and 2020 agmpresentation final 20200518 · 2020-05-18 · §you can ask questions via the chat at...
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© AND International Publishers N.V.
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© AND International Publishers N.V.
LOCATION-AWARE CONTENT WHICH ADVANCES SAFETY AND SUSTAINABILITY
General Shareholders Meeting19 May 2020
© AND International Publishers N.V.
1. OpeningChairman – Kees Molenaar
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1. Opening of the meeting by the Chairman of the Board2. Announcements & Business Update3. Minutes of the GMS of May 16th, 2019 (discussion item)4. Supervisory Board Report 2019 (discussion item)5. Remuneration policy 2019 (discussion item)6. Annual Report 2019
a. Proposal to adopt the financial statements (voting item)
b. Policy on result allocation (discussion item)c. Proposal to not issue a dividend over 2019
(discussion item)d. Corporate Governance (discussion item)e. Discharge to Board of Management (voting item) f. Discharge to Supervisory Board (voting item)
1. Opening & Agenda for today’s meeting
7. Proposals to authorize (extend authority of) the Board of Management to:
a. Nominate a Statutory Auditor (voting item)b. Extension to issue shares (including the authority
to allocate certain rights to shares (voting item)c. Extension to grant, limit or exclude priority rights
(voting item) 8. Convertible loan and the issuance of the conversion
right (max number of 700,401 shares) (voting item)9. Re-appoint Mr. B.J. Glick as member of the Supervisory
Board (voting item)10. Appoint Mr. I. Vleeschouwers as member of the
Management Board and CFO of the company (voting item)
11. Business update (moved into point 2)12. Any other business13. Closing of the Shareholders meeting
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2. Announcement & Business UpdateCEO - Thierry Jaccoud
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This presentation contains statements about management's future expectations, plans and prospects of our business that constitute forward-looking statements, which are found in various places throughout the press release, including, but not limited to, statements relating to expectations of orders, net sales, timing of purchases of product and services by customers. The use of words such as “anticipate”, “estimate”, “expect”, “can”, “intend”, “believes”, “may”, “plan”, “predict”, “project”, “forecast”, “will”, “would”, and similar expressions are intended to identify forward looking statements, although not all forward looking statements contain these identifying words. The financial guidance set forth under the heading “Outlook” contains such forward-looking statements. While these forward looking statements represent our judgments and expectations concerning the development of our business, a number of risks, uncertainties and other important factors could cause actual developments and results to differ materially from those contained in forward looking statements, including any inability to maintain continued demand for our products; failure of anticipated orders to materialize or postponement or cancellation of orders, generally without charges; the volatility in the demand for digital maps and services; failure to develop new and enhanced products and introduce them at competitive price levels; failure to adequately decrease costs and expenses as revenues decline; loss of significant customers, including through consolidation or the emergence of industry alliances; lengthening of the sales cycle; acts of terrorism and violence; disruption or failure of our information technology systems; inability to forecast demand and availability for our services; the integrity of product pricing and protection of our intellectual property in foreign jurisdictions; risks, such as changes in trade regulations, currency fluctuations, political instability and war, associated with substantial foreign customers, suppliers and foreign manufacturing operations, particularly to the extent occurring in the NorthAmerican region; potential instability in foreign capital markets; the risk of failure to successfully manage our diverse operations; any inability to attract and retain skilled personnel; those additional risk factors set forth in our annual report for the year ended December 31,2019; and other key factors that could adversely affect our businesses and financial performance contained in our filings and reports, including our statutory consolidated statements. We expressly disclaim any obligation to update or alter our forward-looking statements whether as a result of new information, future events or otherwise.
