Good morning and welcome to our Q1 presentation. My name is Terje Wibe, and with me today I have our interim CFO, Erik Hokholt. We are going to review our performance during Q1 2022. As you probably have seen this morning, we have received an unconditional bid for all the shares in the company. The board of directors last night voted to recommend the shareholders of Mercell to accept the bid. Before we move on to the Q1, I will therefore spend a few minutes to outline the bid and the process going forward. Let me go through some highlights in the offer. First of all, the offer is made by an affiliate of Thoma Bravo, one of the largest private equity firms in the world. The offer is a cash offer of NOK 6.3 Norwegian kroner per share, valuing the total Mercell share capital at approximately NOK 3.2 billion. This offer price is 110% above the closing share price as of yesterday, May 24th, and the Mercell board of director has unanimously agreed to recommend the offer. Mercell's two largest owners, Viking Venture and Luxor, have accepted and committed to the offer. The offer is also conditional on the offer gaining a minimum of 90% of the outstanding shares and voting rights, fully diluted, and certain other customary conditions, as further described in the stock exchange announcement. The offer is expected to be completed in the Q3, 2022. All right. Over to the highlights for this quarter. We see continued ARR growth up to NOK 817 million, and this was an organic increase of 17.5% over the past year, which is in line with the 15%-20% growth range we have outlined. Revenue in the quarter was NOK 202 million, with a reported EBITDA of NOK 51.6 million, and this corresponds to an EBITDA margin of 26%, up from 24% in Q1 last year. Adjusted EBITDA was NOK 57.5 million, and the adjusted EBITDA margin increased to 29% from 27% in the Q1 last year. Our outlook for 2022 remains to show continued growth, improving EBITDA and a positive free cash flow. The focus remains on profitable ARR growth of 15%-20% in the existing business, and our M&A strategy has been put on hold in the current market. We see improving EBITDA margins from 2021 to 2022 and solid free cash flow after investments and interest payments in 2022 and onwards. Our growth over the past few years has made us one of the largest B2B SaaS companies in the Nordic region. Our annual recurring revenue has increased eightfold over the past three years from less than NOK 100 million in the beginning of 2019, up to NOK 817 million at the end of the Q1 this year. As you can see from this slide, we haven't made any acquisitions since the second quarter last year. However, we are still achieving a solid growth pace organically. Overall, ARR growth was 29% over the past year, with organic growth at 17.5%. As already mentioned, this is in line with our growth target. Acquisitions increased ARR by a little over NOK 100 million over the past year and our more or less continuous strengthening of the NOK has lowered ARR by NOK 28 million over the past year. Our Swedish operation in Mercell Commerce continues to lead the way, showing a very positive development ever since we took over in Q4 2020. We took over a well-run and profitable business that had more or less over many years been in a standstill in terms of revenue growth. We have managed to revive growth through a reorganization and strengthening of the sales team and optimization of products and prices. As a result, the ARR has increased by 27% in SEK since the end of 2020, when we took over in December, and by 21% over the past 12 months. We maintain our growth ambitions and expect to see contributions from all the three main segments, pre-award buyers, pre-award suppliers, and the procure to pay or P2P segment we earlier have called post-award. The largest potential lies in the pre-award supplier segment, partly because of the opportunity to begin tapping into the supplier markets after the acquisitions of Negometrix in the Netherlands and Cloudia in Finland last year. As I will come back to, we already see good traction in Finland. Growth in the pre-award buyer market and in P2P is expected to pick up with the introduction of the new Mercell Source-to-Contract and Mercell Procure-to-Pay platforms. Moving on to technology development, we are planning to speed up upgrades in the second half of this year. As you will know, we are working to gather all our pre-award buy-side platforms onto our new Mercell Source-to-Contract platform, all our pre-award supply-side platforms onto our new Mercell Tender Discovery, and all our P2P platforms on our new Mercell Procure-to-Pay platform. This will allow for scale advantages, increased and better functionality, and lower maintenance costs for the current broad portfolio of platforms. The ultimate goal is to integrate our three new platforms into a Mercell Source-to-Pay solution across both the buy-side and the supply-side. In the buyer segment, we are on our way to upgrading the first 300 customers in the Netherlands