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PR Newswire
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Preliminary Results

TRACSIS PLC                                  

              Preliminary Results for the year ended 31 July 2009              

                 A year of significant progress on all fronts                  

Tracsis plc ("Tracsis" or "the Group") (AIM: TRCS), a provider of performance
and planning optimisation software and consultancy services for the transport
industries, today announces preliminary results for the financial year ending
31 July 2009.

Highlights:

  * Year of further growth and profitability:
   
      * Turnover of £2.31M (FY'08: £805K); recurring revenue under contract in
        excess of £650K
       
      * Operating profit of £666K (FY'08: £300K)
       
      * Net assets in excess of £3.9M (FY'08: £2.59M) and cash balances of £
        2.9M (FY'08: £1.9M)
       
      * Strong, debt free balance sheet
       
  * Successful acquisition and integration of RWA Rail Limited, a leading rail
    consultancy serving both the UK and overseas rail markets
   
  * Successful acquisition of Peeping Limited (July 2009), a market leading
    company involved with rail passenger analysis to UK train operating
    companies, adding further depth and strength to the Tracsis rail offering
   
  * Design, development and delivery of a new optimisation software product
    'TRACS Roster'
   
      * Result of a 15 month development project which was carried out in
        conjunction with the UK's largest train operating companies
       
      * Delivery of the first long term licence sale of TRACS Roster in October
        2009
       
      * Excellent growth potential for this product both within the UK and
        abroad for both rail and bus clients
       
  * Broadening of the Group's sales pipeline and client book as a result of the
    acquisitions and additional marketing efforts
   
  * Several new train operating companies signed up to the TrainTRACS product
   
  * Expanded internal resources and company infrastructure to accommodate the
    growing opportunity
   
John McArthur, Chief Executive Officer, commented:

"Tracsis has completed another strong year of trading during which we have
completed two important strategic acquisitions whilst at the same time growing
our client base and increasing both turnover and operating profit. Furthermore,
we have made some great hires into the business and expanded both our client
delivery and technical development teams. These developments have enabled us to
release an entirely new optimisation product to the rail industry in the form
of TRACS Roster. This product has already been adopted by a major inter city
rail operator on a long term basis and we believe will be well received by the
rest of our customer base.

"Looking ahead, the Group is rapidly moving towards its goal of becoming a
leading provider of operational planning software and consultancy services to
the transport markets and we are pleased to report our customers now include
all the major operators such as First Group, Go-Ahead, Stagecoach, Virgin,
Arriva, and National Express. We remain confident of maintaining a trend of
delivering further growth via our existing products and services which are now
complemented by TRACS Roster. Furthermore, we will continue to entertain
relevant, well priced acquisitions which can help us achieve our goal of
becoming a leading provider of 'smart' planning systems. Our thanks go out to
customers, shareholders and staff who have continued to support us during this
period of growth."

                                                               25 November 2009

Enquiries:

Tracsis plc                                      +44 (0) 845 125 9162
                                                                     
John McArthur, Chief Executive Officer                               
                                                                     
Haggie Financial LLP                             +44 (0) 207 417 8989
                                                                     
Nicholas Nelson/Kathy Boate                                          
                                                                     
Zeus Capital Limited                             +44 (0) 161 831 1512
                                                                     
Alex Clarkson / Bobby Fletcher                                       



Chairman's and Chief Executive Officer's Statement

Introduction

The Group is pleased to report on a further period of profitable growth,
strengthened industry position, and significant investment into personnel and
infrastructure to ensure a solid foundation on which to continue our expansion
plans. The past 12 months have seen delivery of Tracsis's acquisition policy
through the purchases of RWA Rail Ltd ("RWA") and Peeping Limited ("Peeping")
which has broadened the Group's product offering, enhanced profitability and
provided opportunities to market to a wider base of potential customers. The
Group has also been successful in growing organic revenue of existing products
and services whilst at the same time putting in place the resources and
infrastructure required for further expansion.

Business Description

Tracsis Plc is a provider of resource optimisation software and operational
planning consultancy to companies in the passenger transport industries
(primarily passenger rail) within the UK and overseas markets.

Tracsis's products and services can be broadly categorised into three
profitable areas: resource optimisation software; passenger demand analysis and
surveys; and operational and performance planning consultancy. The majority of
these services and the revenue generated therein remain within the passenger
bus and rail sector. The Group's core product suite, developed in conjunction
with applied research from the University of Leeds, is used to automate and
optimise the process by which labour schedules and rosters are created,
allowing for this activity to be done with greater speed and with a higher
degree of accuracy and efficiency than existing methods.