2. Announcement - Safe Harbor Statement
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§ Achievements 2019§ Business Review § Trading Update
2. Business Update
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Operations
§ Re-established mapping production in India § Improved freshness and coverage of AND
Digital Map§ Established in-house knowledge of APIs§ Team development and hiring of new talents§ Focus on productization and innovation
2. Business Update - Achievements 2019
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Customer satisfaction
§ Managed to stop data license sales drop§ Kept most long-term customer contracts§ Improved relationship with global key
customers§ Very positive feedback for AND's Geocoder
2. Business Update - Achievements 2019
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Products & Projects
§ Relaunched AND.com§ Launched New Developer portal§ Launched High Alert Zones§ Launched first modern APIs§ TalkingMaps® milestone reached § Completed MapFusion tools phase II
2. Business Update - Achievements 2019
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Sales & Marketing
§ Extended the sales team for SMB§ Added dedicated marketing personnel§ New corporate website & brand design§ Started marketing automation§ New business with 70% recurring revenue§ Added new customers
2. Business Update - Achievements 2019
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Strategy update
§ Revised HD Maps strategy§ Confirmed interest in Safety & Sustainability
enabled location-aware content§ Kept our strong recognition on location-data
search, aggregation and delivery§ Legacy in marketing, process, products and HR
2. Business Update - Achievements 2019
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A. Market
B. Strategy
C. AND Product Overview
D. 2020 Catch Up Plan
E. Summary
2. Business Update – Business Review
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§ New market research on safety and sustainability
§ Market is larger than expected§ City planning and smart city largest
share and growth potential§ Safety application well supported by
government interest and public § API is 60% of business
A. Market Information
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§ Largest segment in digital map applications§ Several applications
• real-estate development, utilities management, transportation, environment and government services
§ Enabling high living standards for the citizens of a country
§ Wide development and investment in smart-cities
A. Market Study - Sustainability
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§ Traffic and criminal safety is biggest concerns of governments across the world
§ Governments have implemented numerous programs and systems to improve the safety of their citizens
§ Governments are keeping datasets of accident to improve information and response
§ Safety applications are less commercially driven
A. Market Study - Safety
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§ API revenue is >60% of total business today
§ CAGR >13% until 2025
§ Sustainability related content largest contributor
§ City planning and smart city largest segment
§ Navigation software relatively low due to free options
A. Market Overview (EU + NA)
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§ Sustainability related content 80%
§ Safety fastest growth rate
A. Market Development
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A. Market – Most promising applications
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B. AND Vision & Mission
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1. Overcome technical, sales and marketing legacy2. Maintain services and basic map content3. Scale data sales via APIs and increase sales & marketing efforts4. Identify and launch new niche premium products & services focused on
safety & sustainability 5. Generate recurring revenue as a priority
Build on 3 Product axes : Services - Standard Products - Premium Products
B. Strategy - Overview
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C. Products & Services Overview
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§ In the past, AND was focused on services – high profit, low predictability and recurring revenue§ Now, AND is expanding its offering with standard and premium products to improve predictability
of deals and recurring revenue
C. Product & Market Strategy
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Product Group Profit Plannability of deals
Recurring revenue
AND’sPositioning
Limiting factors
Location-intelligence
ServicesHigh Low Low Expertise, Flexibility and
speed
Limited number of customers and predictability
Standard Content Products
Low High High Attractive price, self-service
Online reputation and awareness
Premium Products High Medium Medium Authoritative content Resources and time to
market
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DescriptionLocation-Intelligence
Service Typical Customers
Research, Data Collection and Consolidation
Global or local research of location-aware data sources. Collection and creation of data and consolidation into a consistent location-
aware database and/or API
Map aggregators companies, Content creators, Value added
resellers
Geo-analytics and NormalizationLocation-aware content puzzles solving, analytics, normalization and quality and
consistency checks
Map aggregators companies, Navigation solution vendors, Value
added resellers
Global Sources Search Service Location-aware content global search, evaluation, benchmarking, reporting
Content aggregator, Value Added resellers
C. Location Intelligence Services
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Description Products Use Cases
Global Digital Map and Administrative information
AND’s core location-aware content product based on robust quality process and leveraging our efficient production
Digital Map, Navigation MapOSM/AND Tile Server
AND MatrixAdmin and ZIP Database
ZIP+4 for USA
Geo-Marketing, GIS applications, Map Display, Routing, Websites
Geo-location SuiteProducts built around transforming location
into knowledge enabled via AND content and software
Geo-Coder, Geo-Boundaries, Geo-Access Expenses
Asset tracking, RetailGeo-Catching
Geo-Planning SuiteProducts built around tactical and strategic
planning around locationsTime Distance Matrix, IsoChrone/Lines
Logistic planning, Asset management, Location enabled
applications , Real estate planning
Partner Products
Series of Products available at AND through our partner network
German Schools and Kindergarten databaseDisputed Boarders Database and Maritime
BoardersGeo-Marketing, Geo-Fencing
C. Location-Aware Content Products
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Description Products Use Cases
High Alert ZonesSpecific map agnostic zones where mobility
drivers shall be very alert to reduce accidents
High Alert Zones – Schools E-Horizon, Government planning , Real estate planning
Authoritative Speed LimitsAND curated and verified legal speed limits
on major roadsTalkingMaps® Netherland Mobile Apps, E-Horizon application,
Government asset management
Safety & Sustainability InnovationsProducts built around tactical and strategic
planning around locations
SmartMaps based on AND MapFusion® Technology
And other innovations to come
Digital twins, HD Maps, Real estate, Smart City planning
Partner Products
Series of Products available at AND through our partner network Global Sovereign Territory Limits Geo-Marketing, Geo-Fencing,
maritime safety application
C. Premium Location-Aware Content
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1. Push enterprise sales activities to increase our location-intelligence services
2. Direct Marketing and telesales to +20’000 contacts to promote Location-content and APIs
3. Launch a new premium Digital Map Service for public places like Campgrounds, Golf courses and Industrial areas
D. 2020 catch up plan
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§ In 2019, we initiated the turnaround and cleansing of legacy processes
§ We started 2020 with a good pipeline and now have a clear product roadmap
§ Action plan in place to counteract the anti-pandemic measures
§ Focus on sales and marketing execution§ App planned to demonstrate AND
technology and support our strategy
E .Summary
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§ YTD 2020 Order intake ahead of 2019 order intake at this time.
