# Maestrano Group 10 months of strong execution and delivery

- Link: https://www.directorstalkinterviews.com/maestrano-group-10-months-of-strong-execution-and-delivery/412799577
- Published: 2019-12-02T07:32:21+00:00
- Author: Giles Arbor

**Maestrano Group** (LON:MNO) has announced that its Annual Report and Accounts 
are being posted to shareholders today and will be made available on the Group’s
website: [www.maestrano.com](http://www.maestrano.com/). Key extracts from the report
and accounts are presented below.

The Company also announces that the Annual General Meeting of the Company will be
held at 9.00am on 30 December, 2018 at the offices of Grant Thornton UK LLP, 30 
Finsbury Square, London, EC2A 1AG

**STRATEGIC REPORT**

The directors present their strategic report on the consolidated entity consisting
of Maestrano Group plc and the entities it controlled at the end of, or during, 
the year ended 30 June 2019.

The strategic report includes the following sections:

1. Chairman’s statement

2. Review of operations by the chief executive officer

3. Principal risks and uncertainties

4. People

**Cautionary statement regarding forward-looking statements**

This document contains certain forward-looking statements. These forward-looking
statements include references to matters that are not historical facts or are statements
regarding the Company’s intentions, beliefs or current expectations concerning, 
among other things, the Group’s results of operations, financial condition, liquidity,
prospects, growth, strategies, and the industries in which the Group operates. Forward-
looking statements are based on the information available to the directors at the
time of preparation of this document, and will not necessarily be updated subsequent
to the issue of this document. The directors can give no assurance that these expectations
will prove to be correct. Due to inherent uncertainties, including both economic
and business risk factors underlying
such forward-looking information, actual results
may differ materially from those expressed or implied by these forward-looking statements.

**Principal activities**

Maestrano is a United Kingdom (‘UK’) incorporated software company with operations
in Australia (main country of operation), Japan and the UK. Maestrano offers a patented
cloud-based platform for master data management and business analytics, together
with specialist hardware and software for capturing, analysing and reporting on 
large datasets within the transport sector, employing sophisticated artificial intelligence
algorithms.

 1. **Chairman’s statement**

The financial year 2018-19 was characterized by 10 months of strong execution and
delivery in line with both our business plan and market expectations, followed by
the unexpected news that our major US bank customer had decided to focus on other
areas of its technology and close their Maestrano driven platform.

Revenue for the year was down by 7% compared to 2017-18 but was close to market 
expectations and our business plan. Expenses were driven by the requirements of 
the contracts we held through the year, and as such were also in line with our business
plan. From May onwards the Company moved to curtail headcount and expenses significantly
as we began to review strategy and future options.

I would like to express the board’s appreciation for the exceptional dedication 
and hard work of our teams around the world in delivering a live and scalable data
management and data sharing solution for one of the world’s leading banks. We can
be proud of what we achieved in product and technology terms.

On 23 September 2019, the Group announced the signing of a sale and purchase agreement
to acquire, subject inter alia to Shareholder consent, the entire issued share capital
of Airsight Holdings Pty Ltd (“Airsight”). Airsight offers engineering surveying
services with digital recording devices and a reason for the acquisition was that
the Airsight software performs a similar function to that of Maestrano, capturing,
analysing and reporting on large datasets within the transport sector, but with 
the addition of sophisticated artificial intelligence algorithms. On 31 October 
2019, our Shareholders approved the acquisition. A copy of the circular convening
the general meeting at which the acquisition of Airsight was approved can be found
on the investor section of the Company’s website,
www.maestrano.com.

The board has confidence in the long-term outlook for shareholder value, based on
progress achieved by Airsight since the acquisition.

Ian Buddery
Chairman

27 November 2019

**2. Review of operations by the chief executive officer**

Maestrano Group Plc (“the group”) provides a Master Data Management Platform that
enables medium to large enterprises to offer a differentiated service to their SMB
customers, who benefit from data sharing between existing popular Cloud applications
and the Enterprise’s services, together with custom data analytics, thus increasing
customer engagement and business volume.

Maestrano was able to make good progress throughout the majority of year to 30 June
2019 until the point that our major US banking customer elected to focus on other
areas of its technology and accordingly took the decision to close their Maestrano
driven platform.

_Overview of results_

Revenue for the year was close to market expectations, following the Company taking
a cautious view of outlook in prior trading statements.

Maestrano signed a multi-phase contract with a major USA bank in December 2017 for
a platform roll out that was intended eventually to reach all of its 4 million small
to medium business (“SMB”) customer base. The platform was successfully delivered
and taken live in November 2018, a major achievement for a small company working
with such a prestigious, large and very well-known US bank.