and the first 100 customers in Norway and are moving on to Denmark in the Q2. In the supplier segment, we are still busy filling functionality gaps between old platforms and the new Mercell Tender Discovery and are also careful to put in place all commercial solutions before a mass upgrade from the second half of this year. In the P2P space, we are working to migrate all customers from Aksess Innkjøp over to the new P2P platform already this year and sunset the old platform at the end of the year. We also expect to migrate more than 40 Comcare customers this year, with the remainder following next year to the situation where we can sunset that platform during 2023. As earlier mentioned, we see the by far highest growth potential in the supplier segment, and so continued positive development in the Q1 with 5% organic growth. This reflects both continued new sales and a positive net retention, both in the legacy businesses and in Mercell Commerce. In this quarter, we have migrated our ARR of around NOK 4 million from the pre-award supply business over to the P2P business, which reflects part of Udbudsvagten in Denmark's sales, which is in reality was a reseller of a Comcare P2P module. We are speeding up the monetization of the Finnish pre-award supplier market, which we are addressing with the legacy Mercell MTS product. Our supply-side sales in Finland increased by 35% last year, and with the demand we are seeing, we are looking for a doubling this year. While these sales are booked to the legacy business, it's obvious that we are here building on network effects from the strong public buy-side position we established in Finland through the acquisition of Cloudia. Moving on to the Pre-Award buy side, we saw temporarily slower growth in Q1 after a really strong Q4. However, we expect higher growth later in this year. Our buy-side business will benefit from the rollout of a new Source-to-Contract solution with more efficient workflows and improved user experience. New products supporting growth include Intake Management, Supplier Relationship Management, performance services, and Digital Signature functionality. These are products developed and used in one of our markets, holding upside potential through export to our other markets as part of the new Source-to-Contract platform. Finally, we saw growth of 3% in our P2P business after a more or less flat development throughout 2021. New sales and upselling remains moderate, but we saw no churn in this quarter. As mentioned under the pre-award supplier business, ARR of NOK 4 million was migrated from pre-award suppliers to P2P, lifting the ARR to NOK 98 million at the end of the Q1. Starting in Q2 this year, we are also introducing a new product for the SME market called GoEasy. GoEasy is a plug-and-play procurement module with standard functionality delivered as a pure SaaS solution. This enables simple and fast onboarding without any configuration or customization. Selling off the shelves at a fixed price requires minimal sales and implementation resources from our side, and we believe this is a sound way of addressing a potentially large market with less sophisticated requirements. We will follow up the initial introduction with more modules later in this year. With that, I'll leave the mic over to CFO Erik Hokholt. Thank you, Terje. My name is Erik Hokholt, and I took up the position as CFO just back in April this year, primarily to assist Mercell in that very challenging interim period. I have long experience as CFO and founder in rapid growth companies, where all of them have become listed companies at the Oslo Stock Exchange. Terje and Mercell, thank you for inviting me to come work with you. I meet a lot of clever, motivated, and very competent persons in all the countries you operate. Combining all this with advanced and leading technology, strong market position, untapped synergies, I think you are actually rigged for a future success. On to the financial numbers. Some comments on the ARR. Terje, as you already have mentioned, ARR increased by 29% to NOK 807 million for the quarter. It was supported by acquisition in the Q2 last year and from then purely organic growth in the past three quarters. Revenue for the last 12 months increased by 89% year-on-year to NOK 760 million. To narrow the gap between the ARR and revenues, we have made acquisitions. We haven't made acquisitions since Q2 last year. The revenues in companies acquired over the past years are growing into their ARR, especially caused by the full year recognition of revenues and relatively higher subscription revenues. On to the next slide. The organic ARR growth was 4% in the Q1 with increasing new sales and positive net retention. This means that we were inside the 15%-20% annual growth that we have targeted and guided on, also for the Q1 isolated. You will see here on the bridge that we also have a currency impact on the ARR with NOK 7 million negative impact related to the strengthened kroner, but then the weakened Swedish