Misys plc : Half-yearly Report

01/26/2012 | 02:32am

26 January 2012

Solid performance in a challenging market as customers continued to adopt the new software solutions that Misys has developed Misys plc (FTSE: MSY.L), the global application software and services company serving the financial services industry, announces results for the six months ended 30 November 2011.

Group Highlights (continuing operations)

Although market conditions have been challenging in financial services, customers have continued to adopt the new solutions that Misys has been investing in, enabling the Group to deliver solid financial results.

Order intake up 34%, as reported, to £109m - up 3% on a pro-forma, constant currency basis

61% of ILF orders from new solutions as customer adoption progressed

Slower purchase decisions by financial institutions in Western Europe

68% of new customers were from the growth regions of Asia, Middle East, Africa & Eastern Europe

Revenue up 22%, as reported, to £197m including the Misys Sophis acquisition and up 1% on a pro-forma, constant currency basis

- New solutions sales from the period were at early stages in flowing through to revenue

- Services revenues up 11% (pro-forma, constant currency) as we implemented new solutions for recent new adopters

Adjusted operating profit up 33%, as reported, to £30m - down 9% on a pro-forma, constant currency basis

Higher proportion of revenues from services

Increased investment in developing new solutions - product development spend was 20% of revenue

Adjusted basic earnings per share up 114% to 6.0p, as reported, including the first half-year contribution from Misys Sophis since acquisition. Weighted average shares in issue reduced by 39% on the prior year

Chief Executive Mike Lawrie comments

'Customers have continued to adopt the new solutions that we have been investing in, despite challenging market conditions in financial services. Sales of these new solutions brought ILF order intake growth of 33% in the second quarter, and we added 41 new customers in the first half across Banking and Capital Markets. Our investment in new solutions increased in the half and today we announce the summer launch of BankFusion 2.0.

During the period, our customers took longer over their purchase decisions as financial market conditions deteriorated. However, with many customers there are new opportunities as they seek to consolidate their systems with fewer vendors and to upgrade their systems to meet regulatory requirements.

Our recently acquired Misys Sophis business improved its order intake growth in the second quarter and for the first half achieved a 4 percentage point operating margin increase on last year as we executed cost synergies.

I am pleased with the overall results from the growth regions of Asia, Eastern Europe, the Middle East and Africa, which contributed almost 70% of our new customer wins.

Our medium-term financial targets, for the two years to 31 May 2013, are unchanged: annual revenue growth of 5-8% and adjusted operating margins of 20-23% for the Misys Group including Sophis. However, given the continuing uncertainty among our customers, we have put in place contingency plans to eliminate £6-8m of operating costs to support our financial results over the rest of this financial year without impacting our product development investments or sales capacity.'

Divisional Highlights(pro-forma, constant currency)

Capital Markets revenue up 4% and orders up 4% with 22 new customers

TCM orders up 10% with 16 new customers Revenue up 7% to £89m Adjusted operating profit 29% lower as investment in new solutions increased

Misys Sophis orders down 6% but improved to 34% growth in the 2nd quarter Revenue down 2% due to the delayed impact of slow licence orders decisions Increased services revenue as customers seek to improve risk management and analytics Adjusted operating profit up 13%, with adjusted operating margin up 4 percentage points, as post-acquisition synergies were achieved

Banking orders up 3% including ILF orders up 53% 19 new solutions customers and 61% of ILF orders from new solutions Revenue down 3% as new orders from the period are at early stages of revenue roll-out Adjusted operating profit up 11% due to tight cost control Financial Results Summary 2011/12 2010/11 2010/11 12 Continuing operations As reported Pro-forma, constant currency £m £m % £m % growth growth Order Intake 109 81 33.8% 105 3.0% Revenue 197 161 22.3% 194 1.4% Adjusted Operating Profit

Before exceptionals, acquired intangible 30 23 33.3% 33

(9.4%)

asset amortisation, embedded derivatives

gains/(losses) Adjusted Operating Margin 15.3% 14.0% +1.3pp 17.1% -1.8pp Operating Profit 5.2 17.7 - - (Loss) profit after taxation (2.7) 14.9 - -

Basic (Loss) Earnings Per Share (0.8p) 2.8p -

-

Adjusted Basic Earnings Per Share 6.0p 2.8p 114.3% -

-

Operating profit includes a charge for amortisation of acquired intangibles in Misys Sophis of £17.3m.

Loss after taxation includes an after-tax charge for amortisation of acquired intangibles in Misys Sophis of £15.2m and a net finance charge of £8.8m (2010/ 11: net income £1.1 m). An explanation of the net finance charge is on page 9. A reconciliation between operating profit and adjusted operating profit is on page 3. An explanation of adjusted operating profit and other non-GAAP measures is on page 11. Enquiries Phil Branston

Director of Investor Relations

T: +44 (0) 203 320 5503 M: +44 (0) 789 906 5115 phil.branston@misys.com Webcast

A live webcast of the presentation to analysts and investors including the slideshow will be available at www.misys.com and www.cantos.com from 9.00am today and will be available to view on demand from approximately 2.00pm.

A listen only dial in facility will also be available. To access dial UK 020 3140 0722 or USA 1 718 705 7514.

A results interview with Mike Lawrie, Chief Executive will be available from 7.00am on www.misys.com About Misys Misys (FTSE: MSY.L) provides integrated, comprehensive solutions that deliver significant results to organisations in the financial services industry. Misys maximises value for its customers by combining deep knowledge of their business with commitment to their success. In banking and in treasury & capital markets, Misys is a market leader, with over 1,200 customers, including all of the world's top 50 banks. Misys employs over 3,500 people who serve customers in more than 120 countries. Misys aspires to be the world's best financial services application software and services company. Group Operating Results

Information in this section is presented on an 'adjusted' basis, excluding exceptionals and other items. Comparisons to prior year are on a pro-forma constant currency basis (see notes on page 11). These measures provide more comparable and representative information on the trading activities of the Group than 'as reported' measures.

Operating results from continuing operations for the 6 months ended 30 November 2011 (unaudited) £m 2011/12 2010/11 2010/11 as % Pro-forma % reported growth constant growth currency Revenue Treasury & Capital Markets 89 83 7% 83 7% Misys Sophis 32 - - 33 (2%) Banking 76 77 (2%) 78 (3%) Open Source 0 1 (61%) 1 (60%) Revenue 197 161 22% 194 1% Operating Profit Treasury & Capital Markets 11 16 (28%) 16 (29%) Misys Sophis 11 - - 9 13% Banking 14 11 21% 12 11% Corporate & Open Source (5) (4) (4) Adjusted Operating Profit 30 23 33% 33 (9%)

before: Acquired intangible asset

amortisation, embedded (19) (2) derivatives (losses) Exceptional items (6) (3) Operating Profit 5 18 (73%) Order intake was £108.6m, up 3% on the prior year period. Licence orders were up 15%, driven by adoption of our new solutions. Services orders were uneven, with new Banking solutions at early stages in their implementations and the prior year period including some large multi-year premium support sales. Services orders grew strongly in TCM and Misys Sophis as a result of new customer and upgrade activity. Revenue of £196.9m was 1% above the prior year with 7% growth in TCM, a 3% decline in Banking and a 2% decline in Misys Sophis. Services revenues increased strongly from the implementation of new solutions and from upgrading customers' existing systems, particularly in TCM and Misys Sophis. Lower licence revenues reflected the increased proportion of orders coming from new solutions, which convert more gradually into revenue. Recurring revenues from maintenance, ASP subscriptions and transaction processing constituted 52% of revenues. Adjusted operating profit was £30.1m (2010/11: £33.2m), impacted by a higher proportion of revenues from services in the period and by increased investment in product development, particularly on the performance, functional coverage and componentisation of our capital markets solutions. Strong demand for our new solutions remains clearly evident. We secured key new licence sales during the period as 41 customers adopted our new solutions for Capital Markets and Banking.