Financial Summary

The Group experienced buoyant trading during the period which was in line with
expectations. The growth in revenue reflects the successful integration of RWA
which contributed £1.4m to the overall total of £2.3m, whilst the original
Tracsis software licensing business demonstrated organic growth in sales of 15%
over the period.

Likewise operating profit was boosted by RWA which contributed £390,000 to the
total £666,000. The original Tracsis business showed operating profits of 
£276,000 following investment in staff resources and office infrastructure, for
which the business will see benefits come through in future periods. It is also
noteworthy to report that significant time has been spent by the business on
new product development which did not generate any revenue in the past
financial year; although the Directors feel confident that revenue from these
developments will start during early 2010 and should be visible within our next
interim statement.

Income statement

A summary of the Group's results is set out below:

                                            Year                           Year
                                                                               
                                           ended                          Ended
                                                                               
                                         31 July                        31 July
                                                                               
                                            2009                           2008
                                                                               
                                           £'000                          £'000
                                                                               
Turnover                                   2,311                            805
                                                                               
Operating profit                             666                            300
                                                                               
Profit for the period                        511                            299

Revenues are derived from the sale of software licences along with associated
customer support and maintenance and the provision of consultancy services to
customers in the rail industry. Sales revenue is analysed further below.

                                            Year                           Year
                                                                               
                                           ended                          ended
                                                                               
                                         31 July                        31 July
                                                                               
                                            2009                           2008
                                                                               
                                           £'000                          £'000
                                                                               
Software licences                            576                            491
                                                                               
Customer support and maintenance             142                            119
contracts                                                                      
                                                                               
Consultancy and training revenue           1,593                            195
                                                                               
Total revenue                              2,311                            805


Balance sheet and cash flow

The Group continues to have a strong, debt free balance sheet following a year
of positive operational cash flow, further augmented by the additional placing
of shares in August 2008 which raised £181,000 of additional funding for the
Group. Cash balances have increased in the period from £1,898,000 at 31 July
2008 to £2,986,000 at 31 July 2009 with the principal elements of the movement
being:

                                            Year                           Year
                                                                               
                                           ended                          Ended
                                                                               
                                         31 July                        31 July
                                                                               
                                            2009                           2008
                                                                               
                                           £'000                          £'000
                                                                               
Net cash generated by operating            1,579                          (398)
activities                                                                     
                                                                               
Net cash used in investing                 (672)                            (3)
activities                                                                     
                                                                               
Net cash generated from financing            181                          1,584
activities                                                                     
                                                                               
Movement during the period                 1,088                          1,183




Trading Progress

Software Licences and Maintenance

Tracsis continues to operate a software lease licence business model and these
licences usually last for the duration of the operator's franchise. The Group
also provides full technical support and maintenance services to customers as
they undertake the software adoption process.

Given the nature of the UK and overseas transport markets the business finds
that the majority of software sales are made via word of mouth referrals as the
reputation of the Group grows, and there is a high degree of repeat custom due
to the leasing model. At present, the Directors believe there is a low level of
direct competition for the Group's optimisation products in both scheduling and
rostering markets.

We are pleased to announce the release of an entirely new optimisation product
we have named TRACS Roster. This tool is a rostering optimisation package which
allows transport operators to rapidly create legal, highly efficient 'base'
(i.e. long term) staff rosters while taking into account all the various labour
constraints and service parameters. Poor roster construction can often lead to
large inherent inefficiencies being built into rosters which are costly to
transport operators whilst at the same time being potentially detrimental to
staff morale and motivation. TRACS Roster has been demonstrably proven to speed
up the back office process of roster creation, create legal and acceptable work
rosters, whilst at the same time achieving tangible cost and performance
benefits.

By way of background TRACS Roster was developed in collaboration with some of
the UK's largest train operating companies ("TOCs"). The project started in
July 2008 and the first long term licence sale was achieved in October 2009.
Since the release of this product and unveiling at our annual user group
conference in September 2009 Tracsis has seen significant interest and demand
from other rail and bus operators in both the UK and abroad and expects to
deliver further sales in the near future.

Consultancy and training

Tracsis provides a range of operational consultancy services to clients in the
rail industry via its wholly owned subsidiary RWA Rail Ltd. These consultancy
services include revenue generating software pilots and one-off engagements,
but also include larger, more diverse projects which include the following
elements: timetable planning and formulation; performance modelling; fleet and
crew scheduling; and a variety of feasibility studies into new rail
infrastructure. A large part of the consultancy's revenue is devised from rail
franchise bidding where the RWA team provides a range of strategic operational
advice on all aspects of a prospective bid.