The majority of the revenue for year emanated from the major USA bank contract, 
with revenues also being gained from a contract with an Australian bank, which, 
as announced, also ended subsequently to the end of the financial year. Revenues
from the company’s two other active contracts were less than 10% of revenue during
the year.

The company recruited for sales, engineering and customer support specialists to
service these contracts, incurring the expected significant expenses as a result.
The teams in place performed very strongly throughout the year and leading up to
the decision taken by the US bank in May 2019. The losses for the year were in line
with expectations and were required to enable contracts with previously expected
future revenues to be serviced.

_Ongoing operations_

The Company operated from offices in London, Sydney and New York City. Following
the decision taken by the major US bank in May the company significantly reduced
headcount and expenses to conserve cash, closed the London office on the expiration
of lease in June 2019, and subsequently also ceased operations in New York following
the end of the financial year. As of 30 June 2019, the Company had cash and receivables
totalling £2,739,986.

_Outlook_

The Company spent significant time and effort from May 2019 onwards and into the
subsequent financial period assessing its strategy and generating various options,
as well as seeking to conserve cash, and accordingly investors should note that 
the revenue and profit outlook for the year to 30 June 2020 is largely subject to
events occurring after the end of the year to 30 June 2019 and in particular the
acquisition of Airsight that was approved by shareholders on 31 October 2019. It
is noted that revenue from the US bank continued beyond 30 June 2019 but will cease
during the year ending 30 June 2020.

Andrew Pearson
Chief Executive Officer

27 November 2019

**3. Principal risks and uncertainties**

The management of the business and the execution of the Group’s growth strategies
are subject to a number of risks which could adversely affect the Group’s future
development. The following is not an exhaustive list or explanation of all risks
and uncertainties associated with the Group, but those considered by management 
to be the principal risks:

**Risks relating to the Group and the industry in which it operates**

_Dependence on major clients_

The Group’s future growth relies on new sales to rail and road network owners in
multiple countries. These owners typically have complex procurement arrangements
which include product trials and competitive tenders. This risk is mitigated by 
the Group’s plan to enter into reseller agreements with Engineering Consulting firms,
who will in effect become the clients.

_Business strategy_

Although the Group has a clearly defined strategy, there can be no guarantee that
its objectives will be achieved or that the Group will achieve the level of success
that the Company’s directors expect. Therefore, the Group may decide to change aspects
of its strategy as needed. The Group’s ability to implement its business strategy
successfully may be adversely impacted by factors that the Group cannot currently
foresee, such as unanticipated market forces, costs and expenses or technological
factors. Should it be unsuccessful in implementing its strategy or should it take
longer than expected to implement, the future financial results of the Group could
be negatively impacted. This risk is mitigated by the continual review of the business
performance to its plan and that changes are made to
ensure the Group has sufficient
liquidity to pursue its current plan.

_Technological changes_

Generally, product markets are exposed to rapid technological change, changes in
use, changes to customer requirements and preferences, and services employing new
technologies and the emergence of new industry standards and practices. The Group
operates in a market with such changes which have the potential to render the Group’s
existing technology and products competitively impaired.

To successfully remain competitive, the Group will ensure continued product improvement,
and the development of new markets and capabilities to maintain a pace congruent
with changing technology. This added strain may stretch the Group’s capital resources
which may adversely impact the revenues and profitability of the Group. The Group’s
success is dependent on the ability to effectively respond and adapt to technological
changes and changes to customer preferences. There can be no assurance that the 
Group will be able to effectively anticipate future technological changes or changes
in customer preferences. Furthermore, there is also no assurance that the Group 
will have sufficient financial resources to effectively respond in a timely manner
if such a change is anticipated.

_Competition_

There is no guarantee against new entrants or current competitors providing superior
technologies, products or services to the market.
There is no certainty that new
entrants or current competitors will not provide equivalent products for a lower
price. The Group may be forced to make changes to one or more of its products or
to its pricing strategy to effectively respond to changes in customer preferences
in order to remain competitive. This may impact negatively on the Group’s financial
performance. The Group will continue to review its competitive position and adjust
its business plan to maintain relevance to its customer’s requirements.

_Inability to contract with customers on the most favourable terms to the Group_

The Group contracts with a wide variety of companies and partners, many of which
are in strong negotiating positions and have greater financial resources than the
Group. The Group may in the future have limited scope for negotiation of the price
or contract terms with its some of its major clients.