The growth regions of Asia, Africa Latin America and Eastern Europe provided 68% of our new customers and 40% of our order intake.

Group Revenue Profile

Pro-forma constant currency 2011/12 2010/11 £m % of % £m % of total growth total

Initial Licence Fees (ILF) 42 21 (6.5%) 45

23

Application Service Provision (ASP) & Software Leasing 5 3 (3.6%) 5 3 Global Services 52 26 10.9% 47 24 Maintenance 93 47 0.2% 92 47 Transaction Processing 6 3 10.4% 5 3 197 100 1.4% 194 100 Initial Licence Fees were 7% below the prior year due to the higher proportion of orders from new solutions and to slow purchase decisions amongst some of our existing and potential new customers.

Application Service Provision revenues were at similar levels to prior year.

Global Services revenues grew 11% as recently sold solutions went into implementation and as adoption of our expanded support services increased.

Maintenance was at the same level as the prior year, reflecting an increase in TCM, with new customers going live, and a decrease in Banking as recent new customers have not yet begun their maintenance contracts.

Transaction Processing fees were 10% above last year, benefitting from new customers adopting our confirmation matching service.

Divisional Review

The information in this section is presented on an adjusted basis, with comparisons to prior year on a constant currency basis unless stated otherwise (see notes on page 11).

Treasury & Capital Markets (TCM)

In TCM, order intake grew 10% to £42.9m, including strong growth in ILF orders, a reduction in ASP orders after some large new customer deals in the prior year, and particularly strong growth in services orders resulting from implementation of new solutions sold in recent periods. Revenues grew 7% to £ 89.0m, including strong growth in services. Adjusted operating profit was below last year's level at £11.0m (2010/11: £ 15.6m), due to a higher proportion of revenues from services and to increased product development spending on interfaces for Loan IQ, and on componentising Summit. £m 2011/12 2010/11 % change Order intake ILF/ASP 19 20 (7%) Global Services 24 19 29% Total order intake 43 39 10% Revenue ILF/ASP 17 17 (5%) Maintenance 40 38 5% Transaction processing 6 5 10% Global Services 27 23 18% Total revenue 89 83 7% Total costs (78) (67)

Adjusted Operating Profit 11 16 (29%) Adjusted Operating Margin 12% 19%

There were 16 new customer sales in the period across all of our key product lines, including 11 sales in the growth regions of Asia and the Middle East.

Opics Plus, our mid-market and treasury solution, added nine new customers, all from the growth regions of Asia and the Middle East. Treasury customers such as Muslim Commercial Bank in Pakistan and Bukopin Bank in Indonesia have been seeking to move off manual systems in order to handle increasing transaction volumes and comply with regulations. Derivatives and fixed income traders such as ADS Securities in Abu Dhabi and Harbin Bank in China were seeking fast implementation of systems that could handle their new trading operations in compliance with local trading regulations. In the lending market, Loan IQ added three large new customers in the US for both syndicated and bilateral lending, including US Bank and Farm Credit. All are replacing manual and disjointed systems. Another, PNC Capital, is the first adopter of the new Loan Trader Desktop.

Summit's three new customers included China Bond Insurance, purchasing a front-to-back office system for market making in credit derivatives. Some key existing customers also upgraded and consolidated their systems.

In a market characterised by increasing requirements to analyse and control risk, realise trading efficiencies and comply with regulations, TCM is well-positioned for leadership, having been placed in Gartner's 'leadership quadrant' of treasury and trading system vendors.

Misys Sophis

In Misys Sophis, order intake was £22.8m (2010/11 first half: £24.3m), having strengthened markedly in the second quarter with 34% growth on the prior year period. Revenues were £32.1m (2010/11 first half: £32.7m). Services revenues increased as services offerings were enriched and projects were initiated with large existing customers to develop their systems further, to incorporate greater risk control and analytics. ILF revenues declined as some potential new customers delayed purchase decisions. Adjusted operating profit increased 13.2% on the prior year period, largely as a result of administrative efficiencies as part of the integration into Misys. The operating margin increased to 33% (2010/11 first half: 29%). £m 2011/12 2010/11 % change Order intake ILF/ASP 13 16 (18%) Global Services 9 8 18% Total order intake 23 24 (6%) Revenue ILF/ASP 13 15 (17%) Maintenance 12 12 2% Global Services 7 6 32% Total revenue 32 33 (2%) Total costs (21) (24) Adjusted Operating Profit 11 9 13% Adjusted Operating Margin 33% 29%

The 6 new name sales in the period included 4 new buy-side customers, among them some new and expanding hedge funds. Sociİtİ Gİnİrale was another new customer in its new derivatives trading operation in Korea as it established a system compliant with Korean regulations. A cross-selling success came with Bank of Beirut in Lebanon, a Misys banking customer, adopting Misys Sophis for both its sell-side and buy-side trading.

New deals included some leased software contracts which will yield recurring revenues in future periods.

Misys Sophis remains at the forefront of trading, portfolio and risk management systems, having during the period brought to market new solutions for front-office portfolio analysis, exchange-traded funds and market risk management.

Banking In Banking, order intake increased 3% to £42.8m (2010/11 first half: £41.5m), including strong growth in ILF orders, mostly from customers adopting our new solutions. Services orders were lower than last year because new customers are at early stages in their implementations and because the prior year included some large multi-year premium support sales. Revenues were £75.6m (2010/11 first half: £77.6m). The strong increase in ILF orders from new solutions has not yet flowed through to licence, services and maintenance revenues.

Adjusted operating profit rose 11% to £13.5m as a result of licence revenue growth and tight control of costs. Investment in our new BankFusion and Transaction Banking solutions continued at high levels.

£m 2011/12 2010/11 % change Order intake ILF/ASP 26 17 53% Global Services 17 25 (32%) Total order intake 43 42 3% Revenue ILF/ASP 17 17 3% Maintenance 41 43 (5%) Global Services 18 18 (2%) Total revenue 76 78 (3%) Total costs (63) (66)

Adjusted Operating Profit 14 12 11% Adjusted Operating Margin 18% 16%

New solutions, principally comprising BankFusion and Transaction Banking, were 61% of total ILF orders. The BankFusion strategy progressed with eight new sales and upgrades for existing BankFusion customers. 11 customers are now live on BankFusion, which represents a significant step forward in the referenceability of our installations. Two new BankFusion customers were added in Eastern Europe. Raiffeisen in Hungary converted to BankFusion Equation, including lending and branch teller modules and with our Trade Innovations component also added in. Belvenesheconombank in Belarus became our first BankFusion deal involving renovation of third-party software. In Transaction Banking there were 10 new sales in the period, a pick-up in momentum from the seven sales in the prior year period. Six of the new customers were in the growth regions of the Middle East, Eastern Europe and Asia, where regional banks are becoming increasingly involved in funding the trade finance requirements of their corporate customers. New transaction banking customers included Commercial Bank of Qatar, the Bank of East Asia in Singapore and East West Bank in Hong Kong. The componentised approach of the Banking division, incorporating core banking and transaction banking components delivered through unified portal technology, is increasing its competitive win rates. The leadership credentials of our banking solutions have been recognised in Gartner's 'leadership quadrant' of international retail core banking vendors.

Corporate & Other

The net charge for the period was £5.1m compared with £3.9m in the prior year period, which benefitted from higher Open Source revenue and from recharges to Allscripts, prior to its disposal, for shared corporate services.

Open Source

Open Source is considered an operating segment but is not a reportable segment required to be disclosed under IFRS 8. It is included in the 'Corporate & Other' category in the divisional results.

Misys Open Source Solutions ('MOSS') has continued to develop interoperability solutions for the free exchange of data, based on a services, subscription and maintenance model. We are seeing particular interest in our healthcare information exchange solutions. Revenues in the period were £0.2m (2010/11

first half: £0.6m). Global Services

A Group summary of the services revenues which are reported separately under each of the principal divisions.