The addition of RWA provides the business with a unique foothold in the
performance planning, timetabling and rostering field. The Group's enlarged
team is now able to undertake larger, broader software and consultancy projects
within the transport industry and provide a more end-to-end service offering to
customers.

Peeping Limited acquisition

On 24 July 2009, the Group announced the acquisition of Peeping for an initial
cash consideration of £260,000 and the issue of 172,744 ordinary shares in
Tracsis. Peeping is a leading provider of research based services to train
operating companies including passenger footfall assessments and railway
station surveys. The business works with the majority of train operating
companies in the UK and has a long track record within the sector.

For the financial year ending April 2009 (i.e. pre-acquisition) Peeping
generated revenue of £432,000 and EBITDA of £153,000. The Directors of Tracsis
consider that Peeping has strong synergies with the business activities and
client base of Tracsis and will strengthen the Group's market position in the
years ahead.

Outlook

Tracsis has completed another strong year of trading during which we have
completed two important strategic acquisitions whilst at the same time growing
our client base and increasing both turnover and operating profit. Furthermore,
we have made some great hires into the business and expanded both our client
delivery and technical development teams. These developments have enabled us to
release an entirely new optimisation product to the rail industry in the form
of TRACS Roster. This product has already been adopted by a major inter city
rail operator on a long term basis and we believe will be well received by the
rest of our customer base.

Looking ahead, the Group is rapidly moving towards its goal of becoming a
leading provider of operational planning software and consultancy services to
the transport markets and we are pleased to report our customers now include
all the major operators such as First Group, Go-Ahead, Stagecoach, Virgin,
Arriva, and National Express. We remain confident of maintaining a trend of
delivering further growth via our existing products and services which are now
complemented by TRACS Roster. Furthermore, we will continue to entertain
relevant, well priced acquisitions which can help us achieve our goal of
becoming a leading provider of 'smart' planning systems. Our thanks go out to
customers, shareholders and staff who have continued to support us during this
period of growth.


R D Jones                    J C McArthur              
                                                       
Chairman                     Chief Executive Officer   
                                                       
24 November 2009                                       




Consolidated Income Statement                               2009          2008 
                                                                               
for the year ended 31 July 2009                             £000          £000 
                                                                               
Revenue                                                                        
                                                                               
- acquisitions                                             1,376             - 
                                                                               
- continuing                                                 935           805 
                                                                               
Total revenue                                              2,311           805 
                                                                               
Administrative costs                                      (1,645)         (505)
                                                                               
Operating profit before share-based payment                  707           361 
charges                                                                        
                                                                               
Share-based payment charges                                  (41)          (61)
                                                                               
Operating profit                                                               
                                                                               
- acquisitions                                               390             - 
                                                                               
- continuing                                                 276           300 
                                                                               
Total operating profit                                       666           300 
                                                                               
Finance income                                                63            93 
                                                                               
Profit before tax                                            729           393 
                                                                               
Taxation                                                    (218)          (94)
                                                                               
Profit for the year                                          511           299 
                                                                               
Earnings per ordinary share                                                    
                                                                               
Basic                                                       2.69p         2.47p
                                                                               
Diluted                                                     2.45p         2.37p




Consolidated Statement of Recognised Income and             2009          2008 
Expense                                                                        
                                                                               
For the year ended 31 July 2009                             £000          £000 
                                                                               
Profit for the year                                          511           299 
                                                                               
Total recognised income attributable to equity               511           299 
holders of the parent                                                          
                                                                               



Consolidated Balance Sheet                                    2009         2008 
                                                                               
as at 31 July 2009                                            £000         £000 
                                                                               
Non-current assets                                                             
                                                                               
Property, plant and equipment                                    8            6
                                                                               
Intangible assets                                            1,892            -
                                                                               
Deferred tax assets                                              -           18
                                                                               
                                                             1,900           24
                                                                               
Current assets                                                                 
                                                                               
Trade and other receivables                                    729        1,081
                                                                               
Cash and cash equivalents                                    2,986        1,898
                                                                               
                                                             3,715        2,979
                                                                               
Total assets                                                 5,615        3,003
                                                                               
Non-current liabilities                                                        
                                                                               
Deferred tax liabilities                                       271            -
                                                                               
                                                               271            -
                                                                               
Current liabilities                                                            
                                                                               
Trade and other payables                                     1,003          302
                                                                               
Current tax liabilities                                        346          109
                                                                               
                                                             1,349          411
                                                                               
Total liabilities                                            1,620          411
                                                                               
Net assets                                                   3,995        2,592
                                                                               
Equity attributable to equity holders of the                                   
company                                                                        
                                                                               