_The Group’s software may not perform as expected and the Group could be at risk
of defects which adversely affect its customers_

There is no guarantee that the Group’s platforms will perform as intended. Costs
spent on developing the Platform may therefore not be recouped and this may result
in reduced profitability for the Group. As the Group’s platforms are complex, they
may contain defects or vulnerabilities which may not be detected until after its
deployment to major customers. To mitigate this risk the Group has implemented applicable
internal code review and testing processes. The software is then subject to customer
acceptance testing and an ongoing high level of technical support.

_Data security and data privacy_

The Group is subject to data and privacy regulations, particularly General Data 
Protection Regulation (‘GDPR’). Failure to comply with legal or regulatory requirements
relating to data security or data privacy in the course of the Group business activities,
results in reputational damage, fines or other adverse consequences, including criminal
penalties and consequential litigation, adverse impact on the Group’s financial 
results or unfavourable effects on the Group’s ability to do business. To mitigate
this risk the Group has implemented policies and processes to ensure data is held
securely and privacy is maintained.

_Dependence on key executives and personnel_

The Group is dependent on a small number of key executives. In addition, the future
performance of the Group will, to some extent, be dependent on its ability to retain
the services and personal connections or contacts of key executives and to attract,
recruit, motivate and retain other suitably skilled, qualified and industry experienced
personnel to form a high calibre management team. Such key executives are expected
to play an important role in the development and growth of the Group, in particular
by maintaining good business relationships with regulatory and governmental departments
and essential partners, contractors and suppliers. The failure to appoint or retain
such people could adversely affect the Group.

_Ability to recruit and retain skilled personnel_

The Group believes that it has the appropriate incentive structures to attract and
retain the calibre of employees necessary to ensure the efficient management and
development of the Group. However, any difficulties encountered in hiring appropriate
employees and the failure to do so, or a change in market conditions that renders
current incentive structures ineffective, may have a detrimental effect upon the
trading performance of the Group. The ability to attract new employees with the 
appropriate expertise and skills cannot be guaranteed.

_Financial controls and internal reporting procedures_

The Group’s future growth and prospects will depend on its ability to manage growth
and to continue to maintain, expand and improve operational, financial and management
information systems on a timely basis, whilst at the same time maintaining effective
cost controls. Any damage to, failure of or inability to maintain, expand and upgrade
effective operational, financial and management information systems and internal
controls in line with the Group’s growth could have a material adverse effect on
the Group’s business, financial condition and results of operations. The Group mitigates
this through the implementation of internal controls as well as the review of monthly
financial performance by the Board.

_Economic uncertainty_

Any economic downturn either globally or locally in any area in which the Group 
operates may have an adverse effect on demand for the Group’s products. A more prolonged
downturn may lead to an overall decline in sales. Economic uncertainty might have
an adverse impact on the Group’s operations and business results. To mitigate this
risk the Group will monitor both the Group’s performance and general market conditions
on a monthly basis. The Group will also maintain adequate liquidity to sustain short
term
fluctuations in market conditions.

_Brexit_

Brexit is the withdrawal of the UK from the European Union (‘EU’), following a referendum
held in 2016. Failure to prepare for the UK’s departure from the EU causes disruption
to and creates uncertainty around the Group’s business including: the ability to
recruit; as well as impacting the Group’s relationships with existing and future
customers, suppliers and colleagues. These disruptions and uncertainties could have
an adverse effect on the Group’s business, financial results and operations. Given
the vast majority of the Group’s operations were outside UK and indeed the EU and
similarly those of Airsight the recent new acquisition are as well, the
directors
do not believe Brexit will have a significant impact on the Group.

**4. People**

_Equal opportunity_

The Group is committed to an active equal opportunities policy. It is the Group’s
policy to promote an environment free from discrimination, harassment and victimisation,
where everyone receives equal treatment regardless of gender, colour, ethnic or 
national origin, disability, age, marital status, sexual orientation or religion.
Employment practices are applied which are fair, equitable and consistent with the
skills and abilities of the employees and the needs of the Group.

_Disabled employees_

Applications for employment by disabled persons are always fully considered, bearing
in mind the aptitudes of the applicant concerned.
In the event of members of staff
becoming disabled, every effort is made to ensure that their employment with the
Group continues and that appropriate re-training is arranged. It is the policy of
the Group that the training, career development and promotion of disabled persons
should, as far as possible, be identical with that of other employees.

This report is made in accordance with a resolution of directors.

On behalf of the directors

Ian Buddery

Chairman

27 November 2019

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