In addition to activity related to the implementation of software solutions (professional services, consulting, education and training), we have extended the services and support offered to customers through initiatives such as premium support.

Services revenues grew 11%, reflecting the implementation and go-live of some large systems sold over recent periods by TCM. These have included both new customers and large scale system extensions enabling existing customers to expand trading operations and make trading systems more efficient. In Banking, services orders were below last year's levels, with an impact on revenues, because implementations for our recent new customers are at early stages and because the prior year included some large premium support contracts. Misys Sophis achieved significant growth in services revenues as it enriched its services offerings and started projects with large existing customers to incorporate greater risk control and portfolio analytics into their systems. Financial Review Unless otherwise stated, the information in this section is presented on an 'as reported' basis. Operating results Continuing Operations, £m 2011/12 2010/11 % growth Revenue 197 161 22% Operating Profit before exceptional items 12 20 (40%) Exceptional items (6) (3) Operating Profit 5 18 (72%) Net Finance (costs) income (9) 1 (Loss) profit before taxation (4) 19 Taxation 1 (4) (Loss) profit after taxation (3) 15 Earnings Per Share Number of shares in Issue (millions) 325.2 532.9 Basic (Loss) Earnings Per Share (0.8p) 2.8p Adjusted Basic Earnings Per Share 6.0p 2.8p 114% Revenue rose by 22% due to growth in TCM and to the first half-year contribution from Misys Sophis since its acquisition. Operating profit before exceptional items reduced to £11.6m from £20.3m in the prior period because the higher adjusted operating profit, as a result of the first Misys Sophis contribution, was offset by a £17.3m charge for amortisation of acquired intangibles in Misys Sophis. The increase in exceptional charges before interest and tax to £6.4m (2010/11: £2.6m) arose from merger and acquisitions projects, and from non-recurring integration costs and management retention payments in respect of the Sophis acquisition. Divisional operating results As reported, £m Revenue Operating Profit Adjusted Operating Profit 2011/12 2010/11 2011/12 2010/11 2011/12 2010/11 Treasury & Capital Markets 89 83 9 12 11 15 Misys Sophis 32 - (8) - 11 - Banking 76 77 11 9 14 11 Corporate & Open Source - 1 (7) (3) (5) (4) Group 197 161 5 18 30 22 Finance Charge The finance charge of £8.8m (2010/11: net finance income of £1.1m) included a £ 2.4m charge (2010/11: £0.4m credit) in respect of unrealised remeasurement losses on the hedging of future operating cash flow currency exposures, for which hedge accounting is not considered practical. This item is excluded from adjusted earnings per share since it relates to future periods. Last year, the Allscripts disposal generated high cash balances which earned interest before the return of capital and Sophis acquisition took place. Profit (Loss) and Taxation There was a loss before taxation of £3.6m (2010/11: profit before taxation of £ 18.8m), as a result of lower operating profit and the increased net finance charge.

The net tax credit of £0.9m included a deferred tax credit. The underlying effective tax rate on adjusted operating profit was 22%, which reduced from last year's 26% rate as a result of the first full half year impact of the lower tax rate of Misys Sophis.

Earnings Per Share (EPS) Adjusted basic EPS excludes exceptional items, embedded derivatives gains (losses), amortisation of acquired intangible assets and unrealised gains (losses) from hedging the future cash flow currency exposures of future periods. In the opinion of the Directors, this measure provides the most comparable and representative information on the trading activities of the Group. The increase of adjusted basic EPS to 6.0p (2010/11: 2.8p) reflects the first full half year contribution from Misys Sophis since its acquisition and also a reduction in the weighted average number of shares in issue to 325.2m (2010/11: 532.9m) after last year's share buyback and share consolidation and this year's share repurchase programme. Capital expenditure, research & development Expenditure on research and development including capitalised expenditure was £ 38.7m (2010/11: £32.1m). Capitalised software development expenditure on key new solutions addressing new market opportunities was £13.3m (2010/11: £9.2m), the increase attributable to the expanded scope of BankFusion development and expenditure by Misys Sophis since its acquisition. Research & development expenditure

2011/12 2010/11 £m Banking Sophis TCM Total Banking TCM Total Total (including capitalised expenditure) 18 4 17 39 17 15 32 Capitalisation of developed software 8 2 3 13 5 4 9 Amortisation of developed software (3) (1) (2) (6) (2) (2) (4) Net Capitalisation 5 1 1 7 3 2 5

In Banking, the functional coverage of BankFusion Universal Banking has been accelerated to enable the targeting of a much wider range of new banking opportunities. In addition, the BankFusion technology platform is being extended to enable a wider range of banking software systems to be renovated.

In TCM and Misys Sophis, the Summit and Risque sell-side platforms are being componentised so that trading functionality can be progressively added to and integrated by customers seeking to take a new approach to consolidating their systems. Loan IQ is being developed for new customers and for consolidation by existing customers, with the addition of a trader desktop, enterprise workflow and interfaces to other systems.

Total capital expenditure and investment was £20.0m (2010/11: £10.5m), the balance after software development being £6.7m (2010/11: £1.3m), spent principally on improving our computer and systems infrastructure and on expanding product development facilities in India and China.

Cash Flow and Net Debt Trade receivables were reduced from £64.8m at the start of the financial year to £61.8m at the end of the first half, a result of focused collection efforts. Accrued income reduced from £53.8m to £50.9m. Days' sales outstanding (based on trade receivables and accrued income compared with trailing quarter revenues) was 95 days, compared with 86 days at the start of the period as a result of seasonally lower revenues in the second quarter compared with the final quarter of the previous financial year. The first half is seasonally one of net cash outflow, because annual maintenance fees are not billed until the end of the calendar year. The net cash outflow from operations of £5.3m represented an improvement on last year's £22.7m outflow. This resulted from the first full contribution from the Misys Sophis acquisition, a greater number of customers making early maintenance payments than in the prior year, and lower payables outflows. A share buyback programme was commenced by the company during the period. By 30 November, 6.1m shares had been purchased in the market, resulting in a cash outflow of £15.8m. Between 1 December and 25 January a further 1.4m shares were purchased for £3.3m in aggregate under an authorisation given to our advisors.

Net debt increased from £94m at the start of the period to £149m at the end of the period, principally due to capital expenditure and financing outflows including share buyback expenditure.

Notes on non-GAAP measures

Order intake Orders exclude maintenance and transaction processing. For the provision of software and services, order intake is based on signed contracts or letters of intent where contracts are substantially finalised.

Adjusted operating results Adjusted results are stated before exceptional items, losses on embedded derivatives and amortisation of acquired intangible assets.

The non-exceptional items excluded from adjusted results are losses on embedded derivatives in Banking of £0.5m (2010/11: £1.4m) and in TCM of £0.2m (2010/11: £0.2m), and amortisation of acquired intangible assets in Banking of £0.3m (2010/11: £0.4m), in TCM of £0.2m (2010/11: £0.3m) and in Sophis of £17.3m (2010/11: no charge). Adjusted Earnings Per Share Adjusted earnings per share is subject to the adjustments outlined above for operating results and in addition is stated before unrealised remeasurement gains or losses on hedging future operating cash flow currency exposures. Accordingly, the impact upon earnings per share of these unrealised gains and losses is adjusted to match with the period of the cash flows to which the currency exposures relate.

Pro-forma constant currency results

For comparative purposes, prior year results are adjusted by the retranslation of results at current year exchange rates and by the addition of results from Sophis before its acquisition, at current year exchange rates,

The addition of Sophis increases prior year revenue by £32.7m and prior year adjusted operating profit by £9.4m.