Called up share capital                                         77           70
                                                                               
Share premium reserve                                        2,485        1,641
                                                                               
Share based payments reserve                                   102           61
                                                                               
Retained earnings                                            1,331          820
                                                                               
Total equity                                                 3,995        2,592




Company Balance Sheet                                          2009       2008 
                                                                               
as at 31 July 2009                                             £000       £000 
                                                                               
Fixed assets                                                                   
                                                                               
Tangible fixed assets                                             6          6 
                                                                               
Investments                                                   2,469          - 
                                                                               
Deferred tax                                                     29         18 
                                                                               
Current assets                                                                 
                                                                               
Debtors                                                         371      1,081 
                                                                               
Cash at bank and in hand                                      2,623      1,898 
                                                                               
                                                              2,994      2,979 
                                                                               
Creditors: amounts falling due within one year               (1,771)      (411)
                                                                               
Net current assets                                            1,223      2,568 
                                                                               
Net assets                                                    3,727      2,592 
                                                                               
Capital and reserves                                                           
                                                                               
Called up share capital                                          77          70
                                                                               
Share premium reserve                                         2,485       1,641
                                                                               
Share based payments reserve                                    102          61
                                                                               
Retained earnings                                             1,063         820
                                                                               
Shareholders' funds                                           3,727       2,592




Consolidated statement of changes                                
in equity                                                                        
                                              Share Share-based                               
for the year ended 31 July 2009       Share Premium    Payments  Retained        
                                                                                 
                                    Capital Reserve     Reserve  Earnings  Total 
                                                                                 
                                       £000    £000        £000      £000   £000 
                                                                                 
At 1 August 2007                          -      17           5       624    646 
                                                                                 
Profit for the year                       -       -           -       299    299 
                                                                                 
Share based payment charges               -       -          61         -     61 
                                                                                 
Adjustment for share options              -       -          (5)        7      2 
subsequently exercised                                                           
                                                                                 
Arising on the Placing (net of           70   1,624           -       (50) 1,644 
issue costs)                                                                     
                                                                                 
Dividends paid                            -       -           -       (60)   (60)
                                                                                 
At 31 July 2008                          70   1,641          61       820  2,592 
                                                                                 
Profit for the year                       -       -           -       511    511 
                                                                                 
Share based payment charges               -       -          41         -     41 
                                                                                 
Additional placing                        2     198           -         -    200 
                                                                                 
Shares issued as consideration for        5     646           -         -    651 
business combinations                                                            
                                                                                 
At 31 July 2009                          77   2,485         102     1,331  3,995 




Consolidated Cash Flow Statement                             2009          2008
                                                                               
for the year ended 31 July 2009                              £000          £000
                                                                               
Operating activities                                                           
                                                                               
Profit for the year                                           511           299
                                                                               
Net finance income                                           (63)          (93)
                                                                               
Depreciation                                                    4             5
                                                                               
Income tax charge                                             218            94
                                                                               
Share based payment charges                                    41            61
                                                                               
Operating cash inflow before changes in                       711           366
working capital                                                                
                                                                               
Movement in trade and other receivables                       960         (917)
                                                                               
Movement in trade and other payables                           21           153
                                                                               
Operating cash flow from operations                         1,692         (398)
                                                                               
Finance income                                                 63            93
                                                                               
Income tax paid                                             (176)          (93)
                                                                               
Net cash flow from operating activities                     1,579         (398)
                                                                               
Investing activities                                                           
                                                                               
Purchase of plant and equipment                               (6)           (3)
                                                                               
Acquisition of subsidiaries                                 (666)             -
                                                                               
Net cash flow from investing activities                     (672)           (3)
                                                                               
Financing activities                                                           
                                                                               
Proceeds from the Placing (net of costs)                      181         1,644
                                                                               
Dividends paid to equity shareholders                           -          (60)
                                                                               
Net cash flow from financing activities                       181         1,584
                                                                               
Net increase in cash and cash equivalents                   1,088         1,183
                                                                               
Cash and cash equivalents at the beginning of               1,898           715
the year                                                                       
                                                                               
Cash and cash equivalents at the end of the                 2,986         1,898
year                                                                           




Notes to the Preliminary Announcement

1 Accounting Policies

Significant accounting policies

Tracsis plc (the 'Company') is a company incorporated in the United Kingdom.
The consolidated financial statements of the Company for the year ended 31 July
2009 comprise the Company and its subsidiaries (together referred to as the
'Group').