§ The first quarter revenue was 0.1M Euro lower than 2019 Q1 primary due to:
• one offs in February 2019 (HD maps, Russia address data) not recurring in 2020;
• Covid-19 impact on 2020 booking of new opportunities and slow conversion of backlog;
§ Completed 3 significant projects on location-data validation and aggregation for a large global IT Company.
§ Signed licence agreement with RealScenario to integrate our USA ZIP+4 information and San Francisco detailed neighbourhood information into their RealZip product published on SalesForce AppExchange since May 1st.
§ Signed a new exclusive content creation and aggregation contract with a major global company, which will lead to a new premium location product for AND soon.
§ Secured major 2020 contracts licences payments
§ Reached over 30+ Mio calls on our API and MapTiler platform per month
§ Launched our Geo-Location API and Geo-Planning suites
§ Launch fully redesigned Developer portal with new competitive “all you can eat” price model
§ Ivo Vleeschouwers joined AND from April 1st as CFO.
§ On track delivery of the 2020 product & services roadmap.
2. Business & Trading Update
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Supporting geoHealtApp with technologie and content to combat COVID-19
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3. Minutes GMS May 16th 2019Chairman – Kees Molenaar
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§ Copies of last years minutes provided to GMS attendees;
3. Minutes GMS May 16th 2019
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4. Report Supervisory Board on results 2019Chairman – Kees Molenaar
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§ Talking points Report Supervisory Board
4. Report Supervisory Board on results 2019
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5. Implementation remuneration policy 2019 Chairman – Kees Molenaar
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§ Talking points remuneration policy 2019
5. Implementation remuneration policy 2019
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6. Annual Accounts - Financial UpdateCFO - Ivo Vleeschouwers
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§ Declining revenue trend stopped (+6% YoY)§ Operation expenses flat while investing in
sales and marketing§ Net operating result up by 0.1M Euro§ Impairment loss 2.8M Euro vs 1.6M in
2018.§ Net loss 4.0M Euro vs 3.1M Euro in 2018,
primarily due to higher impairment.§ Cash position strengthened by convertible
loan 1.15M Euro (received in Feb. 2020)
3. Financial Results 2019 – Key Points
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In millions of euros (except for figures per share) 2019 2018(unaudited)
Revenue 1.1 1.0Operating expenses (3.2) (3.2)Operating result (excl. impairment)
(2.1) (2.2)
Net profit (loss) (4.0) (3.1)Net loss (excl. impairment) (1.1) (1.6)Cash position 0.5 2.2Net earnings per share (1.06) (0.84)
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3. Financial Results 2019 – Key Figures
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In thousands of euros, unless stated otherwise 2019 2018 % YoY 2017 2016 2015
ResultsRevenue 1,064 1,005 6% 1,375 7,281 5,992Operating result excl. impairment -2,078 -2,153 3% -2,567 3,491 2,872Impairment (write off) / Reversal -2,795 -1,553 -80% -1,231 - 2,5
Operating result incl. impairment -4,873 -3,706 -31% -3,798 3,491 5,372Net (loss) profit -3,954 -3,113 -27% -2,846 2,78 5,087CapitalShareholders’ equity and liabilities 10,938 14,625 -25% 18,012 21,727 20,254Shareholders' equity 9,692 13,645 -29% 16,88 20,339 18,111Solvency (as % of balance sheet total) 89% 93% -4% 94% 94% 89%Data per shareAverage number of outstanding shares (in '000)
3,727 3,727 3,727 3,727 3,727
Closing share price 2,18 2,56 -15% 6.69 8.79 8.35Market capitalisation 8,125 9,541 -15% 24,935 32,762 31,122PersonnelAverage number of fulltime employees (FTE’s)
15 57 -74% 102 95 89
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Revenue§ Declining revenue trend stopped
• Improved customer satisfaction• Better rate of renewal
§ Converting from one-off to recurring
§ More services type revenue
3. Financial Results 2019
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1.4 1.0 1.1
2017 2018 2019
Revenue
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Cost Structure: reduced personnel costs, increased external data sourcing costs
3. Financial Results 2019
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0.0
2.2
0.0
0.8
0.7
OPERATING EXPENSE 2018
Data costs Personnel expenses
Depr. tangible fixed assets Depr. intangible fixed assets
Other operating expenses
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§ Operating costs continued to decline as result of cost control, while investing in new products, sales and marketing efforts.