Retranslation increases prior year revenue by £0.6m (Banking: £0.7m increase, TCM: £0.2m decrease) and prior year adjusted operating profit by £1.2m (Banking £0.9m, TCM: £0.2m). These retranslations remove material currency impacts from movements in the US dollar, the Euro and the Indian Rupee against Sterling. Average exchange rates in the first half of 2011/12 were US$1.60, â'Ĵ1.14 and INR75.4 compared to US$1.55, â'Ĵ1.19 and INR71.2 in 2010/11. Consolidated income statement for the six months to 30 November 2011

Unaudited Unaudited Audited First First half half Year all figures in £ millions 2011/12 2010/11 2010/11 Continuing operations Revenue (note 2) 196.9 160.9 370.0

Adjusted operating profit before: 30.1 22.6

71.9

- Amortisation of acquired intangibles (17.8) (0.7)

(10.6)

- Losses on embedded derivatives (0.7) (1.6)

(4.0)

Operating profit before exceptional items 11.6 20.3

57.3 Exceptional items (note 3) (6.4) (2.6) (21.0) Operating profit (note 2) 5.2 17.7 36.3 Finance costs (6.8) (4.0) (10.5) Unrealised (losses) gains on hedging future structural currency cash flows (2.4) 0.4

- Exceptional finance income - 3.7 4.8 Finance income 0.4 1.0 1.6

Net finance (costs) income (note 4) (8.8) 1.1

(4.1) (Loss) profit before taxation (3.6) 18.8 32.2 Taxation (note 5) 0.9 (3.9) 2.1

(Loss) profit after taxation from continuing

operations (2.7) 14.9 34.3 Discontinued operation

Profit after taxation and before

exceptional items - 7.8

7.8

Exceptional items after taxation (note 3) - 611.2

606.9

Profit after taxation from discontinued operation - 619.0 614.7

(Loss) profit for the period - attributable to

equity holders of Misys plc (2.7) 633.9

649.0 Pence Pence Pence

Basic (loss) earnings per share (note 6) (0.8) 118.9

146.3

Diluted (loss) earnings per share (note 6) (0.8) 117.1

143.2

Consolidated statement of comprehensive income for the six months

to 30 November 2011 Unaudited Unaudited Audited First half First half Year all figures in £ millions 2011/12 2010/11 2010/11

(Loss) profit for the period (2.7) 633.9

649.0

Other comprehensive (expense) income: - Exchange difference on the translation of foreign operations (8.8) (17.0)

(7.3)

- Actuarial gains (losses) recognised - 0.3

(0.9)

- Tax credit (charge) on items taken directly to equity 5.3 1.7

(4.3)

Other comprehensive expense for the period (net

of tax) (3.5) (15.0)

(12.5)

Total comprehensive (expense) income for the period (6.2) 618.9

636.5

Total comprehensive (expense) income attributable to: - Equity holders of Misys plc (6.2) 628.3

645.9

- Non controlling interest - (9.4)

(9.4)

Total (expense) income recognised in the period (6.2) 618.9 636.5

Consolidated statement of cash flows for the six months to 30 November 2011

Unaudited Unaudited Audited First First half half Year all figures in £ millions 2011/12 2010/11 2010/11 Operating activities

Net cash flow (used in) generated from operations (5.3) (23.1)

79.1 Net interest paid (4.0) (1.7) (3.9) Net taxation paid (6.0) (0.9) (7.3)

Net cash flow from operating activities (15.3) (25.7)

67.9 Investing activities

Acquisitions and disposals of businesses - 673.8

464.5

Expenditure on developed software (note 11) (13.3) (15.8)

(28.0)

Other capital expenditure and financial investment

(note 7) (5.9) 136.1

215.1

Net cash flow from investing activities (19.2) 794.1

651.6

Net cash flow from financing activities (note 8) 42.4 (6.5) (771.5) Net cash flow from operating, investing and

financing activities 7.9 761.9

(52.0)

Differences on exchange (3.5) (7.1)

(6.1)

Increase (decrease) in cash and cash equivalents in

the period 4.4 754.8

(58.1)

Net cash and cash equivalents at the start of the

period 56.8 114.9

114.9

Net cash and cash equivalents at the end of the

period (note 9) 61.2 869.7 56.8 First First half half Year all figures in £ millions 2011/12 2010/11 2010/11 Continuing operations

(Loss) profit after taxation (2.7) 14.9

34.3 Net finance costs (income) 8.8 (1.1) 4.1 Taxation (credit) charge (0.9) 3.9 (2.1)

Amortisation of other intangible assets 24.8 6.1

22.3

Depreciation and loss on disposal of property, plant and equipment 4.3 2.4

6.5

Share-based payment charge 3.9 3.0

7.4

Differences between pension charge and cash contributions 0.2 0.1

1.4

Decrease (increase) in trade and other receivables 9.6 13.8

(6.0)

Decrease in payables and provisions (16.9) (23.4)

(3.0)

(Decrease) increase in deferred income (39.5) (46.1)

9.1

Movement in derivative receivables and payables 3.3 -

4.1

Other non-cash movements (0.2) 3.7

1.4

Net cash flow (used in) generated from continuing

operations (5.3) (22.7) 79.5 Discontinued operation Profit after taxation - 619.0 614.7 Net finance costs - 0.1 0.1 Taxation charge - 3.8 3.9

Amortisation of other intangible assets - 5.0

5.0

Depreciation and impairment charge of property, plant and equipment - 1.1

1.1

Share-based payment charge - 2.4

2.3

Differences between pension charge and cash contributions - (0.2)

-

Net profit on disposal of businesses - (619.6)

(603.8)

Net profit on disposal of available for sale asset - -

(10.3)

Decrease in inventories - 0.1

0.1

Decrease in trade and other receivables - 2.7

2.7

Decrease in payables and provisions - (4.5)

(4.5) Decrease in deferred income - (11.7) (11.7) Other non-cash movements - 1.4 -

Net cash flow used in discontinued operation - (0.4)

(0.4)

Net cash flow (used in) generated from operations (5.3) (23.1)

79.1

Consolidated balance sheet as at 30 November 2011

Unaudited Unaudited Audited November November May all figures in £ millions 2011 2010 2011 Non current assets Goodwill (note 10) 227.7 56.3 231.1

Other intangible assets (note 11) 260.3 57.6

275.9

Property, plant and equipment (note 12) 16.2 12.8

14.5

Investments 6.0 4.9

5.5

Trade and other receivables (note 13) 12.0 3.2

8.7

Derivative financial instruments 1.7 3.8

2.0 Deferred tax assets 38.8 18.4 35.6 562.7 157.0 573.3 Current assets

Trade and other receivables (note 13) 122.4 101.4

134.4

Available for sale asset (Allscripts Investment) - 73.3

-

Derivative financial instruments 3.5 9.8

1.0

Current tax assets 1.7 -

-

Cash and cash equivalents (note 9) 62.3 871.9

56.8 189.9 1,056.4 192.2 Current liabilities

Trade and other payables (note 14) (85.0) (59.0)

(88.8)

Loans and overdrafts (note 15) (20.1) (2.2)

(17.9)

Derivative financial instruments (6.5) (13.9)

(1.6) Current tax liabilities (23.1) (22.9) (24.3) Provisions (note 16) (8.3) (6.8) (8.0) Deferred income (64.5) (47.6) (105.3) (207.5) (152.4) (245.9)

Net current (liabilities) assets (17.6) 904.0

(53.7)

Total assets less current liabilities 545.1 1,061.0

519.6 Non current liabilities

Trade and other payables (note 14) (6.4) (4.3)

(3.9)

Loans (note 15) (191.3) (81.9)

(133.1)

Derivative financial instruments (2.8) (2.0)

(2.3) Deferred tax liabilities (25.0) (1.0) (27.6) Provisions (note 16) (6.2) (12.1) (11.3) Deferred income (6.9) (5.9) (5.2)

Retirement benefit obligations (6.9) (3.9)

(6.2) (245.5) (111.1) (189.6) Net assets 299.6 949.9 330.0 Equity Share capital 4.2 5.9 4.3 Share premium account 12.7 151.9 12.7 Capital redemption reserve 147.8 0.3 147.7 Other reserves 134.9 791.8 165.3 Total equity 299.6 949.9 330.0