The following paragraphs summarise the significant accounting policies of the
Group, which have been consistently applied in dealing with items which are
considered material in relation to the Group's financial statements.

Basis of preparation

The Group consolidated financial statements have been prepared in accordance
with International Financial Reporting Standards ('IFRSs') as adopted by the EU
and applicable law. The Company has elected to prepare its parent company
financial statements in accordance with UK accounting standards and applicable
law ('UK GAAP'). These parent company statements appear after the notes to the
consolidated financial statements.

The Accounts have been prepared under the historical cost convention except for
derivative financial instruments that are stated at their fair value.

The accounting policies set out below have been applied consistently throughout
the Group and to all accounting periods presented for the purposes of the
consolidated financial statements.

The preparation of financial statements in conformity with IFRSs requires
management to make judgements, estimates and assumptions that affect the
application of policies and reported amounts of assets and liabilities, income
and expenses. The estimates and associated assumptions are based on historical
experience and various other factors that are believed to be reasonable under
the circumstances, the results of which form the basis of making the judgements
about carrying values of assets and liabilities that are not readily apparent
from other sources. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised if the revision only affects that period, or in the period
of the revision and future periods if the revision affects both current and
future periods.

Judgements made by management in the application of IFRSs that have a
significant effect on the Group financial statements and estimates with a
significant risk of material adjustment in future years are disclosed in Note
2.

There are a number of new standards and interpretations issued and endorsed by
the EU but not yet effective which may be applicable to the Group but which
have not been applied in these Accounts, including IFRS 8 Operating Segments,
revision to IAS 23 Borrowing Costs, revisions to IAS 1, revision to IFRS 2
Share Based Payments, revisions to IFRS 3 Business Combinations and revisions
to IFRS 1 and IAS 27 Cost of Investment in a subsidiary. No endorsed standard
is expected to have a material impact on the financial statements. All other
endorsed standards and IFRICs have been reviewed by management and are not
considered applicable for the Group's financial statements.

Basis of consolidation

Subsidiaries are entities controlled by the Company. Control exists when the
Company has the power, directly or indirectly, to govern the financial and
operating policies of an entity so as to obtain benefits from its activities.
In assessing control, potential voting rights that presently are exercisable or
convertible are taken into account. The financial statements of subsidiaries
are included in the consolidated financial statements from the date that
control commences until the date control ceases.

All intra-group balances and transactions, including unrealised profits arising
from intra-group transactions, are eliminated fully on consolidation.

Revenue recognition

Revenue is measured at the fair value of the consideration received or
receivable (excluding value added tax and discounts given) derived from the
provision of goods and services to customers during the period. The Group
derives revenue from software licences, post contract customer support and
consultancy services.

The Group recognises the revenue from the sale of software licences and
specified upgrades upon shipment of the software product or upgrade, when there
are no significant vendor obligations remaining, when the fee is fixed and
determinable and when collectability is considered probable. Where appropriate
the Group provides a reserve for estimated returns under the standard
acceptance terms at the time the revenue is recognised. Payment terms are
agreed separately with each customer.

Revenue from post contract customer support and consultancy services is
recognised on a straight-line basis over the term of the contract. Revenue
received and not recognised in the income statement under this policy is
classified as deferred income in the balance sheet.

Revenue from other products and services is recognised as the products are
shipped or services provided.

Foreign currencies

Transactions in foreign currencies are recorded using the rate of exchange
ruling at the date of the transaction. Monetary assets and liabilities
denominated in foreign currencies are translated using the rate of exchange
ruling at the balance sheet date and the gains and losses on translation are
recognised in the income statement.

Property, plant and equipment

Items of property, plant and equipment are initially recognised at cost. As
well as the purchase price, cost includes directly attributable costs. The
corresponding liability is recognised within provisions. Items of property,
plant and equipment are carried at depreciated cost.

Depreciation is provided on all items of property, plant and equipment so as to
write off the carrying value of items over their expected useful economic
lives. It is applied at the following rates:

Computer equipment            - 33 1/3% on cost

Office fixtures and fittings  - 20% on cost

Intangible assets

Goodwill

Goodwill arising on acquisitions comprises the excess of the fair value of the
consideration plus any associated costs for investments in subsidiary
undertakings over the fair value of the net identifiable assets acquired at the
date of acquisition. Adjustments are made to fair values to bring the
accounting policies of the acquired businesses into alignment with those of the
Company. The costs of integrating and reorganising acquired businesses are
charged to the post acquisition income statement. Goodwill arising on
acquisitions of subsidiaries is included in intangible assets. Goodwill is not
amortised but is tested annually for impairment and carried at cost less
accumulated impairment losses. Gains and losses on the disposal of an entity
include the carrying amount of goodwill relating to the entity sold.