§ Increase in net loss due to higher impairment
3. Financial Results 2019 – Costs & Result
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Database value and impairment§ Book value of database
decreasing due to:• Amortisation• Impairment• Lower capitalized costs
§ Less Amortisation cost in 2020
3. Financial Results 2019 – Database valuation
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Cash Flow and Available Cash§ AND is consuming cash in
its operations.§ Required funding to
continue operating§ Convertible loan closed
Feb, 2020 – 1,15 Million Euro
§ Enabled going concern
3. Financial Results 2019 – Cash Flow & Cash
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-1.5 -1.6 -1.1
2017 2018 2019
Operating Cash Flow
4.1 2.2 0.5
2017 2018 2019
Cash and Cash equivallents
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6. Annual Accounts – Approval & discharge to Boards
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Nr. Agenda topic In favour Against Abstention6 Annual Accounts 2019
6a Proposal to adopt the financial statements6b Policy on result allocation (discussion item) N/A N/A N/A
6c Proposal to not to issue a dividend over 20196d Corporate Governance (discussion item) N/A N/A N/A
6e Proposal give discharge to the members of the Board of Management (voting item) 6f Proposal give discharge to the members of the Supervisory Board (voting item)
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7. Proposal to Authorize8. Proposal to approve Convertible loan
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Nr. Agenda topic In favour Against Abstention7 Proposal to Authorize:
7a Grant Management Board authority to Nominate a Statutory Auditor7b Approval to grant right to issue up to 20% additional shares7c Extension to grant, limit or exclude priority rights
8 Approval of the convertible loan and the issuance of the conversion right
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9. Re-Appointment 10. Appointment of CFO
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Nr. Agenda topic In favour Against Abstention9 Re-appoint Mr. B.J. Glick as member of the Supervisory Board10 Appoint Mr. I. Vleeschouwers as member of the Management Board and CFO
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12. Any other Business & 13. Closing
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Nr. Agenda topic In favour Against Abstention11 Busniness Update (moved into topic 1) N/A N/A N/A
12 Any other business N/A N/A N/A
13 Closing N/A N/A N/A
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Voting Results
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Nr. Agenda topic In favour Against Abstention6 Annual Accounts 2019
6a Proposal to adopt the financial statements 99,9% 0,1% 0,0%
6b Policy on result allocation (discussion item) N/A N/A N/A
6c Proposal to not to issue a dividend over 2019 100,0% 0,0% 0,0%
6d Corporate Governance (discussion item) N/A N/A N/A
6e Proposal give discharge to the members of the Board of Management (voting item) 100,0% 0,0% 0,0%
6f Proposal give discharge to the members of the Supervisory Board (voting item) 100,0% 0,0% 0,0%
7 Proposal to Authorize:
7a Grant Management Board authority to Nominate a Statutory Auditor 99,9% 0,1% 0,0%
7b Approval to grant right to issue up to 20% additional shares 99,9% 0,1% 0,0%
7c Extension to grant, limit or exclude priority rights 99,9% 0,1% 0,0%
8 Approval of the convertible loan and the issuance of the conversion right 100,0% 0,0% 0,0%
9 Re-appoint Mr. B.J. Glick as member of the Supervisory Board 100,0% 0,0% 0,0%
10 Appoint Mr. I. Vleeschouwers as member of the Management Board and CFO 100,0% 0,0% 0,0%
Total Shares Represented in the General Meeting of Shareholders 1.713.195 % of total outstanding shares 45,97%
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LOCATION-AWARE CONTENT WHICH ADVANCES SAFETY AND SUSTAINABILITY
TAKING THE NEXT TURN