Consolidated statement of changes in equity for the six months to 30 November 2011 (Unaudited)

Capital Share Share redemption Other Total all figures in £ millions capital premium reserve reserves equity At 1 June 2011 4.3 12.7 147.7 165.3 330.0 Total comprehensive expense for the period - - - (6.2) (6.2) Transactions with owners Share options settled from own shares - - - 1.4 1.4 Expenses incurred on transactions with owners - - - (0.4) (0.4) Repurchase of own shares (0.1) - 0.1 (26.5) (26.5) Share-based payments - - - 3.9 3.9 Deferred tax on share-based payments - - - (2.6) (2.6) At 30 November 2011 4.2 12.7 147.8 134.9 299.6

On 17 October 2011, the Company entered into a programme to repurchase its own shares. As at the balance sheet date 6,087,944 shares had been repurchased for a total consideration of £16.5m (first half 2010/11: £nil, year 2010/11: £nil) of which 5,789,944 shares had been cancelled. At the balance sheet date the Company entered into an agreement, with a nominated advisor, whereby it continued the share buy back programme on behalf of the Company during the close period. Under this agreement, it had authority to purchase shares on behalf of the Company in the market up to a maximum of 5,000,000 shares for a maximum consideration of £10m. for the six months to 30 November 2010 (Unaudited)

Attributable Capital to the Non all figures in Share Share redemption Other owners of controlling Total £ millions capital premium reserve reserves parent interest equity At 1 June 2010 5.9 151.9 0.3 193.8 351.9 149.8 501.7 Total comprehensive income for the period - - - 628.3 628.3 (9.4) 618.9 Transactions with owners Share options settled from own shares - - - 4.0 4.0 - 4.0 Convertible bond - equity portion - - - 16.1 16.1 - 16.1 Business disposed - - - (56.0) (56.0) (140.4) (196.4) Share-based payments - - - 5.4 5.4 - 5.4 Deferred tax on share-based payments - - - 0.2 0.2 - 0.2 At 30 November 2010 5.9 151.9 0.3 791.8 949.9 - 949.9

for the year ended 31 May 2011(Audited)

Attributable Capital to the Non all figures in £ Share Share redemption Other owners of controlling Total millions capital premium reserve reserves parent interest equity At 1 June 2010 5.9 151.9 0.3 193.8 351.9 149.8 501.7 Total comprehensive income for the period - - - 645.9 645.9 (9.4) 636.5 Shares issued in the year to purchase Sophis 0.1 5.5 - - 5.6 - 5.6 Transactions with owners Share options settled from own shares - 1.0 - 6.1 7.1 - 7.1 Business disposed - - - (39.9) (39.9) (140.4) (180.3) Convertible debt - equity component - - - 16.1 16.1 - 16.1 Shares repurchased for cancellation (1.7) - 1.7 (525.0) (525.0) - (525.0) B share scheme - shares issued 145.7 (145.7) - - - - - B share scheme - redemption of B

shares (111.8) - 111.8 (105.6) (105.6) - (105.6) B share scheme - dividend paid (33.9) - 33.9 (33.9) (33.9)

- (33.9) Expenses incurred on transactions with owners - - - (5.5) (5.5) - (5.5) Share-based payments - - - 9.7 9.7 - 9.7 Deferred tax on share-based payments - - - 3.6 3.6 - 3.6 At 31 May 2011 4.3 12.7 147.7 165.3 330.0 - 330.0 NOTES TO THE ACCOUNTS 1. Basis of preparation The condensed consolidated financial statements for the half year ended 30 November 2011 have been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority and IAS 34 'Interim Financial Reporting' as adopted by the European Union. The accounting policies adopted are consistent with those of the annual financial statements for the year ended 31 May 2011, as described in those annual financial statements, except for taxes on income in the interim period which, in line with previous half year reporting periods, are accrued using the tax rate that would be applicable to expected total earnings for the full financial year. The IFRIC interpretations, amendments to existing standards and new standards which became mandatory for accounting periods beginning on or after 1 June 2011 have been adopted in the current financial year, but since this interim report only contains a condensed set of financial statements, full disclosure will be given in the annual financial statements for the year ending 31 May 2012 where the impact is considered material. This half-yearly condensed consolidated financial report should be read in conjunction with the annual financial statements for the year ended 31 May 2011 which were prepared in accordance with International Financial Reporting Standards as adopted by the European Union. The financial information contained in this interim report does not comprise statutory accounts within the meaning of sections 434 - 436 of the UK Companies Act 2006. Statutory accounts for the year ended 31 May 2011 were approved by the Board of Directors on 28 July 2011 and delivered to the Registrar of Companies. The auditors' report on those statutory accounts was unqualified and did not contain a statement under section 498 of the Companies Act 2006. After making enquiries, the Directors have a reasonable expectation that the Group has adequate resources and committed borrowing facilities to continue in operations for the foreseeable future. The Group therefore continues to adopt the going concern basis in preparing its condensed consolidated financial statements for the half year ended 30 November 2011.

This interim report was approved by the Board of Directors on 25 January 2012. It is unaudited but has been reviewed by the auditors and their report is attached to this document.

The following IFRIC interpretations and amendments have been adopted in the unaudited condensed half-yearly financial statements but neither had any material impact on the Group results or financial position:

- IFRIC 14 'Prepayments of a minimum funding requirement'

- IFRIC 19 'Extinguishing financial liabilities with equity instruments'

2. Segmental analysis

Operating segments are reported in a manner consistent with the internal reporting to the Chief Operating Decision Maker ('CODM'). The CODM has been identified as the Misys Operations Team, comprising the Group Chief Executive, Chief Financial Officer and all Executive Vice Presidents. The Misys Operations Team is responsible for resources allocation and assessing the performance of the operating segments. The operating segments are defined by distinctly separate product offerings or markets. The operating segments consist of Banking, Treasury & Capital Markets (TCM), Misys Sophis (new segment after its acquisition from 1 March 2011) and Open Source. The Corporate and others category includes Open Source and corporate costs as these operations are not reportable segments as required to be disclosed under IFRS 8. Global Services is considered as a horizontal function with performance assessed by the CODM in each of the defined operating segments.

Certain costs within the Corporate and others segment are allocated to the other reportable segments based on revenue.

Revenue, operating profit (loss) by business (unaudited)

Misys Corporate & First half all figures in £ millions Banking TCM Sophis others 2011/12 Revenue 75.6 89.0 32.1 0.2 196.9 Adjusted operating profit (loss) 13.5 11.0 10.7 (5.1) 30.1 Amortisation of acquired intangibles (0.3) (0.2) (17.3) - (17.8)

Losses on embedded derivatives (0.5) (0.2) - -

(0.7)

Operating profit (loss) before

exceptional items 12.7 10.6 (6.6) (5.1) 11.6 Exceptional items (1.4) (1.5) (1.4) (2.1) (6.4) Operating profit (loss) 11.3 9.1 (8.0) (7.2) 5.2 Net finance costs (8.8) Loss before taxation (3.6) Taxation 0.9 Loss for the period from continuing operations (2.7) Profit for the period from discontinued operation - Loss for the period (2.7) Misys Corporate & First half all figures in £ millions Banking TCM Sophis others 2010/11 Revenue 76.9 83.4 - 0.6 160.9 Adjusted operating profit (loss) 11.2 15.3 - (3.9) 22.6 Amortisation of acquired intangibles (0.4) (0.3) - - (0.7)

Losses on embedded derivatives (1.4) (0.2) - -

(1.6)

Operating profit (loss) before

exceptional items 9.4 14.8 - (3.9) 20.3 Exceptional items (0.6) (2.5) - 0.5 (2.6) Operating profit (loss) 8.8 12.3 - (3.4) 17.7 Net finance income 1.1 Profit before taxation 18.8 Taxation (3.9) Profit for the period from continuing operations 14.9 Profit for the period from discontinued operation 619.0 Profit for the period 633.9

Excluded from the above are the following items relating to discontinued operation (Allscripts): revenue £nil (first half 2010/11: £101.7m); operating profit before exceptional items £nil (first half 2010/11: £12.5m); and operating profit £nil (first half 2010/11: £622.9m).