Goodwill is allocated to cash-generating units for the purpose of impairment
testing. Each of those cash-generating units represents the lowest level within
the group at which the associated level of goodwill is monitored for management
purposes and are not larger than the reporting segments determined in
accordance with IFRS 8 "Operating Segments".

Other intangible assets

An intangible asset, which is an identifiable non-monetary asset without
physical substance, is recognised to the extent that it is probable that the
expected future economic benefits attributable to the asset will flow to the
group and that its cost can be measured reliably. The asset is deemed to be
identifiable when it is separable or when it arises from contractual or other
legal rights.

Intangible assets, primarily customer relationships, acquired as part of a
business combination are capitalised separately from goodwill and are carried
at cost less accumulated amortisation and accumulated impairment losses.
Amortisation is calculated using a straight line method over the estimated
useful life of the assets of 40 years.

Impairment of non-current assets

Where an indication of impairment is identified, the recoverable amount of the
asset is estimated in order to determine the extent of the impairment loss (if
any). If the recoverable amount (higher of fair value less cost to sell and
value in use of an asset) is estimated to be less than its carrying amount, the
carrying amount of the asset is reduced to its recoverable amount.

Research and Development Costs

Expenditure on internally developed products is capitalised as intangible
assets if it can be demonstrated that:

  * it is technically feasible to develop the product for it to be sold;
   
  * adequate resources are available to complete the development;
   
  * there is an intention to complete and sell the product;
   
  * the Group is able to sell the product;
   
  * sale of the product will generate future economic benefits; and
   
  * expenditure on the project can be measured reliably.
   
Capitalised development costs are amortised over the periods the Group expects
to benefit from selling the products developed. The amortisation expense is
included within the administrative expenses line in the income statement.

Development expenditure not satisfying the above criteria and expenditure on
the research phase of internal projects are recognised in the income statement
as incurred.

Financial instruments

The Group classifies its financial instruments, or their component parts, on
initial recognition as a financial asset, a financial liability or an equity
instrument in accordance with the substance of the contractual arrangement.

Financial instruments are recognised on the balance sheet at fair value when
the Group becomes a party to the contractual provisions of the instrument.

Financial instruments issued by the Group are treated as equity only to the
extent that they do not meet the definition of a financial liability. The
Group's ordinary shares are classified as equity instruments, net of issue
costs.

(i) Cash and cash equivalents

Cash and cash equivalents in the balance sheet are included at cost and
comprise cash at bank, cash in hand and short term deposits with an original
maturity of three months or less.

(ii) Trade receivables

Trade receivables do not carry interest and are stated at their nominal value
as reduced by appropriate allowances for estimated irrecoverable amounts.

(iii) Trade payables

Trade payables are not interest bearing and are stated at their nominal value.

(iv) Equity instruments

Equity instruments issued by the Group are recorded at the proceeds received,
net of direct issue costs.

Taxation

The tax on the profit or loss for the year represents current and deferred tax.

The tax currently payable is based on taxable profit for the period. Taxable
profit differs from net profit as reported in the income statement because it
excludes items of income or expense that are taxable or deductible in other
years and it further excludes items that are never taxable or deductible. The
Group's liability for current tax is calculated using tax rates that have been
enacted at the balance sheet date.

Deferred tax is provided in full, using the liability method, on temporary
differences arising between the tax bases of assets and liabilities and their
carrying value in the financial statements.

The principal temporary differences arise from depreciation on plant and
equipment and share options granted by the Group to employees and directors.

Deferred tax assets and liabilities are measured on an undiscounted basis at
the tax rates that are expected to apply when the related asset is realised or
liability is settled, based on tax rates and laws enacted or substantively
enacted at the balance sheet date.

Deferred tax assets are recognised to the extent that it is probable that
future taxable profit will be available against which the temporary differences
can be utilised.

Dividend distribution

Dividend distribution to the Company's shareholders is recognised as a
liability in the Group's financial statements in the period in which the
dividends are approved by the Company's shareholders, or in the case of interim
dividends, when paid.

Leases

Rentals applicable where substantially all of the benefits and risks of
ownership remain with the lessor are classified as operating leases and
payments are charged to the income statement on a straight line basis over the
period of the lease.

Employee benefits

Wages, salaries, social security contributions, paid annual leave, bonuses and
non-monetary benefits are accrued in the year in which the associated services
are rendered by the employees of the Group. Where the Group provides long term
employee benefits, the cost is accrued to match the rendering of the services
by the employees concerned.

