EANS-Adhoc: USU Software AG starts fiscal year 2012 with positive sales development - earnings influenced by complete Aspera takeover

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ad-hoc disclosure pursuant to section 15 of the WpHG transmitted by euro
adhoc with the aim of a Europe-wide distribution. The issuer is solely
responsible for the content of this announcement.
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3-month report

16.05.2012

- Sales up by 19% to EUR 12.6 million
- Above-average increase in foreign sales by 94% to EUR 2.3 million
- Development of majority holding Aspera exceeds planning -
complete takeover initiated - updated purchase price above
reported purchase price obligation
- One-time effects from adjustment of expected purchase price for
complete Aspera takeover impact IFRS earnings figures
- Adjusted EBIT of EUR 1.7 million up by 52% on prior year
- Group liquidity up by 13% to EUR 19.9 million
- Details of Group planning for the year as a whole take into
account complete Aspera takeover

Möglingen, May 16, 2012 - In the first quarter of 2012, USU Software
AG seamlessly continued its successful growth trend of the previous
quarters, increasing consolidated sales by 19% to EUR 12.6 million
(Q1 2011: EUR 10.6 million). In the process, USU benefited from
strong international business in particular, which grew at an
above-average pace of 94% in the period under review to EUR 2.3
million (Q1 2011: EUR 1.2 million) compared with the previous year
and thus almost doubled. The share of consolidated sales generated
outside Germany increased by just under 18% (Q1 2011: 11%) and was
thus above the announced medium-term target of 15%. This increase was
due in particular to the push in international activities in the USU
Group in the area of the rapidly growing segment of software license
management, which is covered by majority holding Aspera GmbH, as well
as to existing partner activities. Since USU Software AG took over
51% of the shares in Aspera in July 2010, the USU subsidiary put in a
very positive performance. The projection at the time of acquisition
that Aspera would double its sales within three years was already
achieved as of March 31, 2012 at the end of fiscal year 2011/12. The
growth push from Aspera GmbH caused a one-off effect in the quarter
under review in terms of the intended takeover of the remaining 49%
of Aspera's shares. The purchase price for these minority shares
depends in particular on Aspera's earnings generated in fiscal years
2010/11 (April 1, 2010 - March 31, 2011) and 2011/12 (April 1, 2011 -
March 31, 2012). As of December 31, 2011, a purchase price obligation
of EUR 6.7 million was reflected in the balance sheet based on the
projected development of Aspera's earnings. Due to Aspera GmbH's
significantly better than expected business development in the final
quarter of January 1, 2012 to March 31, 2012, which is crucial for
establishing the purchase price, the updated purchase price is EUR
1.9 million above the forecasted value reflected in the balance sheet
as of December 31, 2011.

Under the latest IFRS international accounting regulations, the
purchase price difference must be reported in profit and loss in full
in other operating expenses and thus directly affects the USU Group's
earnings in the first quarter of 2012. Due to this acquisition-based
one-off effect, the operating result before interest, taxes,
depreciation and amortization (EBITDA) was EUR -0.1 million (Q1 2011:
EUR 1.2 million) in the first quarter of 2012. Accordingly, earnings
before interest and taxes (EBIT) were EUR -0.6 million (Q1 2011: EUR
0.7 million). After taxes and taking into the account the one-time
expense of the intended complete takeover of Aspera, the USU Group
generated a net loss for the period of EUR -1.3 million (Q1 2011: net
profit of EUR 0.4 million), corresponding to earnings per share of
EUR -0.12 (Q1 2011: EUR 0.04). In order to better compare the
long-term earning power of the USU Group, the company has also drawn
up an "Adjusted Consolidated Earnings" account for information
purposes. This shows consolidated earnings adjusted for the
amortization of intangible assets capitalized as a result of business
combinations, the results of the capitalization of tax loss
carryforwards, and additional non-recurring acquisition-related
effects, plus the corresponding tax effects. The USU Group increased
its adjusted consolidated earnings by 17% to EUR 1.0 million in the
reporting period (Q1 2011: EUR 0.9 million), corresponding to
adjusted earnings per share of EUR 0.10 (Q1 2011: EUR 0.08). Adjusted
earnings before interest and taxes ("Adjusted EBIT") increased
year-on-year by 52% to EUR 1.7 million (Q1 2011: EUR 1.1 million).
The Management Board will focus future earnings forecasts on this
operating earnings figure.