Revenue from continuing operations (unaudited)

Misys Corporate First half all figures in £ millions Banking TCM Sophis & others 2011/12 Initial licence fees 17.0 15.1 9.6 - 41.7

ASP subscriptions and leasing revenue 0.1 1.7 3.2 -

5.0 Maintenance 40.7 39.8 12.0 0.1 92.6 Transaction processing - 5.7 - - 5.7 Global services 17.8 26.7 7.3 0.1 51.9 75.6 89.0 32.1 0.2 196. Misys Corporate First half all figures in £ millions Banking TCM Sophis & others 2010/11 Initial licence fees 16.4 16.2 - - 32.6

ASP subscriptions and leasing revenue 0.1 1.5 - -

1.6 Maintenance 42.2 37.8 - 0.1 80.1 Transaction processing - 5.3 - - 5.3 Global services 18.2 22.6 - 0.5 41.3 76.9 83.4 - 0.6 160.9

3. Exceptional items (unaudited)

First half First half all figures in £ millions 2011/12 2010/11 Restructuring activities and turnaround programme (A) (2.9)

(2.1)

Advisory and professional fees related to corporate activities (B) (1.3)

-

Costs relating to the Misys Sophis acquisition (C) (2.2)

(0.5)

Exceptional items within continuing operations (6.4)

(2.6)

Exceptional finance income within continuing

operations (note 4) -

3.7

Taxation credit on exceptional items within continuing operations 2.1

0.3

Exceptional items after taxation within continuing operations (4.3)

1.4

Profit on disposal of businesses (D) -

619.6

Allscripts pre-disposal exceptional expenses -

(7.9)

Loss on disposal of available for sale asset (E) -

(1.3)

Exceptional items within discontinued operation -

610.4

Taxation credit on exceptional items within discontinued operation -

0.8

Exceptional items after taxation within discontinued operation -

611.2

Exceptional items after taxation (4.3)

612.6

(A) Restructuring activities and turnaround programme A charge of £3.1m (first half 2010/11: £3.2m) has been recognised as an exceptional item in relation to costs incurred in the ongoing Group-wide restructuring and turnaround programme. The costs comprise severance payments, retention bonuses and relocation expenses in relation to development and back office activities. A net credit of £0.2m (first half 2010/11: credit £1.1m) arose on provisions for onerous property leases.

(B) Advisory and professional fees related to corporate activities These principally relate to legal and consulting fees in respect of significant corporate mergers and acquisitions projects (first half 2010/11: £nil).

(C) Costs related to the Misys Sophis acquisition These include post acquisition integration costs of £0.6m and management retention bonuses of £1.6m agreed as part of the acquisition. Costs in the first half 2010/11 are related to initial advisory fees in respect of the acquisition.

(D) Profit on disposal of business A profit of £619.6m was realised in the comparative period as a result of the sale of majority stake in Allscripts on 20 August 2010. The profit on disposal was exempt from tax in the relevant taxing jurisdiction. In addition, Allscripts incurred £7.9m of exceptional costs in the period to the date of disposal relating to the separation from Misys and merger with Eclipsys. (E) Loss on available for sale assets Following the disposal of Allscripts in August 2010, there was a further disposal of 12.5m shares of the residual shareholding in November 2010. Misys received proceeds of £139.4m which gave rise to a loss of £1.3m compared to the carrying value calculated as at August 2010.

An analysis of the above costs by business unit is shown in note 2.

4. Finance costs (unaudited) First First half half all figures in £ millions 2011/12 2010/11 Bank loans and overdraft interest payable (2.0)

(2.6)

Interest payable on convertible bond (3.1)

(0.1)

Amortisation of financing facility costs (0.5)

(0.7)

Expected return on pension scheme assets 1.2

1.1

Interest on pension scheme liabilities (1.2)

(1.2)

Realised losses on hedging structural currency cash flows (0.7)

-

Unwinding of discount on provisions (0.5)

(0.5)

Finance costs (6.8)

(4.0)

Unrealised (losses) gains on hedging future structural

currency cash flows (2.4)

0.4

Interest receivable 0.4

1.0

Net finance costs before exceptional items (8.8) (2.6) Exceptional finance income - 3.7 Net finance (costs) income (8.8) 1.1

The Group is subject to structural currency cash flow imbalances due to the difference in location of its customers compared with its cost base. Accordingly, the Group has instigated a policy of managing the resulting exposures by forward currency contracts matching the most significant functional currency cash flows on a rolling 12 months basis.

It is not considered practical to apply hedge accounting for these forward contracts and so the unrealised remeasurement gains / losses in respect of future periods are taken to the income statement as shown above. A loss of £ 2.4m (first half 2010/11: gain of £0.4m; year 2010/11: £nil) has arisen principally due to a weakening of the Indian Rupee against Sterling during the period.

As these forward contracts mature, the realised loss or gain is moved to finance costs.

An adjustment is made in respect of the unrealised loss or gain on hedging of structural currency cash flows in arriving at adjusted earnings per share (see note 6). 5. Taxation (unaudited) First First half half all figures in £ millions 2011/12 2010/11 Current taxation

UK corporation tax at 25.8% (2010: 27.8%) -

- UK prior year items (0.2) - Overseas taxation 2.2 2.2 Overseas prior year items (0.3) (0.5)

Irrecoverable withholding taxes -

0.6

Current taxation (including tax relating to continuing operations' exceptional items) 1.7

2.3

Deferred taxation (2.6)

1.6

Tax (credit) charge - continuing operations (0.9)

3.9

Included within current taxation is a credit of £nil (first half 2010/11: £ 0.1m) and within deferred tax a credit of £2.1m (first half 2010/11: £0.2m) relating to taxation on exceptional items. First First half half all figures in £ millions 2011/12 2010/11 Total tax (credit) charge Continuing operations (0.9) 3.9 Discontinued operation - 3.8 (0.9) 7.7 The tax credit for the half year has been calculated using the tax rates expected to apply for the full year ending 31 May 2012 and includes a £2.1m (first half 2010/2011: £0.3m) credit on exceptional items. The effective tax rate for the half year on adjusted operating profit of £30.1m is 22% (first half 2010/2011: 26%) which approximates to the forecast full year expected tax rate. The fall of 4% in the effective tax rate reflects the full year inclusion of the Sophis business. After adjusting for prior year adjustments and net financing costs, the effective tax rate reduces to 18.6% (first half 2010/2011: 23.0%). The reduction in the UK tax rate from 26% to 25% enacted in Finance Act 2011 has reduced the UK deferred tax asset by £1m of which £0.9m is charged to the income statement and £0.1m is included in equity. Further proposed reductions in the UK rate of 1% per annum to 23% by 1 April 2014 are expected to be enacted which will reduce the net deferred tax assets by £1.8m with a decrease in profit of £0.9m in 2013 and 2014.

6. (Loss) earnings per share (unaudited)

Earnings per share ('EPS') have been calculated by dividing profit attributable to shareholders by the weighted average number of shares in issue during the period. Diluted EPS includes the dilutive effect of outstanding share options.

Adjusted basic and adjusted diluted EPS are presented to provide more comparable and representative information on continuing operations. Accordingly, the adjusted basic and adjusted diluted EPS figures exclude discontinued operation, exceptional items, gains and losses on embedded derivatives, amortisation of acquired intangibles, translation exchange differences recycled from reserves and unrealised losses / gains on hedging of future structural currency cash flows.