Share based payments

The Group issues equity-settled share based payments to certain employees
(including directors). Equity-settled share based payments are measured at fair
value at the date of grant. The fair value determined at the grant date of the
equity-settled share based payments is expensed on a straight line basis over
the vesting period, together with a corresponding increase in equity, based
upon the Group's estimate of the shares that will eventually vest.

Fair value is measured using the Black-Scholes option pricing model. The
expected life used in the model has been adjusted, based on management's best
estimate, for the effects of non-transferability, exercise restrictions and
behavioural considerations.

Where the terms and conditions of options are modified, as a minimum an expense
is recognised as if the terms had not been modified. In addition, an expense is
recognised for any increase in the value of the transaction as a result of the
modification, as measured at the date of modification.

Where an equity-settled transaction is cancelled, it is treated as if it had
vested on the date of the cancellation, and any expense not yet recognised for
the transaction is recognised immediately. However, if a new transaction is
substituted for the cancelled transaction, and designated as a replacement
transaction on the date that it was granted, the cancelled and new transactions
are treated as if they were a modification of the original transaction as
described in the previous paragraph.

Retirement benefits

Contributions to defined contribution pension schemes are charged to the income
statement in the year to which they relate.



2 Critical Accounting Estimates and Judgements

The Group's accounting policies are set out in Note 1. The Directors consider
that the key judgements and estimates made in the preparation of the
consolidated financial statements are:

Intangible fixed assets

Reviews of the Group's intangible fixed assets have been carried out, using
commercial judgements and a number of assumptions and estimates have been used
to support the carrying value of these assets.

Revenue recognition

Certain of the Group's contracts for software licences, maintenance services
and other consultancy projects have a term of more than one year. The Directors
assess the fair value of the entire contract attributable to each of the
different services and the timing of when revenues should be recognised and
this assessment can differ from the legally contracted values.

Share-based payments

The Group has equity settled share-based remuneration schemes for employees.
The fair value of share options is estimated by using the Black-Scholes
valuation model, on the date of grant based on certain assumptions. These
assumptions include, among others, expected volatility, expected life of the
options and number of options expected to vest.



3 Acquisition of subsidiaries

On 5 August 2008, the Group acquired 100% of the issued share capital of R.W.A.
Rail Limited, for a combination of cash and share based consideration. The
company provides specialist consultancy services to companies in the rail
industry. In the 12 months to 31 July 2009 the company contributed profit of £
395,000 before tax.

The acquisition had the following effect on the Group's assets and liabilities
on the acquisition date:

                                                                       Recognised
                                                                                 
                                          Pre-acquisition  Fair value    value on
                                                                                 
                                          carrying amount Adjustments Acquisition
                                                                                 
                                                     £000        £000        £000
                                                                                 
Intangible assets                                       -         708         708
                                                                                 
Trade and other receivables                           596           6         602
                                                                                 
Trade and other payables                            (154)           -       (154)
                                                                                 
Income tax payable                                  (138)           -       (138)
                                                                                 
Deferred tax liability                                (2)       (198)       (200)
                                                                                 
Net identified assets and liabilities                 302         516         818
                                                                                 
Goodwill on acquisition                                                       671
                                                                                 
                                                                            1,489
                                                                                 
Consideration paid:                                                              
                                                                                 
- cash                                                                        801
                                                                                 
Costs incurred                                                                180
                                                                                 
Net cash acquired                                                           (362)
                                                                                 
Net cash flow                                                                 619
                                                                                 
Consideration paid: fair value of shares                                      580
issued                                                                           
                                                                                 
Deferred contingent consideration:                                               
                                                                                 
- cash                                                                        145
                                                                                 
- fair value of shares to be issued                                           145
                                                                                 
Total consideration                                                         1,489

The deferred contingent consideration was paid during August 2009 following the
achievement of certain agreed financial targets for R.W.A. Rail Limited for the
year to 31 July 2009.

Pre-acquisition carrying amounts were determined based on applicable IFRSs,
immediately prior to the acquisition. The values of assets and liabilities
recognised on acquisition are the estimated fair values.

The fair value adjustments are provisional and arise in accordance with the
requirements of IFRSs to recognise intangible assets acquired. In determining
the fair values of intangible assets the Group has used discounted cash flow
forecasts.

The goodwill arising on the acquisition arises from the value attributed to the
skills and technical talent of the workforce of R.W.A. Rail Limited acquired.

On 24 July 2009, the Group acquired 100% of the issued share capital of Peeping
Limited, for a combination of cash and share based consideration. The company
provides specialist consultancy services to companies in the rail industry. In
the seven day period from acquisition to 31 July 2009 the company did not
contribute to the Group's profit before tax.