kroner and euros in Finland and Holland. Moving on to slide 19, the improved EBITDA margins. Revenue in Q1 isolated was up 36% year-on-year. Adjusted EBITDA improved from NOK 40 million in Q1 last year to NOK 57 million in Q1 this year, with adjusted EBITDA margin improving from 27%-29%. The result were significantly improved from Q4, when adjusted EBITDA was NOK 35 million and adjusted margin down at 18%. I believe we are on track to deliver on our expectations for continued revenue growth and margin improvement in 2022 and maintain our long-term margin target of more than 40%. On the next slide, you see an overview of numbers of employees, both permanent employees and consultants that we have used. The light blue one being the consultants. End of last year, we started scaling back on use of consultants, and we continued extracting cost synergies in Q1, which you clearly will see also, the effect from in our P&L accounts. In April, we further initiated a saving program designed to cut our cash spending by NOK 50 million in 2022 and NOK 75 million on full year basis. This will also include a reduction in number of regular employees. Target at end of the year 2022 will be down to combined 621 person approximately. Bit focus on our IT spending. In total, IT spending is coming down quite fast this year. It originally from NOK 234 million in 2021 to an expected level of 170-185 million in 2022. Be aware that this is significant reduction compared to our previous guidance of NOK 200-210 million from that we guided on in Q4. Looking into 2023 and 2024, we expect IT spending to come further down due to sunset of all tech platforms. The ratio IT spending/revenue will improve nicely in the years to come. However, remember, it's crucial to maintain our technical leading position, so IT CapEx and R&D is vital for our future success. Moving on to the P&L statement. For Q1, we deliver a solid quarter with improved operating margins. Below that, we see a more moderate increase in depreciation and amortization than we saw through last year. The contribution to a positive operating profit of NOK 6.3 million for the Q1 compared to a negative NOK 2.8 million in the same quarter last year. Net financial items were surprisingly positive in this quarter with NOK 8.9 million, which mainly reflects the foreign exchange gains related to our lending, the Swedish kroner bond that we do have. As a result, we report a positive profit before tax of NOK 15.2 million for the Q1. To the more exciting cash flow that many has waited for. In this slide, I'll try to explain the bridge between last year and the end of the quarter. We started with a disappointing cash status of NOK 97 million last quarter, which has grown now to NOK 128 million end of Q1. We are on track delivering solid cash flow that will be even stronger in second half of 2022 when we see the cost savings initiatives really coming through into our accounts. We had a very solid operating cash flow for the quarter of NOK 89 million in the Q1, which was a significant increase from the NOK 26 million in the previous quarter. Net investments were down at NOK 25 million, reflecting capitalized software development costs. Cash outflow from financing was NOK 30 million, mainly interest and leases. Summing up, we improved the cash, as I stated, from NOK 97 million to NOK 128 million, for the quarter. Looking at our balance sheet on the next slide, I shouldn't spend too much time on that one. Not too much happening there. You see the equity ratio is still at 47%. We have a net interest-bearing debt position of 1.4, and we are in compliance with all our loan covenants. Also be aware we have not drawn anything on our RCF that we have with Danske Bank of NOK 100 million. With that, I'll leave the microphone back to Terje. Thank you. Thank you, Erik. I only have a few brief comments before we then move on to the Q&A part. Mercell, we have built a unique market position as the clear market leader across the Nordics and in the Netherlands. We are by far the largest tender platform in Europe, with more than 10% of all European tenders above EU thresholds being published through us. This is twice as many as our nearest competitors in Europe, and our market share is growing. Our current focus is on driving profitable organic growth, with our organic growth ambition remaining at 15%-20% annually. We see growth in all business areas, although pre-award suppliers and P2P are believed to hold the strongest growth potential. Our long-term EBITDA margin target of more than 40% also holds steady, and we look for improved EBITDA margins from 2021 to 2022. All that remains is to say thank you. With that, we will open for any questions that you might have. So far, we cannot seem to have received any questions. We will give it some more time. All right, it doesn't seem to be questions today. All that remains is to thank everyone for listening in and wishing you all a really nice day ahead.
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