As disclosed in note 4, unrealised remeasurement gains / losses on forward contracts taken out to manage structural functional currency exposures of future periods are separately identified within finance costs. Given that hedge accounting is not applied to these contracts, their remeasurement introduces volatility to the income statement. Accordingly, the adjusted EPS reflects that these unrealised gains/losses are credited/charged to adjusted EPS to match the cash flow to which the underlying exposure relates. The comparative figures have been presented on a consistent basis. Continuing operations Discontinued operation First half 2011/12 2011/12 2011/12 all figures in £ Net of Net of Net of millions Gross Tax tax Gross Tax tax tax Loss for the period (3.6) 0.9 (2.7) - - - (2.7) Add back: Exceptional items (note 3) 6.4 (2.1) 4.3 - - - 4.3 Losses on embedded derivatives 0.7 (0.3) 0.4 - - - 0.4 Amortisation of acquired intangibles 17.8 (2.3) 15.5 - - - 15.5 Unrealised losses on hedging future structural currency cash flows 2.4 (0.6) 1.8 - - - 1.8 Adjusted profit attributable to shareholders 23.7 (4.4) 19.3 - - - 19.3 pence pence pence Basic loss per share (0.8) - (0.8) Diluted loss per share (0.8) - (0.8) Adjusted basic earnings per share 6.0 - 6.0 Adjusted diluted earnings per share 5.8 - 5.8 Continuing operations Discontinued operation First half 2010/11 2010/11 2010/11 all figures in £ Net of Net of Net of millions Gross Tax tax Gross Tax tax tax Profit for the period 18.8 (3.9) 14.9 622.8 (3.8) 619.0 633.9 Add back: Exceptional items (note 3) (1.1) (0.3) (1.4) (610.4) (0.8) (611.2) (612.6) Losses on embedded derivatives 1.6 (0.4) 1.2 - - - 1.2 Amortisation of acquired intangibles 0.7 - 0.7 3.4 - 3.4 4.1 Unrealised gains on hedging future structural currency cash flows (0.4) 0.1 (0.3) - - - (0.3) Adjusted profit items attributable to non controlling interest - - - (5.1) - (5.1) (5.1) Adjusted profit attributable to

shareholders 19.6 (4.5) 15.1 10.7 (4.6) 6.1

21.2 pence pence pence Basic earnings per share 2.8 116.1 118.9 Diluted earnings per share 2.8 114.3 117.1 Adjusted basic earnings per share 2.8 1.2 4.0 Adjusted diluted earnings per share 2.8 1.1 3.9 The weighted average number of basic shares in issue and diluted shares during the period were 325.2m and 336.6m respectively (first half 2010/11: 532.9m and 541.4m). The weighted average number of shares has decreased from the prior year due to the Tender Offer which occurred in December 2010, the 7 for 8 share consolidation which occurred in February 2011, and the share repurchase programme which commenced in October 2011. 7. Other capital expenditure and financial investment (unaudited)

First First half half all figures in £ millions 2011/12 2010/11 Purchase of third party software (0.5)

(1.1)

Purchase of property, plant and equipment (5.4)

(2.2)

Sale of investments (note 3(E)) -

139.4

Net cash flow from other capital expenditure and financial

investment (5.9)

136.1

8. Financing activities (unaudited)

First half First half all figures in £ millions 2011/12 2010/11 Increase (decrease) in borrowings 57.0

(116.0)

Convertible bonds (net of costs) - 97.9 Share options exercised 1.5 3.8 Premium paid for foreign exchange options regarding Sophis acquisition - (2.6) Repurchase of own shares (15.8) - Sale of hedge options - 11.7

Arrangement fees for new facility -

(1.3)

Expenses incurred on transactions with owners (0.3)

-

Net cash flow from financing activities 42.4

(6.5)

No dividend is proposed for the period (2010/11: £nil). 9. Analysis of net (debt) funds (unaudited) all figures in At 1 June Cash Non cash Differences on At 30 Nov At 30 Nov £ millions 2011 flow movements exchange 2011 2010 Cash 56.8 9.0 - (3.5) 62.3 871.9

Bank overdraft - (1.1) - - (1.1)

(2.2) 56.8 7.9 - (3.5) 61.2 869.7 Bank loans (67.6) (57.0) (0.4) - (125.0) -

Convertible bonds (83.4) - (1.9) - (85.3)

(81.9)

Net (debt) funds (94.2) (49.1) (2.3) (3.5) (149.1)

787.8 10. Goodwill (unaudited) Total all figures in £ millions Goodwill Cost and net book value at 1 June 2011 231.1 Differences on exchange (3.4)

Cost and net book value at 30 November 2011 227.7 Cost and net book value at 30 November 2010

56.3 Significant cash generating units Goodwill relating to the Banking £20.0m (first half 2010/11: £19.7m), TCM £ 36.2m (first half 2010/11: £36.6m) and Misys Sophis £171.5m (first half 2010/ 11: £nil) cash generating units (CGUs) are considered significant in comparison to the total carrying amount of goodwill assets at 30 November 2011. The carrying value of each CGU (including Misys Sophis after its acquisition in February 2011) has been reviewed on the basis of management's forecasts and no impairment has been identified. 11. Other intangible assets (unaudited)

Trade all figures names Total Third in £ Complete Customer and acquired Developed party Total millions technology relationships brands intangibles software software intangibles Cost At 1 June 2011 181.2 38.0 19.9 239.1 93.4 14.1 346.6 Differences on exchange (4.0) (0.9) (0.4) (5.3) 0.3 0.2 (4.8) Disposals (3.6) (0.1) - (3.7) (0.5) - (4.2) Additions - - - - 13.3 0.5 13.8 At 30 November 2011 173.6 37.0 19.5 230.1 106.5 14.8 351.4 At 30 November 2010 18.0 1.4 - 19.4 79.0 14.0 112.4 Amortisation and impairment At 1 June 2011 (26.1) (2.3) (0.3) (28.7) (33.0) (9.0) (70.7) Differences on exchange 0.7 0.1 - 0.8 (0.5) - 0.3 Charge for the period (14.1) (3.0) (0.7) (17.8) (5.6) (1.4) (24.8) Disposals 3.6 0.1 - 3.7 0.4 - 4.1 At 30 November 2011 (35.9) (5.1) (1.0) (42.0) (38.7) (10.4) (91.1) At 30 November 2010 (16.0) (0.9) - (16.9) (28.6) (9.3) (54.8) Net book value At 30 November 2011 137.7 31.9 18.5 188.1 67.8 4.4 260.3 2011 At 31 May 2011 155.1 35.7 19.6 210.4 60.4 5.1 275.9 At 30 November 2010 2.0 0.5 - 2.5 50.4 4.7 57.6

12. Property, plant and equipment (unaudited)

Computer Leasehold and other all figures in £ millions properties equipment Total Cost At 1 June 2011 13.8 30.2 44.0 Differences on exchange 0.2 - 0.2 Additions 3.2 2.9 6.1 Disposals (3.1) (1.0) (4.1) At 30 November 2011 14.1 32.1 46.2 At 30 November 2010 11.0 29.4 40.4 Depreciation At 1 June 2011 (6.5) (23.0) (29.5) Differences on exchange (0.2) (0.1) (0.3) Charge for the period (0.6) (1.7) (2.3) Disposals 1.4 0.7 2.1 At 30 November 2011 (5.9) (24.1) (30.0) At 30 November 2010 (4.6) (23.0) (27.6) Net book value At 30 November 2011 8.2 8.0 16.2 At 31 May 2011 7.3 7.2 14.5 At 30 November 2010 6.4 6.4 12.8 13. Trade and other receivables (unaudited) 30 Nov 30 Nov 31 May all figures in £ millions 2011 2010 2011 Trade receivables 64.8 52.5 69.4 Less: Provision for receivables (3.0) (2.7) (4.6) 61.8 49.8 64.8 Other receivables 9.5 12.5 10.7 Prepayments 6.4 5.1 8.7 Accrued income 44.7 34.0 50.2

Current trade and other receivables 122.4 101.4 134.4

Other receivables 5.7 2.0 5.1 Prepayments 0.1 0.1 - Accrued income 6.2 1.1 3.6 Non current trade and other receivables 12.0 3.2 8.7 Total trade and other receivables 134.4 104.6 143.1 14. Trade and other payables (unaudited) 30 Nov 30 Nov 31 May All figures in £ millions 2011 2010 2011 Trade payables (10.1) (4.8) (13.4)

Other taxation and social security (8.7) (5.1) (8.6) Other payables

(2.9) (5.6) (5.4) Accruals (63.3) (43.5) (61.4)

Current trade and other payables (85.0) (59.0) (88.8)

Other payables (0.1) - (0.1) Accruals (6.3) (4.3) (3.8)

Non current trade and other payables (6.4) (4.3) (3.9) Total trade and other payables (91.4) (63.3) (92.7)

Current accruals include £10m (first half 2010/11: £nil, year 2010/11: £nil) in respect of authorisation given to the Company's advisors to repurchase the Company's own shares during the close period.