The acquisition had the following effect on the Group's assets and liabilities
on the acquisition date:

                                                                       Recognised 
                                                                                  
                                         Pre-acquisition   Fair value    value on 
                                                                                  
                                         carrying amount  adjustments acquisition 
                                                                                  
                                                    £000         £000        £000 
                                                                                  
Intangible assets                                      -         369          369 
                                                                                  
Trade and other receivables                            5           -            5 
                                                                                  
Trade and other payables                             (13)          -          (13)
                                                                                  
Income tax payable                                   (40)          -          (40)
                                                                                  
Deferred tax liability                                 -        (103)        (103)
                                                                                  
Net identified assets and liabilities                (48)        266          218 
                                                                                  
Goodwill on acquisition                                                       144 
                                                                                  
                                                                              362 
                                                                                  
Consideration paid:                                                               
                                                                                  
- cash                                                                        260 
                                                                                  
Costs incurred                                                                 42 
                                                                                  
Net cash acquired                                                            (255)
                                                                                  
Net cash flow                                                                  47 
                                                                                  
Consideration paid: fair value of shares                                       90 
issued                                                                            
                                                                                  
Deferred contingent consideration:                                                
                                                                                  
- cash                                                                        157 
                                                                                  
- fair value of shares to be issued                                            68 
                                                                                  
Total consideration                                                           362 

The deferred contingent consideration is payable during August 2010 based on
the results of Peeping Limited for the year to 31 July 2010. Pre-acquisition
carrying amounts were determined based on applicable IFRSs, immediately prior
to the acquisition. The values of assets and liabilities recognised on
acquisition are the estimated fair values.

The fair value adjustments are provisional and arise in accordance with the
requirements of IFRSs to recognise intangible assets acquired. In determining
the fair values of intangible assets the Group has used discounted cash flow
forecasts.

The goodwill arising on the acquisition arises from the value attributed to the
skills and technical talent of the workforce of R.W.A. Rail Limited acquired.


4 Basic and diluted earnings per ordinary share

Basic earnings per share is calculated by dividing the profit attributable to
ordinary shareholders by the weighted average number of ordinary shares in
issue during the year. Diluted earnings per share is calculated by adjusting
the weighted average number of ordinary shares in issue to assume the
conversion of all dilutive potential ordinary shares.

The Company has one class of dilutive potentially ordinary shares: those share
options granted to employees where the exercise price is less than the average
market price of the Company's ordinary shares during the year.

                                                            2009          2008 
                                                                               
Earnings (£000)                                              511           299 
                                                                               
Weighted average number of shares - basic (number         18,949        12,081 
'000)                                                                          
                                                                               
Weighted average number of shares - diluted (number       20,780        12,607 
'000)                                                                          
                                                                               
Basic earnings per ordinary share (pence)                   2.69          2.47 
                                                                               
Diluted earnings per ordinary share (pence)                 2.45          2.37 




5 Share capital

                                               2009    2009         2008    2008
                                                                                
                                             Number       £       Number       £
                                                                                
Authorised:                                                                     
                                                                                
Ordinary shares of 0.4p each             35,000,000 140,000   35,000,000 140,000
                                                                                
Allotted, called up and fully paid:                                             
                                                                                
Ordinary shares of 0.4p each             19,134,139  76,536   17,503,450  70,014

The following share transactions have taken place during the year ended 31 July
2009:

On 5 August 2008, 1,084,113 ordinary shares of 0.4p each were issued as
consideration for the acquisition of RWA Rail Limited.

On 5 August 2008, 373,832 ordinary shares of 0.4p each were issued pursuant of
a placing of shares for cash consideration of £200,000.

On 24 July 2009, 172,744 ordinary shares of 0.4p each were issued as
consideration for the acquisition of Peeping Limited.



6 Events after the balance sheet date

Payment of contingent consideration

On 12 August 2009, the Company issued 271,029 ordinary shares of 0.4p each at a
price of 53.5p per share and made a cash payment of £145,000 which, together,
comprise the contingent consideration agreed by the board in respect of the
acquisition of R.W.A. Rail Limited. The board considers that the company has
achieved the criteria stipulated at the date of acquisition.


7 Publication of Annual Report and Accounts

In accordance with AIM Rule 20, Tracsis plc confirms that its Annual Report and
Accounts for the year ended 31 July 2009 will shortly be sent to all
shareholders and will then be available for download from the Company's website
at www.tracsis.com.



END

TRACSIS PLC

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