The USU Group's cash flow from operating activities was again clearly
positive in the quarter under review at EUR 2.5 million (Q1 2011: EUR
4.8 million), bringing Group liquidity including securities to a
total of EUR 19.9 million (December 31, 2011: EUR 17.6 million). Due
to the higher purchase price obligation for Aspera, equity as of
March 31, 2012 decreased to 66% (December 31, 2011: 71%), but was
still on solid ground.

After the positive operational start of USU Software AG and its
subsidiaries in fiscal year 2012 with a considerable rise in
revenues, the Management Board expects significant growth potential
for the rest of the year as well. This is corroborated by the USU
Group's still high level of orders on hand of EUR 22.5 million (Q1
2011: EUR 22.0 million) as of March 31, 2012 as well as positive
order development after the end of the reporting period, especially
the major order by the German Federal Employment Agency with an order
volume in the mid-seven digit euro range. Overall, the Management
Board predicts consolidated sales of at least EUR 48 million and
adjusted EBIT in a corridor of EUR 6.5 million to EUR 7.0 million in
the current year. As previously announced, it also intends to have
the shareholders participate in the company's success again in the
form of a dividend. The Management Board and Supervisory Board have
already announced their proposal to the Annual General Meeting of a
dividend payment of EUR 0.20 per share for fiscal year 2011.

end of ad-hoc-announcement ==========================================
====================================== USU Software AG

The USU Group is Europe’s largest provider of IT Management and
Knowledge Management software. Market leaders from every sector of
the international economy create transparency with USU applications,
while also increasing flexibility, decreasing risks and cutting
costs. In addition to USU AG (founded in 1977), the subsidiaries
Aspera GmbH, LeuTek GmbH, OMEGA Software GmbH and USU Consulting GmbH
belong to USU Software AG (ISIN DE 000A0BVU28), which is listed in
the Prime Segment of the German Stock Exchange (DAX) in Frankfurt and
on the German Entrepreneurial Index (GEX). With its Valuemation®
product line, USU offers a top-quality portfolio for knowledge-based
service management, the merits of which have been recognized by
leading market analysts around the world – all from one single,
reliable source. What's more, this modular suite also fully supports
the industry standard ITIL®. The USU Group's products in this sector
are complemented and enhanced with the SmartTrack license management
solution from Aspera GmbH, the ZIS product family for systems
management from LeuTek GmbH as well as the myCMDB software from OMEGA
Software GmbH. USU Consulting offers top-notch strategy consulting
for IT service management. With KnowledgeCenter technology, customers
can activate and leverage all the knowledge resources within their
organizations. This system application bundles all the various
communications and information channels on one central platform. With
the support of intelligent knowledge bases from USU, call and service
centers provide accurate, individualized answers to over 25 million
inquiries per year. By developing and maintaining complex,
customer-specific applications, USU experts can combine
user-requested features, sector-specific knowledge and technological
expertise to create individual, customized solutions. Achieving
process and system integration and implementing knowledge portals and
employee portals are some of USU’s other well-established and proven
core competencies.

Further inquiry note:
USU Software AG
Investor Relations
Falk Sorge
Spitalhof
D-71696 Möglingen
Tel.: +49 (0) 71 41 - 48 67 351
Fax: +49 (0) 71 41 - 48 67 108
E-Mail: f.sorge@usu-software.de

USU Software AG
Corporate Communications
Dr. Thomas Gerick
Tel.: +49 (0) 71 41 - 48 67 440
Fax: +49 (0) 71 41 - 48 67 909
E-Mail: t.gerick@usu-software.de

end of announcement euro adhoc
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issuer: USU Software AG
Spitalhof
D-71696 Möglingen
phone: +49 (0)7141 4867 0
FAX: +49 (0)7141 4867 20
mail: investor@usu-software.de
WWW: http://www.usu-software.de
sector: Software
ISIN: DE000A0BVU28
indexes: CDAX, Prime All Share, Technology All Share
stockmarkets: free trade: Hannover, Berlin, München, Hamburg, Düsseldorf,
regulated dealing: Stuttgart, regulated dealing/prime standard:
Frankfurt
language: English