15. Loans and overdrafts (unaudited)

30 Nov 30 Nov 31 May all figures in £ millions 2011 2010 2011 Bank overdrafts (1.1) (2.2) - Bank loans (18.9) - (17.9)

Coupon liability on convertible bond (0.1) -

- Current loans and overdrafts (20.1) (2.2) (17.9) Bank loans (106.1) - (49.7) Convertible bond (85.2) (81.9) (83.4) Non current loans and overdrafts (191.3) (81.9) (133.1) Total loans and overdrafts (211.4) (84.1) (151.0) Bank overdrafts This relates to GBP and Euro overdraft facilities. Bank loans The credit facility is comprised of a £90m term loan and a £190m multicurrency credit facility. The term loan is repayable in installments between May 2011 and August 2014. The revolving facility expires in August 2014. Arrangement fees of £2.0m paid on drawdown are carried on the balance sheet. These costs are being amortised over the expected term of the facility. Interest on these borrowings is payable at LIBOR plus a variable margin (based on a covenant ratio), currently 2.0% (first half 2010/11: nil; year 2010/11: 2.0%). The Group is subject to certain financial covenants under the term loan and revolving credit facility agreement. These include a minimum ratio of operating profit, before depreciation, amortisation and exceptional items to net interest charged and a maximum ratio of net borrowings to operating profit, before depreciation, amortisation and exceptional items. These covenants have not been breached during the period. Convertible bonds The Company issued 1,000 2.5% convertible bonds at a par value of £100m on 22 November 2010. The bonds mature five years from the issue date at their nominal value of £100m or can be converted into shares at the holder's option from the 41st day after the settlement date until seven days prior to maturity date at prevailing conversion price. If not previously converted or redeemed, the bonds will be redeemed at par five years from the settlement date. The Company will have the option to call all outstanding bonds from approximately three years after the settlement date until maturity in the event that the value of the shares on the London Stock Exchange exceeds 127% of the principal amount over a certain period. The values of the liability component and the equity conversion component were determined at issuance of the bond. The fair value of the liability component, included in non-current borrowings, was calculated using a market interest rate for an equivalent non-convertible bond. The residual amount, representing the value of the equity conversion option, is included in shareholders' equity in other reserves. 16. Provisions for liabilities and charges (unaudited)

30 Nov 30 Nov 31 May all figures in £ millions 2011 2010 2011 Property (12.7) (15.3) (16.8) Contingent consideration - (0.2) - Other (1.8) (3.4) (2.5) (14.5) (18.9) (19.3)

Included in current liabilities (8.3) (6.8)

(8.0)

Included in non current liabilities (6.2) (12.1) (11.3) (14.5) (18.9) (19.3)

The property provisions comprise the net present value of the estimated future costs of vacant and sublet properties of subsidiaries acquired in previous years. The property provisions have been reduced in the period ended 30 November 2011 primarily as a result of subleasing of vacant property space.

Included in other provisions are amounts primarily in respect of onerous service contracts.

17. Contingent liabilities (unaudited)

Contingent liabilities that are quantifiable arise from property rental guarantees that have been issued in the normal course of business, from letters of credit and from bonds that have been issued in support of tenders submitted to prospective customers. These amount to £4.1m (first half 2010/11: £3.3m, year 2010/11: £3.2m). The Group's subsidiaries and the Company can be parties to legal actions and claims arising in the ordinary course of business. Whilst the outcome of current outstanding actions and claims remains uncertain, it is expected that they will be resolved without a material impact to the Group's financial position.

As at 30 November 2011, there was a $45m guarantee in place relating to potential tax liabilities arising as a result of the demerger of Allscripts, which Misys would be responsible for covering if it were to become payable. Since 31 May 2011 there has been no significant change to the underlying potential tax exposures.

18. Related party transactions (unaudited)

Transactions between Misys plc and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.

The key management personnel of the Group comprise the Company Directors and other senior management. Their remuneration will be disclosed in the year-end Group financial statements.

ValueAct Capital has a holding of approximately 21.15 per cent as at 30 November 2011 (31 May 2011: 20.21 per cent) in the Company on an aggregated basis. Mr. Ubben, who is a non-executive Director of the Company, is Chief Executive Officer and Chief Investment Officer of ValueAct Capital.

19. Risk factors as required by DTR 4.2.7(2)

As with all businesses, the Group is affected by certain risks, not wholly within our control, which could have a material impact on the Group's long term performance and could cause actual results to differ materially from forecast and historical results. The principal risks and uncertainties facing the Group were last updated in October 2011. In summary, these risks involve: economic and market risks (e.g. related to Eurozone sovereign indebtedness and regulatory reviews of the Banking sector); product development and implementation delivery risks; risks related to capturing planned synergies associated with the recent acquisition of Misys Sophis; talent management risks; risks related to protecting our own intellectual property and not infringing that of others; IT and business continuity risks; and legal and regulatory compliance risks.

20. Seasonality

The Group's business cycle is such that sales and profits are typically stronger in the second half of the financial year. Misys invoices many of its customers for recurring licence fees at the beginning of the second half of its financial year resulting in higher cash collection compared to the fiscal first half. 21. Registered Office

The registered office is One Kingdom Street, Paddington, London, W2 6BL. The Company is registered and domiciled in England No. 1360027.

INDEPENDENT REVIEW REPORT TO MISYS PLC

Introduction

We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 November 2011, which comprises the consolidated income statement, consolidated balance sheet, consolidated statement of comprehensive income, consolidated statement of changes in equity, consolidated statement of cash flows and the related notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements. Directors' responsibilities The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority. As disclosed in Note 1, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of consolidated financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" as adopted by the European Union. Our responsibility Our responsibility is to express to the company a conclusion on the condensed set of consolidated financial statements in the half-yearly financial report based on our review. This report, including the conclusion, has been prepared for and only for the company for the purpose of the Disclosure and Transparency Rules of the Financial Services Authority and for no other purpose. We do not, in producing this report, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. Scope of review We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of consolidated financial statements in the half-yearly financial report for the six months ended 30 November 2011 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority. PricewaterhouseCoopers LLP Chartered Accountants London 25 January 2012 Notes:

The maintenance and integrity of the Misys plc website is the responsibility of the directors; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were initially presented on the website.

Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The Directors confirm that this condensed set of financial statements has been prepared in accordance with IAS 34 as adopted by the European Union and that the interim management report herein includes a fair review of the information required by DTR 4.2.7R and DTR 4.2.8R.

The Directors of Misys plc are listed in the Misys plc Annual Report and Accounts for 31 May 2011 and no changes took place during the six months ended 30 November 2011.

By order of the Board Mike Lawrie Chief Executive Officer 25 January 2012 Stephen Wilson Chief Financial Officer 25 January 2012

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