |
10,920 |
12,783 |
Amortisation of acquired intangibles |
(1,616) |
(2,634) |
(1,799) |
(1,799) |
(1,799) |
(1,799) |
|
Exceptionals |
0 |
0 |
0 |
0 |
0 |
0 |
|
Operating Profit |
(13,431) |
(370) |
4,117 |
6,780 |
9,121 |
10,984 |
|
Associates |
(837) |
517 |
(21) |
250 |
263 |
276 |
|
Net Interest |
95 |
(630) |
(936) |
(750) |
(650) |
(100) |
|
Profit Before Tax (norm) |
|
(12,557) |
2,151 |
4,959 |
8,079 |
10,532 |
12,959 |
Profit Before Tax (Statutory) |
|
(14,173) |
(483) |
3,160 |
6,280 |
8,733 |
11,160 |
Tax |
3,899 |
(130) |
(1,751) |
(2,192) |
(2,876) |
(3,551) |
|
Profit After Tax (norm) |
(8,658) |
2,021 |
3,208 |
5,887 |
7,657 |
9,407 |
|
Profit After Tax (Statutory) |
(10,274) |
(613) |
1,409 |
4,088 |
5,858 |
7,608 |
|
Minority interest |
0 |
(270) |
(360) |
(198) |
(108) |
(58) |
|
Net income (norm) |
(8,658) |
1,751 |
2,848 |
5,689 |
7,549 |
9,349 |
|
Net income (Statutory) |
(10,274) |
(883) |
1,049 |
3,890 |
5,750 |
7,550 |
|
Average Number of Shares Outstanding (m) |
1.06 |
1.06 |
1.07 |
1.09 |
1.09 |
1.20 |
|
EPS - normalised (CHF) |
|
(8.13) |
1.65 |
2.67 |
5.24 |
6.89 |
7.80 |
EPS - Statutory (CHF) |
|
(9.65) |
(0.83) |
0.98 |
3.58 |
5.25 |
6.30 |
Dividend per share (CHF) |
2.00 |
0.00 |
0.50 |
1.00 |
1.50 |
2.00 |
|
Gross Margin (%) |
75.1 |
81.6 |
79.7 |
81.6 |
83.4 |
84.9 |
|
EBITDA Margin (%) |
(21.4) |
5.8 |
9.8 |
12.0 |
13.6 |
14.4 |
|
Op Margin (before GW and except.) (%) |
(24.0) |
3.6 |
7.9 |
10.4 |
12.2 |
13.2 |
|
BALANCE SHEET |
|||||||
Fixed Assets |
|
20,371 |
28,910 |
26,430 |
24,401 |
22,564 |
20,924 |
Intangible assets and deferred tax |
14,115 |
21,004 |
18,119 |
16,320 |
14,521 |
12,722 |
|
Tangible Assets |
1,869 |
1,595 |
1,385 |
1,155 |
1,117 |
1,276 |
|
Investments & pensions |
4,387 |
6,311 |
6,926 |
6,926 |
6,926 |
6,926 |
|
Current Assets |
|
28,217 |
48,275 |
52,495 |
60,847 |
67,792 |
78,161 |
Stocks |
3,447 |
3,661 |
3,419 |
3,761 |
4,097 |
4,434 |
|
Debtors |
11,633 |
17,119 |
15,301 |
16,831 |
18,336 |
19,845 |
|
Cash |
10,815 |
27,495 |
33,775 |
40,255 |
45,358 |
53,882 |
|
Current Liabilities |
|
(19,183) |
(24,752) |
(24,219) |
(26,546) |
(50,716) |
(31,253) |
Creditors |
(19,183) |
(24,752) |
(24,219) |
(26,546) |
(28,879) |
(31,253) |
|
Short term borrowings |
0 |
0 |
0 |
0 |
(21,837) |
0 |
|
Long Term Liabilities |
|
(2,723) |
(27,331) |
(25,191) |
(22,043) |
(206) |
(206) |
Long term borrowings |
0 |
(24,141) |
(24,005) |
(21,837) |
0 |
0 |
|
Other long term liabilities |
(2,723) |
(3,190) |
(1,186) |
(206) |
(206) |
(206) |
|
Net Assets |
|
26,682 |
25,102 |
29,515 |
36,660 |
39,434 |
67,626 |
CASH FLOW |
|||||||
Operating Cash Flow |
|
(4,503) |
1,281 |
9,735 |
10,291 |
12,618 |
14,469 |
Net Interest |
91 |
5 |
(616) |
(750) |
(650) |
(100) |
|
Tax |
(269) |
(144) |
(1,273) |
(1,178) |
(2,181) |
(2,844) |
|
Capex |
(1,018) |
(486) |
(862) |
(1,070) |
(1,211) |
(1,359) |
|
Acquisitions/disposals |
(4,158) |
(9,350) |
(346) |
0 |
(2,387) |
0 |
|
Financing |
925 |
1,504 |
(215) |
1,890 |
0 |
21,837 |
|
Dividends |
(2,126) |
0 |
0 |
(534) |
(1,086) |
(1,642) |
|
Net Cash Flow |
(11,058) |
(7,190) |
6,423 |
8,648 |
5,103 |
30,360 |
|
Opening net debt/(cash) |
|
(21,724) |
(10,815) |
(3,354) |
(9,770) |
(18,418) |
(23,521) |
Other |
149 |
(271) |
(7) |
0 |
0 |
0 |
|
Closing net debt/(cash) |
|
(10,815) |
(3,354) |
(9,770) |
(18,418) |
(23,521) |
(53,882) |
Source: CREALOGIX (historics), Edison Investment Research (forecasts).
|
|
Research: TMT
Esker’s Q4 revenue update confirms that the company hit its double-digit organic revenue growth target for FY17 and expects a similar performance in FY18. While FY17 revenues are ahead of our forecast, we make no changes to forecasts pending FY17 results on 22 March, when the company will report profitability for the year.